10-Q 1 a2079773z10-q.htm FORM 10-Q
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q


ý

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2002 OR

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 000-29391

VIA NET.WORKS, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction)
  84-1412512
(I.R.S. Employer Identification No.)

12100 Sunset Hills Road, Suite 110
Reston, Virginia 20190
(Address of principal executive offices)

Registrant's telephone number, including area code: (703) 464-0300

(Former name or former address, if changed since last report)

        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 report) and (2) has been subject to such filing requirements for the past 90 days.    Yes ý    No o

        As of May 1, 2002, there were outstanding 55,794,900 shares of the registrant's common stock and 5,050,000 shares of the registrant's non-voting common stock.





VIA NET.WORKS, INC.

TABLE OF CONTENTS

(UNAUDITED)

PART I FINANCIAL INFORMATION   3

Item 1.

 

Financial Statements:

 

3

 

 

Consolidated Balance Sheets as of December 31, 2001 and March 31, 2002

 

3

 

 

Consolidated Statements of Operations for the three months ended March 31, 2001 and 2002

 

4

 

 

Consolidated Statements of Cash Flows for the three months ended March 31, 2001 and 2002

 

5

 

 

Notes to the Consolidated Financial Statements

 

6

Item 2.

 

Management's Discussion and Analysis of Financial Condition and Results of Operations

 

12

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

 

22

PART II. OTHER INFORMATION

 

23

Item 1.

 

Legal Proceedings

 

23

Item 2.

 

Changes in Securities and Use of Proceeds

 

23

Item 3.

 

Defaults Upon Senior Securities

 

23

Item 4.

 

Submission of Matters to a Vote of Security Holders

 

23

Item 5.

 

Other Information

 

23

Item 6.

 

Exhibits and Reports on Form 8-K

 

23

SIGNATURES

 

24

EXHIBIT INDEX

 

25

2



PART I

Item 1. Financial Statements

VIA NET.WORKS, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands of U.S dollars, except share data)

(unaudited)

 
  December 31,
2001

  March 31,
2002

 
 
   
  (Unaudited)

 
ASSETS              
Current assets:              
  Cash and cash equivalents   $ 137,854   $ 121,838  
  Trade and other accounts receivable, net of allowance of $8,393 and $7,201, respectively     16,020     16,680  
  Other current assets     4,597     5,169  
   
 
 
    Total current assets     158,471     143,687  

Property and equipment, net

 

 

20,579

 

 

18,738

 
Goodwill, net     17,134     17,702  
Intangible assets, net     1,750     653  
Other noncurrent assets     767     760  
   
 
 
    Total assets   $ 198,701   $ 181,540  
   
 
 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 
  Accounts payable   $ 11,200   $ 14,978  
  VAT and other taxes payable     1,442     656  
  Short-term notes, current portion of long-term debt and capital lease obligations     1,632     1,175  
  Deferred revenue     12,188     11,618  
  Accrued expenses     13,708     10,870  
  Other current liabilities     2,049     1,893  
   
 
 
    Total current liabilities     42,219     41,190  

Long-term debt and capital lease obligations, less current portion

 

 

241

 

 

186

 
   
 
 
    Total liabilities     42,460     41,376  

Commitments and contingencies

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 
  Preferred stock, $.001 par value; 10,000,000 shares authorized; no shares issued and outstanding          
  Common stock, $.001 par value; 125,000,000 shares authorized; 54,908,233 and 55,794,900 shares issued and outstanding, respectively     55     56  
  Non-voting common stock, $.001 par value; 7,500,000 shares authorized; 5,936,667 and 5,050,000 shares issued and outstanding, respectively     6     5  
  Additional paid-in capital     557,358     555,574  
  Treasury Stock, 697,196 shares     (733 )   (733 )
  Accumulated deficit     (384,621 )   (403,213 )
  Deferred compensation     (2,311 )    
  Accumulated other comprehensive loss     (13,513 )   (11,525 )
   
 
 
   
Total stockholders' equity

 

 

156,241

 

 

140,164

 
   
 
 
    Total liabilities and stockholders' equity   $ 198,701   $ 181,540  
   
 
 

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

3



VIA NET.WORKS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands of U.S. dollars, except share and per share data)

(Unaudited)

 
  For the three months ended March 31,
 
 
  2001
  2002
 
Revenue   $ 25,436   $ 20,223  
   
 
 

Operating costs and expenses:

 

 

 

 

 

 

 
  Internet services     13,491     11,626  
  Selling, general and administrative     23,759     21,585  
  Depreciation and amortization     15,419     2,861  
   
 
 
Total operating costs and expenses     52,669     36,072  

Loss from operations

 

 

(27,233

)

 

(15,849

)

Interest income

 

 

2,643

 

 

595

 
Interest expense     (118 )   (42 )
Other expense, net     (45 )   (345 )
Foreign currency losses, net     (5,545 )   (2,951 )
   
 
 
Loss before minority interest and income taxes     (30,298 )   (18,592 )
Income tax expense     (332 )    
Minority interest in loss of consolidated subsidiaries     140      
   
 
 

Net loss

 

$

(30,490

)

$

(18,592

)
   
 
 

Basic and diluted loss per share

 

$

(0.50

)

$

(0.31

)
   
 
 

Shares used in computing basic and diluted loss per share

 

 

60,811,180

 

 

60,147,704

 
   
 
 

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

4



VIA NET.WORKS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands of U.S. dollars)

(Unaudited)

 
  For the three months ended March 31,
 
 
  2001
  2002
 
Cash flows from operating activities:              
  Net loss   $ (30,490 ) $ (18,592 )
  Adjustments to reconcile net loss to net cash used in operating activities:              
    Depreciation and amortization     15,419     2,861  
    Employee stock compensation     763     527  
    Provision for doubtful accounts receivable     859     (776 )
    Unrealized foreign currency transaction losses     2,321     2,513  
    Minority interest in loss of consolidated subsidiaries     (140 )    
    Impairment of related party note receivable         359  
  Changes in assets and liabilities, net of acquisitions:              
    Trade accounts receivable     (4,617 )   870  
    Other current assets     (1,703 )   (1,057 )
    Other noncurrent assets     (92 )   (62 )
    Accounts payable     (1,009 )   4,041  
    VAT and other taxes payable     (110 )   (752 )
    Accrued expenses     993     (2,601 )
    Other current liabilities     648     (93 )
    Deferred revenue     309     (393 )
   
 
 
      Net cash used in operating activities     (16,849 )   (13,155 )
   
 
 

Cash flows from investing activities:

 

 

 

 

 

 

