<Page>

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-Q

(Mark One)
   /X/     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
           ACT OF 1934

                  For the quarterly period ended June 30, 2002

                                       OR

   / /     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
           ACT OF 1934

                     For the transition period from      to

                        Commission file number: 000-26097
                        ---------------------------------

                                 HOOVER'S, INC.
             (Exact Name of Registrant as Specified in Its Charter)

              DELAWARE                                     74-2559474
  (STATE OR OTHER JURISDICTION OF               (I.R.S. EMPLOYER IDENTIFICATION
   INCORPORATION OR ORGANIZATION)                           NUMBER)

                    5800 AIRPORT BOULEVARD, AUSTIN, TX 78752
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (512) 374-4500
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
              ----------------------------------------------------

   --------------------------------------------------------------------------
   (FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST
                                     REPORT)

                           ---------------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. /X/ Yes / / No

        As of June 30, 2002, the registrant had 15,311,317 shares of the
                   registrant's common stock were outstanding.

================================================================================

<Page>

                                  HOOVER'S INC.
                          QUARTERLY REPORT ON FORM 10-Q
                                  JUNE 30, 2002

                                TABLE OF CONTENTS

<Table>
<Caption>
                                                                 PAGE
                                                                NUMBER
                                                                ------
<S>                                                              <C>
PART I.  FINANCIAL INFORMATION

ITEM 1   Consolidated Financial Statements (Unaudited)

         Consolidated Balance Sheets as of June 30, 2002,
           and March 31, 2002                                     2

         Consolidated Statements of Operations for the
           three months ended June 30, 2002 and 2001              3

         Consolidated Statements of Cash Flows for the
           three months ended June 30, 2002 and 2001              4

         Notes to Consolidated Financial Statements               5

ITEM 2   Management's Discussion and Analysis of Financial
           Condition and Results of Operations                    8

ITEM 2A  Risk Factors                                            17

ITEM 3   Quantitative and Qualitative Disclosures About
           Market Risk                                           27

PART II. OTHER INFORMATION

ITEM 1   Legal Proceedings                                       28

ITEM 2   Changes in Securities and Use of Proceeds               28

ITEM 3   Defaults Upon Senior Securities                         28

ITEM 4   Submission of Matters to a Vote of Securities
           Holders                                               28

ITEM 5   Other Information                                       28

ITEM 6   Exhibits and Reports on Form 8-K                        28
</Table>

                                        1
<Page>

     PART I:    FINANCIAL INFORMATION
     ITEM 1.    FINANCIAL STATEMENTS

                                 HOOVER'S, INC.
                           CONSOLIDATED BALANCE SHEETS
                        (IN THOUSANDS, EXCEPT SHARE DATA)

<Table>
<Caption>
                                                                                JUNE 30, 2002     MARCH 31, 2002
                                                                                -------------     --------------
                                                                                (UNAUDITED)
<S>                                                                             <C>               <C>
ASSETS
Current assets:
  Cash and cash equivalents ....................................................$      18,797     $       17,558
  Short-term investments .......................................................       15,193             15,233
                                                                                -------------     --------------
  Cash, cash equivalents and short-term investments ............................       33,990             32,791
  Accounts receivable, less allowance for doubtful accounts of
    $349 and $250 at June 30, 2002, and March 31, 2002, respectively ...........        2,232              2,726
  Book inventory, less allowances for excess and obsolete inventory of
    $13 and $23 at June 30, 2002, and March 31, 2002, respectively .............          132                156
  Prepaid expenses and other current assets.....................................          325                471
                                                                                --------------------------------

Total current assets ...........................................................       36,679             36,144
Property and equipment:
  Furniture and fixtures .......................................................        1,429              1,429
  Computer and office equipment ................................................        6,858              6,597
  Capitalized Web site development costs .......................................        1,016              1,016
  Leasehold improvements .......................................................        1,345              1,329
                                                                                --------------------------------
                                                                                       10,648             10,371
  Less accumulated depreciation.................................................       (6,898)            (6,229)
                                                                                --------------------------------

Total property and equipment ...................................................        3,750              4,142
Intangible assets ..............................................................           52                 65
Other assets ...................................................................           17                 17
                                                                                --------------------------------
Total assets ...................................................................$      40,498     $       40,368
                                                                                ================================

Current liabilities:
  Accounts payable and commissions .............................................$         873     $        1,042
  Accrued employee liabilities .................................................          579                980
  Accrued expenses .............................................................        2,024              2,460
  Deferred revenue .............................................................        8,634              7,853
                                                                                --------------------------------

Total liabilities ..............................................................       12,110             12,335

Stockholders' equity:
  Common stock, $.01 par value, 50,000,000 shares authorized, 15,910,671 and
    15,869,695 shares issued at June 30, 2002, and March 31, 2002, respectively.          159                159
  Preferred stock, $.01 par value, 10,000,000 shares authorized, no shares
    issued at June 30, 2002, and March 31, 2002, respectively ..................           --                 --
  Additional paid-in capital ...................................................       96,105             96,037
  Unearned stock compensation ..................................................          (70)              (107)
  Accumulated other comprehensive income .......................................          (88)                --
  Accumulated deficit ..........................................................      (66,378)           (66,716)
  Treasury stock at cost -- 599,354 shares at June 30, 2002, and March 31, 2002,
    respectively ...............................................................       (1,340)            (1,340)
                                                                                --------------------------------
Total stockholders' equity .....................................................       28,388             28,033
                                                                                --------------------------------
Total liabilities and stockholders' equity .....................................$      40,498     $       40,368
                                                                                ================================
</Table>

     SEE ACCOMPANYING NOTES.

                                        2
<Page>

                                 HOOVER'S, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                 (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

<Table>
<Caption>
                                                          THREE MONTHS ENDED
                                                  -----------------------------------
                                                  JUNE 30, 2002         JUNE 30, 2001
                                                  -------------         -------------