 
  Acquisitions, net of cash acquired     (7,882 )    
  Proceeds from the disposition of operating subsidiary     330      
  Purchases of property and equipment     (5,146 )   (1,065 )
  Note receivable from related party         (1,000 )
   
 
 
      Net cash used in investing activities     (12,698 )   (2,065 )
   
 
 

Cash flows from financing activities:

 

 

 

 

 

 

 
  Repayment of debt and principal payments on capital lease obligations     (483 )   (486 )
  Proceeds from issuance of common stock, net     47      
   
 
 
      Net cash used in financing activities     (436 )   (486 )
   
 
 

Effect of currency exchange rate changes on cash

 

 

(396

)

 

(310

)
   
 
 

Net decrease in cash and cash equivalents

 

 

(30,379

)

 

(16,016

)
Cash and cash equivalents, beginning of period     237,839     137,854  
   
 
 
Cash and cash equivalents, end of period   $ 207,460   $ 121,838  
   
 
 

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

5



VIA NET.WORKS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1.    Basis of Presentation and Overview

        These consolidated financial statements as of March 31, 2002 and for the three month periods ended March 31, 2001 and 2002 and the related footnote information are unaudited and have been prepared on a basis substantially consistent with the audited consolidated financial statements of VIA NET.WORKS, Inc. ("VIA" or "the Company") as of and for the year ended December 31, 2001, included in VIA's Annual Report on Form 10-K as filed with the Securities and Exchange Commission (2001 Annual Report). These financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the 2001 Annual Report. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) which management considers necessary to present fairly the consolidated financial position of VIA at March 31, 2002 and the results of its operations and its cash flows for the three month periods ended March 31, 2001 and 2002. The results of operations for the three month period ended March 31, 2002 may not be indicative of the results expected for any succeeding quarter or for the year ending December 31, 2002. Certain prior period amounts have been reclassified to conform to the current period presentation.

        To ensure its long-term viability, the Company has taken and will continue to take steps to reduce its negative cash flow and preserve capital. The Company continues to reassess its geographic footprint, market opportunities, product offerings and cost structure in order to best position VIA in its markets and ensure that it reaches positive cash flow with sufficient cash reserves remaining. This reassessment has to date resulted in the Company taking the following actions, among others: suspending the development and deployment of its planned integrated provisioning, billing and customer care platform, eliminating its regional management structure and staff, initiating steps to withdraw from certain country operations, deciding to relocate certain key headquarter positions to Europe and continuing layoffs in its operations and headquarters. It is likely that the Company will incur substantial costs to implement one or more of the restructuring actions. As of March 31, 2002, the Company had $121.8 million in cash and cash equivalents. The Company believes that its available cash will be sufficient to fund its working capital and capital expenditure requirements for at least the next twelve months. However, unless the capital markets improve in the interim, there is no assurance that the Company will be able to obtain further financing if it is unsuccessful in reaching a steady cash flow position before its cash reserves are depleted.

2.    Comprehensive Loss

        Comprehensive loss for the three months ended March 31, 2001 and 2002 was as follows (in thousands of U.S. dollars):

 
  Three months ended March 31,
 
 
  2001
  2002
 
Net loss   $ (30,490 ) $ (18,592 )
Foreign currency translation adjustment     (4,071 )   1,988  
   
 
 

Comprehensive loss

 

$

(34,561

)

$

(16,604

)
   
 
 

6


3.    Property and Equipment

        Property and equipment consisted of the following (in thousands of U.S. dollars):

 
  December 31,
2001

  March 31,
2002

 
Hardware and other equipment   $ 15,520   $ 15,733  
Network and data center assets     12,526     12,378  
Software     11,174     10,924  
Furniture and fixtures     2,140     2,022  
   
 
 

 

 

 

41,360

 

 

41,057

 
Accumulated depreciation and amortization     (20,781 )   (22,319 )
   
 
 
Property and equipment, net   $ 20,579   $ 18,738  
   
 
 

        Depreciation expense was $3.3 million and $2.6 million for the three months ended March 31, 2001 and 2002, respectively.

        The Company has a 25-year Indefeasible Right of Use, or IRU, from Global Crossing and its wholly owned affiliates that expires June 2024. In January 2002, Global Crossing and certain other affiliated subsidiaries filed for U.S. bankruptcy protection. A number of groups have publicly stated their intentions to submit proposals to acquire some or all of the assets or the businesses of Global Crossing. Global Crossing has continued to maintain service on the trans-Atlantic rings on which the Company has acquired IRU capacity and has publicly stated its intention to continue most or all of its network services upon reorganization. If service on our trans-Atlantic IRU is interrupted or terminated because of the financial difficulties or decisions made in the course of the bankruptcy proceedings of Global Crossing, peering and transit relationships the Company has in place from our pan-European backbone network will provide contingency and quality backup capabilities for its Internet traffic to reach U.S. destinations. However, if the Company is required to rely on these peering and transit relationship for all its trans-Atlantic traffic, the Company may incur additional costs and experience a lesser quality of service in reaching non-European destinations. There can be no assurances that Global Crossing or any potential acquirers of its assets or business will continue to provide service on the cable on which the Company has acquired trans-Atlantic capacity. If this service becomes unavailable to the Company, and if the Company does not successfully acquire alternative service of materially similar capacity and quality, its ability to provide quality levels of IP service will be adversely impacted.

4.    Goodwill and Acquired Intangible Assets

        The Company adopted Statement of Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets" (SFAS 142) as of January 1, 2002. SFAS 142 addresses financial accounting and reporting for acquired goodwill and other intangible assets. In accordance with the requirements of SFAS 142, the Company reclassified $850,000 of assembled workforce as goodwill and ceased amortization of goodwill as of January 1, 2002. During the three months ended March 31, 2002, the Company completed SFAS 142 transitional impairment test and determined that its goodwill was not impaired as of January 1, 2002, the date of SFAS 142 adoption. Goodwill will be tested for impairment at least annually at the reporting unit level. Goodwill will be tested for impairment on an interim basis if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. Intangible assets that are subject to amortization will be reviewed for impairment in accordance with SFAS 144, "Accounting for the Impairment or Disposal of Long-Lived Assets." The Company adopted SFAS 144 as of January 1, 2002.

7



        The reconciliation of reported net loss to adjusted net loss and adjusted net loss-per-share amounts is as follows (in thousands of U.S. dollars):

 
  Three Months Ended March 31,
 
 
  2001
  2002
 
Net loss   $ (30,490 ) $ (18,592 )
Adjustments:              
Amortization of goodwill and acquired workforce     11,360      
   
 
 
Adjusted net loss     (19,130 )   (18,592 )
Weighted average shares outstanding     60,811,180     60,147,704  
Adjusted basic and diluted loss per share   $ (0.31 ) $ (0.31 )
Reported basic and diluted loss per share   $ (0.50 ) $ (0.31 )

        The Company's intangible assets, consisting of acquired customer lists and acquired workforce, are as follows (in thousands of U.S. dollars):

 
  December 31,
2001

  March 31,
2002

 
Customer lists   $ 2,561   $ 2,557  
Workforce     1,415      
Accumulated amortization     (2,226 )   (1,904 )
   
 
 
Net intangible assets   $ 1,750   $ 653  
   
 
 

        Amortization expense related to intangible assets for the three months ended March 31, 2002 was $242,000. The acquired intangible assets amortization expense for the year ended December 31, 2002 will total approximately $900,000. Goodwill increased by $568,000 to $17.7 million at March 31, 2002 due to the reclassification of $850,000 of acquired workforce offset by a decrease of $282,000 related to changes in exchange rates.

5.    Short-term Notes, Long-term Debt and Capital Lease Obligations

        Short-term notes, long-term debt and capital lease obligations consisted of the following (in thousands of U.S. dollars):

 
  December 31,
2001

  March 31,
2002

 
Debt related to IRU agreements, 12%, due in the second quarter of 2002   $ 1,293   $ 901  
Capital lease obligations at interest rates ranging from 7.8% to 8.0%, due monthly through 2004     369     221  
Notes payable, due monthly through 2002     211     239  
   
 
 
      1,873     1,361  
Less current portion     (1,632 )   (1,175 )
   
 
 
Long-term portion   $ 241   $ 186  
   
 
 

6.    Stockholders' Equity

        In the first quarter of 2002, 886,667 shares of non-voting common stock were converted to voting shares of common stock. In June 2001, the Company announced a stock repurchase plan that allows the Company to spend up to $10 million to repurchase shares of its common stock. Under the plan, the Company may repurchase shares of its common stock from time to time, subject to market conditions,

8



applicable legal requirements and other factors. This plan does not require that the Company purchase any specific number of shares and the plan may be suspended at any time and from time to time. The Company's repurchase of shares of common stock are recorded as treasury stock and result in a reduction of stockholders' equity.

        During the three months ended March 31, 2002, due to the departure of several key executives, the Company recorded stock options forfeitures of $1.8 million, which reduced the deferred compensation balance to zero. The deferred compensation amortization was $763,000 and $527,000 for the quarters ended March 31, 2001 and 2002, respectively.

7.    Contingencies

        On November 5, 2001 a class action lawsuit was filed in the District Court for the Southern District of New York against VIA NET.WORKS, Inc., certain of the underwriters who supported our initial public offering ("IPO") and certain of our officers, under the title O'Leary v. VIA NET.WORKS, et al [01-CV-9720] (the "Complaint") The Complaint alleges that the prospectus the Company filed with its registration statement in connection with our IPO was materially false and misleading because it failed to disclose, among other things, that: (i) the named underwriters had solicited and received excessive and undisclosed commissions from certain investors in exchange for the right to purchase large blocks of VIA IPO shares; and (ii) the named Underwriters had entered into agreements with certain of their customers to allocate VIA IPO shares in exchange for which the customers agreed to purchase additional VIA shares in the aftermarket at pre-determined prices ("Tie-in Arrangements"), thereby artificially inflating the Company's stock price. The Complaint further alleges violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder arising out of the alleged failure to disclose and the alleged materially misleading disclosures made with respect to the commissions and the Tie-in Arrangements in the prospectus. The plaintiffs in this action seek monetary damages in an unspecified amount. This Complaint is one of over 300 similar suits filed to date against underwriters, issuers and their officers alleging similar activities, known as "laddering". We believe that any allegations in the Complaint of wrongdoing on the part of VIA or our officers are without legal merit. We have retained legal counsel and intend to vigorously defend against these allegations.

        The Company is subject to certain other claims and legal proceedings that arise in the normal course of business. Management believes that the ultimate resolution of these matters will not be material to the Company's financial position, results of operations or cash flows.

8.    Segment Reporting

        The Company offers a variety of Internet access, managed bandwidth, web hosting, ecommerce, Internet security and related services to businesses and consumers in Europe, Latin America and the United States. As of March 31, 2002, the Company served primary markets in 14 countries. These country operations generate Internet-related revenues from leased lines, dial-up Internet access, web hosting and design, Internet security and consulting services, and sale of third-party hardware and software.

        Beginning in the first quarter of 2002, VIA reevaluated its reportable segments and grouped all of the European operating companies into one reportable segment. Similarly, the Company grouped all of the operating companies located in North and South America into one reportable segment. The Company evaluates the performance of its segments based on revenue and loss from operations before depreciation, amortization and non-cash compensation charges ("EBITDA"). Corporate expenses, which also include the regional IRU companies, are shown to reconcile to the total consolidated figures. Total segment assets, as presented in the table below, are total assets net of intercompany funding amounts. Prior period amounts have been reclassified to conform to the current period presentation. The table

9



below presents information about the reported revenue, EBITDA and assets of the Company's segments for the three months ended March 31, 2001 and 2002.

 
  Three months ended March 31, 2001
  Three months ended March 31, 2002
 
  Revenue
  EBITDA
  Total Assets
  Revenue
  EBITDA
  Total Assets
Europe:   $ 19,518   $ (4,117 ) $ 130,149   $ 15,393   $ (2,726 ) $ 48,073
Americas:     5,918     (2,019 )   96,336     4,830     (1,497 )   7,020
Corporate:         (4,915 )   217,866         (8,238 )   126,447
   
 
 
 
 
 

Total:

 

$

25,436

 

$

(11,051

)

$

444,351

 

$

20,223

 

$

(12,461

)

$

181,540
   
 
 
 
 
 

        At March 31, 2002, goodwill for Europe and the Americas was $15.5 milion and $2.2 million, respectively. As a result of the strategic reassessment and the Company's focus on reducing substantially its negative cash flow, the Company has concluded that it should cease funding certain country operations that will not materially contribute to its financial strength in the long term and explore the optimal method to withdraw from these countries. Consistent with this conclusion, the Company has received bids from third party and management groups to acquire its operations in Argentina and Brazil and expect to conclude agreements relating to each of the operations during the second quarter of 2002. (In both cases it is anticipated that the Company will not recover any substantial amount, if any, on its original investment.) Together, the Company's operations in Argentina and Brazil generated approximately five percent of consolidated revenues for the three months ended March 31, 2002. As of March 31, 2002, the accumulated foreign currency translation for the Company's operations in Brazil and Argentina was $3.1 million loss and $2.7 million gain, respectively. The accumulated foreign currency translation adjustment will be reclassified to the statement of operations when realized upon the sale of the Company's operations in Brazil and Argentina.

        A reconciliation from total EBITDA to loss before income taxes and minority interest is as follows (in thousands of U.S. dollars):

 
  For the
three months
ended March 31,
2001

  For the
three months
ended March 31,
2002

 
EBITDA   $ (11,051 ) $ (12,461 )
Non-cash compensation     (763 )   (527 )
Depreciation and amortization     (15,419 )   (2,861 )
   
 
 

Loss from operations

 

 

(27,233

)

 

(15,849

)
Interest income, net     2,525     553  
Other expense and foreign currency losses, net     (5,590 )   (3,296 )
   
 
 

Loss before income taxes and minority interest

 

$

(30,298

)

$

(18,592

)
   
 
 

9.    Related Party Transaction

        During the three months ended March 31, 2002, VIA NET.WORKS Europe Holding, B.V. ("VIA Europe"), a wholly-owned indirect subsidiary of VIA, entered into a loan agreement with MERCUR Einhundertsechzehnte Vermögensverwaltung GmbH ("Mercur") under which VIA Europe agreed to lend Mercur $1 million. Mercur is a wholly-owned indirect subsidiary of Norwest Equity Partners VII LP ("NEP VII"), which is an affiliated fund of Norwest Venture Capital Management ("NVCM"). Norwest Equity Capital and Norwest Venture Partners VI L.P., affiliates of NVCM, hold over 5% of VIA's common stock. Erik Torgerson, a General Partner of Norwest Equity Partners and an officer of

10



NVCM and a member of Norwest Equity Capital, is a member of VIA's board of directors and chairman of its audit committee. The loan by VIA was part of an aggregate $2.9 million lending facility provided to Mercur by VIA, NEP VII and J.P. Morgan International Capital Corporation. The purpose of the facility was to enable Mercur to lend an equivalent amount to riodata GmbH, a German Internet virtual private network and data services provider ("riodata"). The loan to riodata, which was secured by a lien on its accounts receivable, was intended to provide riodata a period of time of approximately three weeks to pay its obligations and avoid being required to file for insolvency under German law. As a part of the loan transaction, riodata agreed to provide VIA, NEP VII and J.P. Morgan exclusive rights to conduct commercial, financial and legal due diligence of riodata for the purposes of a possible investment in riodata. Currently, NEP VII and J.P. Morgan are minority investors in riodata. VIA's loan participation was discussed and approved by its board of directors. Subsequent to the funding of the loan, VIA determined that, based on its diligence of riodata, it would not proceed with an investment in riodata. riodata has subsequently filed for insolvency under German law. Subsequent to March 31, 2002, VIA received from Mercur payment of $641,000 on the loan amounts. A loss of $359,000 was recorded as other expense in VIA's statement of operations for the period ended March 31, 2002.

11



Item. 2. Management's Discussion and Analysis of Financial Condition and Results of Operation

        The following discussion and analysis should be read in conjunction with the consolidated financial statements and related notes included in Item 1 of this Form 10-Q. This discussion and the discussion in Item 1, Note 1, contain forward-looking statements based on current expectations, which involve risks and uncertainties. Forward-looking statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expects," "plans," "anticipates," "could," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these terms or similar words. Forward-looking statements on this Form 10-Q include, but by way of example only, statements regarding our expectations relating to the Company's ongoing strategic reassessment, sale of operations, projections of revenues, costs (direct and operating costs), cost reductions, specific product and service sales and capital expenditures, and the future amounts and relative percentages as compared to total revenues of our value-added revenues and our operating and service-related costs. Actual events or results may differ materially. Information regarding the risks, uncertainties and other factors that could cause actual results to differ from the results in these forward-looking statements are discussed in the "Risk Factors" described in Exhibit 99.1 on this Form 10-Q, as well as those described in the "Risk Factors" section of VIA's Annual Report on Form 10-K for the year ended December 31, 2001, or 2001 Annual Report, as filed with the Securities and Exchange Commission. You are urged to carefully consider these factors, as well as other information contained in this Form 10-Q and in our other periodic reports and documents filed with the Securities and Exchange Commission.

Overview

        VIA NET.WORKS, Inc. is a single source provider of managed Internet services to small and mid-sized businesses in Europe and the Americas. We were founded in 1997 to quickly establish an international Internet services provider with a footprint in the rapidly developing markets of Europe and Latin America. VIA was founded to take advantage of the expected growth opportunities for Internet services in these emerging markets.

        The market conditions for Internet services providers today are significantly different from those that the company faced in 1997 and as recently as 2000. The ongoing economic slowdown has significantly reduced earlier anticipated growth rates and the projected overall size of the Internet market. Equity and debt funding for new and existing telecommunications and data communications providers has become extremely difficult to obtain. As a result, many market participants in a wide range of telecommunications infrastructure and Internet services have entered bankruptcy, ceased or sold their operations or are actively pursuing capital restructuring.

        From our inception, our business plan was founded on an aggressive growth strategy. As a part of this strategy, we focused on the acquisition of Internet services providers in our targeted markets, growing our customer base and product portfolio, establishing a reliable international network to service these customers and new products and developing and deploying an integrated provisioning, billing and customer care platform to support this growth. However, in 2001, a combination of market conditions and internal disruptions severely impacted our revenues and we experienced a revenue decline of nine percent to $90.1 million as compared to $99.4 million in 2000. For further details please see the discussion in the section entitled Overview in our 2001 Annual Report under Part I, Item 1 Business. VIA also had negative cash flow of $99.9 million during 2001, leaving us with $137.9 million in cash at December 31, 2001. This reduction in cash reserves was significantly more than originally anticipated.

        As a result of the revenue decline, the negative cash flow and other difficulties we experienced in 2001, during the first quarter 2002, we announced that we were reassessing our business plan and strategy to reduce substantially our negative cash flow and better position VIA to compete successfully

12



in the Internet services market. This reassessment included, among other things, the continuing review of our geographic footprint, market opportunities, product offerings and cost structure. As a part of this reassessment, during the first quarter and through the middle of May 2002, we have taken the following actions:

    suspended the development and deployment of our planned integrated provisioning, billing and customer care platform

        We had planned to deploy the first instance of our multi-vendor integrated provisioning, billing and customer care platform, or the Integrated Platform, in the fall of 2001. However, deployment, support and cost issues made us reconsider this project. As part of our ongoing cost-cutting measures and in view of certain implementation issues, we suspended development and deployment of the Integrated Platform.

    eliminated our regional management structure and staff

    initiated an auction process for our operations in Argentina and Brazil and closed our sales office in Belgium

        As a result of the strategic reassessment and our focus on reducing substantially our negative cash flow, we have concluded that VIA should cease funding certain country operations that will not materially contribute to our financial strength in the long term and explore the optimal method to withdraw from these countries. Consistent with this conclusion, we have received bids from third party and management groups to acquire our operations in Argentina and Brazil and expect to conclude agreements relating to each of the operations during the second quarter of 2002. (In both cases it is anticipated that we will not recover any substantial amount, if any, on our original investment.) Together, our operations in Argentina and Brazil generated approximately five percent of our consolidated revenues for the three months ended March 31, 2002.

        We had maintained a small sales office in Belgium. As a part of our cost cutting program, the office was closed and the staff and sales director were terminated during the first quarter.

    determined to relocate certain key headquarters positions to Europe

        Our European operations account for approximately 76% of our total consolidated first quarter revenues. After our expected withdrawal from South America, our European operations will account for approximately 80% of total consolidated revenues. In order to bring corporate decision-making closer to our operations, we will establish an office in Europe and relocate certain corporate executive and key headquarters positions. We anticipate that personnel decisions relating to relocation will be made during the second quarter and personnel transfers will occur by the end of 2002.

    reduced our headcount from 973 at December 31, 2001 to 906 at March 31, 2002 on a consolidated basis

        We continue to streamline our operations and corporate functions by eliminating non-essential personnel. We anticipate that we will engage in further headcount reductions for a period of time in 2002.

        Despite setbacks in 2001, we continue to pursue our primary goal to become a premier provider of managed IP services to businesses in selected markets. Our ongoing strategy is to reach that goal by:

    leveraging the agility and responsiveness of local customer-focused operations to deliver efficient professional service and technical support

      Businesses will generally seek a provider with locally based personnel with whom they can establish a long-term relationship. We serve our customers in their own language, their own currency and with management and staff who understand the regulations and business

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      practices in the markets in which they operate. Our local operations have personnel who are available to respond to technical issues and who can assist in developing and implementing effective Internet solutions. We continue to build local and proficient sales, technical and customer care teams in order to provide responsive and prompt customer service.

    harnessing the reliability and quality of our own international network

      Our high capacity pan-European and trans-Atlantic networks, coupled with our network operations center and our security operations center, enable our operations to compete on a global scale.

    providing managed Internet solutions to our customers

      We deliver pre-packaged solutions that provide all the essential elements for businesses to quickly and effectively establish and strengthen their Internet presence. We deliver tailored solutions for customers requiring more sophisticated business-critical Internet capabilities. In both cases, we can offer a single-source solution to increase customer satisfaction, reduce customer churn and better leverage our network infrastructure and sales and marketing resources.

    providing Internet solutions that give businesses more productive, cost effective ways to communicate information

      Businesses continue to use the Internet as a business tool. We deliver solutions that allow our customers to integrate web-based products and services into their existing business processes, increasing productivity and reducing costs.

        While we will continue to pursue this strategy, our most immediate focus is to ensure our long-term financial viability. While our competitors and peers struggle under heavy debt or have gone out of business, we have little debt and substantial cash reserves and the ability to pursue our short term strategy of reaching profitability, first by focusing on cost cutting and eliminating non-contributing assets and second, by concentrating our sales efforts on high margin producing services. There can be no assurance that we will be successful in any of these efforts.

        The following table summarizes our operations in Europe and the Americas by country, operating company and revenue contribution for the three months ended March 31, 2002.

Country of Operation

  Operating Company
  Percentages of Total Revenue for the Three Months Ended March 31, 2002
 
Argentina   VIA NET.WORKS Argentina   1 %
    ServiceNet   less than 1 %
Austria   Net4You   2 %
Brazil   VIA NET.WORKS Brasil   4 %
France   VIA NET.WORKS France   11 %
Germany   VIA NET.WORKS Deutschland   12 %
Ireland   VIA NET.WORKS Ireland   2 %
Italy   VIA NET.WORKS Italia   1 %
Mexico   VIA NET.WORKS Mexico   14 %
The Netherlands   VIA NET.WORKS Nederland   6 %
Portugal   VIA NET.WORKS Portugal   5 %
Spain   VIA NET.WORKS Espana   2 %
Switzerland   VIA NET.WORKS Schweiz   4 %
United Kingdom   VIA NET.WORKS U.K.   31 %
United States   VIA NET.WORKS U.S.A.   5 %

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    RESULTS OF OPERATIONS

    Three months ended March 31, 2002 compared with the three months ended March 31, 2001

    Revenue:

 
  Three months ended
   
 
 
  March 31,
2001

  March 31,
2002

  % Increase/
(Decrease)

 
 
  (in thousands of U.S. dollars)

   
 
Residential Access   $ 1,823   $ 1,329   (27 )%
% of Total Revenue     7 %   7 %    
Business Access   $ 11,175   $ 9,569   (14 )%
% of Total Revenue     44 %   47 %    
Value Added Services   $ 12,438   $ 9,325   (25 )%
% of Total Revenue     49 %   46 %    
Total Revenue   $ 25,436   $ 20,223   (20 )%

        We derive our revenue from the sale of Internet goods and services, specifically Internet access and other Internet value added services, such as managed bandwidth, web and applications hosting. As described below, management judgments and estimates must be made in connection with the revenue recognized in any accounting period. Material differences might result in the amount and timing of our revenue for any period if our management made different judgments or utilized different estimates, primarily with respect to collectibility assessment.

        For revenue transactions we apply the provisions of Staff Accounting Bulletin No. 101 "Revenue Recognition." We recognize revenue from the sale of Internet goods and services when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the fee is fixed or determinable and collection of the resulting receivable is reasonably assured. At the time of the transaction, we assess collectibility based on a number of factors, including past transaction history with the customer and the credit-worthiness of the customer. We generally do not perform credit checks on potential customers before providing services. If we determine that collection of a fee is not reasonably assured, the revenue is generally recognized upon the receipt of cash, provided other revenue recognition criteria have been satisfied.

        Our practices regarding the evidence of an arrangement vary from country to country. Generally, for sales, other than those completed over the Internet, we use either a purchase order or a customer agreement as evidence of an arrangement. For sales over the Internet, we generally use a credit card authorization as evidence of an arrangement.

        All of our access revenue is recognized as it is earned over the period the services are provided. Revenues from the sale of value added Internet services are also recognized over the period in which the services are provided. Revenue from installation, training and consulting is recognized as the related services are rendered, although such amounts have not been material. Revenue from hardware and third-party software sales is recognized upon delivery or installation of the products, depending on the terms of the arrangement, provided other revenue recognition criteria have been satisfied.

        Revenue for the three months ended March 31, 2002 decreased 20% to $20.2 million as compared to $25.4 million for the three months ended March 31, 2001. Residential access revenue declined by 27% in the first quarter 2002, as compared to the same period in 2001. The business access revenue decreased by 14% for the three months ended March 31, 2002 as compared to the three months ended March 31, 2001. We do not generally market to wholesale and residential customers in any of our operations and hence we expect these revenues to continue to run-off. Our revenue has decreased from 2001 levels due to the continued slowdown in corporate technology spending and certain internal

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disruptions and distractions caused by staff and management turnover and our ongoing cost cutting programs. Value added services, which include web-hosting, web-design, domain name registration, data networking, managed bandwidth and bundled service offerings decreased by 25% for the first quarter of 2002, as compared to the same period in 2001.

    Internet services:

 
  Three months ended
   
 
 
  March 31,
2001

  March 31,
2002

  % Increase/
(Decrease)

 
 
  (in thousands of U.S. dollars)

   
 
Internet services   $ 13,491   $ 11,626   (14 )%
% of Total Revenue     53 %   57 %    

        Our Internet services operating costs are the costs we incur to carry customer traffic to and over the Internet. We lease lines that connect our points of presence, or PoPs, either to our own network or to other network providers. We pay other network providers for transit, which allows us to transmit our customers' information to or from the Internet over their networks. We also pay other recurring telecommunications costs and personnel costs, including the cost of the local telephone lines our customers use to reach our PoPs and access our services, and costs related to customer support and care.

        Our Internet services operating costs were $11.6 million for the three months ended March 31, 2002 as compared to $13.5 million for the three months ended March 31, 2001. The decrease in Internet services costs corresponds to the decrease in revenue for the three months ended March 31, 2002 as compared to the prior year corresponding period.

    Selling, general and administrative:

 
  Three months ended
   
 
 
  March 31,
2001

  March 31,
2002

  % Increase/
(Decrease)

 
 
  (in thousands of U.S. dollars)

   
 
Selling, general & administrative   $ 23,759   $ 21,585   (9 )%
% of Total Revenue     93 %   107 %    

        Our largest selling, general and administrative expenses are compensation costs, the costs associated with marketing our products and services, and professional fees paid to outside consultants. Compensation costs include salaries and related benefits, commissions, bonuses and costs associated with staff reductions. In many of our markets, we are required to make significant mandatory payments for government-sponsored social welfare programs, and we have little control over these costs. Our marketing expenses include the costs of direct mail and other mass marketing programs, advertising, customer communications, trade show participation, web site management and other promotional costs. Our professional fees included the cost of using outside consultants to assist with the implementation of our financial and back office systems at our operating companies, as well as the cost of using outside consultants for financial review and attestation engagements. Other selling, general and administrative expenses include the costs of travel, rent, utilities, insurance and bad debt expense.

        We incurred selling, general and administrative expenses of $21.6 million for the three months ended March 31, 2002, a 9% decrease from the $23.8 million we incurred for the three months ended March 31, 2001.

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        Compensation expense decreased from $13.4 million for the three months ended March 31, 2001 to $12.5 million for the three months ended March 31, 2002. This $900,000 decrease corresponds to our decrease in headcount from first quarter 2001 to first quarter 2002, offset by severance and other termination benefits and costs. The amount of severance related to our executives was $675,000.

        In conjunction with our cost cutting measures, marketing and sales expenses decreased 72% from $1.9 million for the three months ended March 31, 2001 to $536,000 for the three months ended March 31, 2002.

        Professional fees increased from $2.2 million for the first quarter of 2001 to $3.8 million for the first quarter of 2002, primarily due to costs associated with the implementation of our financial systems and our multi-vendor integrated provisioning, billing and customer care platform, or Integrated Platform. As part of our ongoing cost-cutting measures, we suspended the development and deployment of the Integrated Platform.

        Bad debt expense for the three months ended March 31, 2001 and 2002 was $859,000 and $(776,000), respectively. During the first quarter of 2002, our intensified focus on cash collection resulted in collections of certain accounts receivable that were previously deemed uncollectible and for which a bad debt provision was recorded in previous periods.

        Our selling, general and administrative expenses include the amortization of deferred compensation. The deferred compensation amortization was $763,000 and $527,000 for the quarters ended March 31, 2001 and 2002, respectively. In March 2002, due the departure of several senior executives, we recorded forfeitures of unvested stock options in the amount of $1.8 million, which reduced the deferred compensation balance to zero.

    Depreciation and amortization:

 
  Three months ended
   
 
 
  March 31,
2001

  March 31,
2002

  % Increase/
(Decrease)

 
 
  (in thousands of U.S. dollars)

   
 
Depreciation and amortization   $ 15,419   $ 2,861   (81 )%
% of Total Revenue     61 %   14 %    

        The largest component of our depreciation and amortization expense has been the amortization of the goodwill and other acquired intangible assets arising from our acquisitions. Goodwill, which has been amortized over five years, is created when the price at which we acquire a company exceeds the fair value of its net tangible and intangible assets. As a result of our acquisitions, we amortized substantial amounts of goodwill and other intangible assets in prior years. In January 2002, upon adoption of SFAS 142, the Company reclassified acquired workforce of $850,000 as goodwill and ceased amortizing the remaining goodwill balance. Other intangible assets, consisting of customer lists, continue to be amortized over their estimated useful lives.

        We also recognize depreciation expense primarily related to telecommunications equipment, computers and network infrastructure. We depreciate telecommunications equipment and computers over their useful lives, generally ranging from three to five years. The cost of network infrastructure purchased under indefeasible right of use agreements, or IRU, is being amortized over the lesser of the estimated useful life or term of the agreement, generally 20 to 25 years

        Our depreciation and amortization expense was $2.9 million for the three months ended March 31, 2002, down from $15.4 million for the three months ended March 31, 2001. For the three months ended March 31, 2002, $242,000, or 8%, of our depreciation and amortization expense was related to the amortization of intangible assets and $2.6 million, or 92% was related to the depreciation of fixed

17



assets. For the same period in 2001, $12.1 million, or 78%, of our depreciation and amortization expense was related to the amortization of acquisition goodwill and other intangible assets and $3.3 million, or 22% was related to the depreciation of fixed assets. The decrease in depreciation of fixed assets is related to the asset impairment, which was recorded in the fourth quarter of 2001. This impairment charge reduced the balance of fixed assets by $24.5 million.

    Interest income, net:

 
  Three months ended
   
 
 
  March 31,
2001

  March 31,
2002

  % Increase/
(Decrease)

 
 
  (in thousands of U.S. dollars)

   
 
Interest income, net   $ 2,525   $ 553   (78 )%
% of Total Revenue     10 %   3 %    

        For the three months ended March 31, 2002, we earned $595,000 in interest income, a 77% decrease over the $2.6 million we earned for the three months ended March 31, 2001. Interest income in both periods was generated from investing funds received from our initial public offering in February 2000, until those funds were used for acquisitions, operating expenses or capital expenditures. Net proceeds from the public offering were $333.0 million. The decrease in the interest income is the combined result of the decrease in the available cash for investing and the decrease in the interest rates. We also incurred $42,000 of interest expense for the three months ended March 31, 2002, as compared to $118,000 of interest expense incurred in the same period in 2001. Interest expense relates to the debt arising from the notes payable to the former owners of businesses acquired and vendor financing at both the subsidiary and corporate levels.

    Foreign currency losses, net:

 
  Three months ended
   
 
 
  March 31,
2001

  March 31,
2002

  % Increase/
(Decrease)

 
 
  (in thousands of U.S. dollars)

   
 
Foreign currency losses, net   $ (5,545 ) $ (2,951 ) 47 %
% of Total Revenue     22 %   15 %    

        We recognized a $3.0 million foreign currency loss for the three months ended March 31, 2002, as compared to a $5.5 million foreign currency loss for the same period in the prior year. The loss in both periods was primarily due to the decrease in the Euro and its negative impact on our Euro denominated cash accounts as well as the revaluation of intercompany balances. We established the Euro denominated cash accounts in connection with our initial public offering in February 2000, in which we sold shares of our common stock for both U.S. dollars and Euros. At March 31, 2002, the Company held €25.5 million in cash. The remainder of the loss was contributed by fluctuations in the five other non-Euro-linked currencies in which we hold monetary assets.

    Liquidity and Capital Resources

        Since inception, we have financed our operations primarily through the sale of equity securities. We raised approximately $181.0 million, in the aggregate, through three private preferred stock offerings between August 1997 and April 1999. Through our initial public offering of common stock in

18


February 2000, we raised approximately $333.0 million, net of underwriting discounts and commissions. At March 31, 2002, we had cash and cash equivalents of $121.8 million.

        Cash used in operating activities was $16.8 million for the three months ended March 31, 2001 and $13.2 million for the three months ended March 31, 2002. Cash flows from operating activities can vary significantly from period to period depending on the timing of operating cash receipts and payments and other working capital changes, especially accounts receivable, other current assets, accounts payable, accrued expenses and other current liabilities. In both periods, our net losses were the primary component of cash used in operating activities, offset by significant non-cash depreciation and amortization, non-cash stock compensation charges and unrealized foreign currency transaction losses.

        Cash used in investing activities was $12.7 million for the three months ended March 31, 2001 and $2.1 million for the same period in 2002. In the first quarter of 2001, cash was primarily used to increase our investment in one partially owned operation and to pay two contingent earn-out payments in connection with two companies acquired in 2000. In 2002, we used cash for capital expenditures. Additionally, during the three months ended March 31, 2002, VIA NET.WORKS Europe Holding, B.V. ("VIA Europe"), a wholly-owned indirect subsidiary of VIA, entered into a loan agreement with MERCUR Einhundertsechzehnte Vermögensverwaltung GmbH ("Mercur") under which VIA Europe agreed to lend Mercur $1 million. Mercur is a wholly-owned indirect subsidiary of Norwest Equity Partners VII LP ("NEP VII"), which is an affiliated fund of Norwest Venture Capital Management ("NVCM"). Norwest Equity Capital and Norwest Venture Partners VI L.P., affiliates of NVCM, hold over 5% of VIA's common stock. Erik Torgerson, a General Partner of Norwest Equity Partners and an officer of NVCM and a member of Norwest Equity Capital, is a member of VIA's board of directors and chairman of its audit committee. The loan by VIA was part of an aggregate $2.9 million lending facility provided to Mercur by VIA, NEP VII and J.P. Morgan International Capital Corporation. The purpose of the facility was to enable Mercur to lend an equivalent amount to riodata GmbH, a German Internet virtual private network and data services provider ("riodata"). The loan to riodata, which was secured by a lien on its accounts receivable, was intended to provide riodata a period of time of approximately three weeks to pay its obligations and avoid being required to file for insolvency under German law. As a part of the loan transaction, riodata agreed to provide VIA, NEP VII and J.P. Morgan exclusive rights to conduct commercial, financial and legal due diligence riodata for the purposes of a possible investment in riodata. Currently, NEP VII and J.P. Morgan are minority investors in riodata. VIA's loan participation was discussed and approved by its board of directors. Subsequent to the funding of the loan, VIA determined that, based on its diligence of riodata, it would not proceed with an investment in riodata. riodata has subsequently filed for insolvency under German law. Subsequent to March 31, 2002, VIA received from Mercur payment of $641,000 on the loan amounts. A loss of $359,000 was recorded as other expense in VIA's statement of operations for the period ended March 31, 2002.

        Cash used in financing activities was $436,000 for the three months ended March 31, 2001. In the same period in 2002, cash used in financing activities was $486,000. In both periods, cash was used primarily to repay debt.

        To ensure our long-term viability, we have taken and will continue to take steps to reduce our negative cash flow and preserve capital. We continue to reassess our geographic footprint, market opportunities, product offerings and cost structure in order to best position us in our markets and ensure that we reach positive cash flow with significant cash reserves remaining. This reassessment has to date resulted in VIA taking the following actions, among others: suspending the development and deployment of our planned integrated provisioning, billing and customer care platform, eliminating our regional management structure and staff, initiating steps to withdraw from certain country operations, deciding to relocate certain key headquarter positions to Europe and continuing layoffs in our operations and headquarters. It is likely that we will incur substantial costs to implement one or more of the restructuring actions. As of March 31, 2002, we had $121.8 million in cash and cash equivalents.

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We believe that our available cash will be sufficient to fund our working capital and capital expenditure requirements for at least the next twelve months. However, unless the capital markets improve in the interim, there is no assurance that we will be able to obtain further financing if we are unsuccessful in reaching a steady cash flow position before our cash reserves are depleted.

        The foregoing statements regarding our liquidity and need for additional capital resources are forward-looking statements based on current expectations, which involve certain risks and uncertainties. Actual results and the timing of certain events could differ materially from these forward-looking statements depending upon the nature, size and timing of future acquisitions and dispositions, if any, future amounts of net income before amortization and the degree of success of our reassessment and business strategy, which we cannot predict, as well as other factors discussed in the "Risk Factors" included on this Form 10-Q as Exhibit 99.1, as well as those described in the "Risk Factors" section of VIA's 2001 Annual Report.

    Foreign Currency Exchange Risks

        We conduct business in 7 different currencies, including the Euro and the U.S. dollar. The value of foreign currencies fluctuates in relation to the U.S. dollar. At the end of each reporting period, the revenues and expenses of our operating companies are translated into U.S. dollars using the average exchange rate for that period, and their assets and liabilities are translated into U.S. dollars using the exchange rate in effect at the end of that period. Fluctuations in these exchange rates impact our financial condition, revenues and results of operations, as reported in U.S. dollars.

        Exchange rates can vary significantly. The Euro-linked currencies varied by approximately 6% in relation to the U.S. dollar during the first quarter of 2002 and at March 31, 2002 were approximately 2% below where they were at the beginning of the quarter. This decrease in the exchange rate resulted in a foreign currency loss of $3.0 million for the first quarter of 2002. These losses are primarily due to the impact of the fluctuation in the value of the Euro on our Euro denominated cash accounts as well as the revaluation of intercompany balances. Future changes in the value of the Euro could have a material impact on our financial position and results of operations. We also experienced fluctuations in other exchange rates.

        Our local operations transact business in their local currencies. They do not have significant assets, liabilities or other accounts denominated in currencies other than their local currency, and therefore are not subject to exchange rate risk with respect to their normal operations, with the exception of intercompany transactions. On a consolidated basis, we are subject to exchange rate risks because we translate our local operations' financial data into U.S. dollars.

        As of January 1, 2002, the Euro became the sole legal currency for 11 of the 15 European Union member countries. This includes nine of our operating markets. As a result, in 2002, we conduct business in only 7 currencies compared to 15 currencies in 2001.

        Our operations in Argentina have been adversely affected as a result of unfavorable economic conditions and exchange restrictions introduced by the Argentine government. Our operating results in Argentina for the three months ended March 31, 2002 reflected a significant devaluation of the Argentine peso against the U.S. dollar. The transfer of U.S. dollars out of Argentina continues to be restricted. We expect that current uncertainties of the Argentine economic state will continue to have a negative impact on the results of our operations in Argentina, although we are currently engaged in an auction process to sell our Argentina operations as noted above under Overview. In the first quarter of 2002, we derived 1% of the consolidated revenue from our Argentine operations. As of March 31, 2002, net assets of our Argentine subsidiary were insignificant. As of March 31, 2002, the accumulated foreign currency translation adjustment for our operations in Brazil and Argentina was $3.1 million loss and $2.7 million gain, respectively. The accumulated foreign currency translation adjustment will be reclassified to the statement of operations when realized upon the sale of our operations in Brazil and Argentina.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

        The following discussion relates to our exposure to market risk, related to changes in interest rates and changes in foreign exchange rates. This discussion contains forward-looking statements that are subject to risks and uncertainties. Actual results could differ materially due to a number of factors, as set forth in the "Risk Factors" included as Exhibit 99.1 on this Form 10-Q and included in the "Risk Factors" section of VIA's 2001 Annual Report.

        VIA has exposure to financial market risks, including changes in interest rates and foreign exchange rates. At March 31, 2002, VIA's financial instruments consisted of short-term investments and fixed rate debt related to acquisitions and network purchases. Our investments are generally fixed rate short-term investment grade and government securities denominated in U.S. dollars. At March 31, 2002 all of our investments are due to mature within three months and the carrying value of such investments approximates fair value. The majority of our debt obligations have fixed rates of interest and are due in the coming year.

        As mentioned previously in the "Foreign Currency Exchange Risks" section, VIA has Euro denominated cash accounts, which expose the company to foreign currency exchange rate risk. As of March 31, 2002, a 10 percent increase or decrease in the level of the Euro exchange rate against the U.S. dollar with all other variables held constant would result in a realized gain or loss of $2.2 million. VIA is also subject to risk from changes in foreign exchange rates for its international operations that use a foreign currency as their functional currency and are translated into U.S. dollars. These risks cannot be reduced through hedging arrangements.

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PART II

Item 1. Legal Proceedings

        We are subject to claims and legal proceedings that arise in the ordinary course of our business operations. Each of these matters is subject to various uncertainties, and it is possible that some of these matters may be decided unfavorably to us. We do not believe that any of these matters will have a material adverse affect on our business, assets or operations.


Item 2. Changes in Securities and Use of Proceeds

        None.

Use of Initial Public Offering Proceeds

        On February 16, 2000, VIA completed its initial public offering of shares of common stock, par value $.001 per share. VIA's initial public offering was made pursuant to a prospectus dated February 11, 2000, which was filed with the SEC as part of a registration statement, file no. 333-91615, that was declared effective by the SEC on February 10, 2000.

        The estimated net offering proceeds to VIA after deducting the estimated expenses and underwriting discounts and commissions was approximately $333.0 million. From the effective date of the initial public offering through March 31, 2002, VIA has used $86.9 million for acquisitions of other businesses, including the repayment of debt for 1999 acquisitions and increases in VIA's investment in various partially owned subsidiaries, $44.0 million for capital expenditures and approximately $91.6 million to fund operating losses.


Item 3. Defaults Upon Senior Securities.

        None.


Item 4. Submission of Matters to a Vote of Security Holders

        None.


Item 5. Other Information

        None.


Item 6. Exhibits and Reports on Form 8-K

    a)
    Exhibits

      Exhibits

      Exhibit 99.1 Risk Factors

    b)
    Reports on Form 8-K

      During the first quarter of 2002, VIA filed three reports on Form 8-K. VIA filed a report on Form 8-K on January 21, 2002 to announce a change of leadership in VIA NET.WORKS. On March 15, 2002, VIA filed a report on Form 8-K to announce certain further management changes at VIA NET.WORKS. VIA filed a report on Form 8-K on March 29, 2002, to announce the scheduling of the year end 2001 financial results conference call and the 2002 Annual Meeting of Shareholders. VIA filed no other reports on Form 8-K during the three months ended March 31, 2002.

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SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, VIA NET.WORKS, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized

    VIA NET.WORKS, Inc.

Date: May 15, 2002

 

By:

 

/s/  
KARL MAIER      
Karl Maier
Chief Executive Officer (Principal Executive Officer and Authorized Officer)

Date: May 15, 2002

 

By:

 

/s/  
E. BENJAMIN BUTTOLPH      
E. Benjamin Buttolph
Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)

23



EXHIBIT INDEX

99.1    Risk Factors

24




QuickLinks

VIA NET.WORKS, INC. TABLE OF CONTENTS (UNAUDITED)
PART I
VIA NET.WORKS, INC. CONSOLIDATED BALANCE SHEETS (In thousands of U.S dollars, except share data) (unaudited)
VIA NET.WORKS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands of U.S. dollars, except share and per share data) (Unaudited)
VIA NET.WORKS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands of U.S. dollars) (Unaudited)
VIA NET.WORKS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
PART II
SIGNATURES
EXHIBIT INDEX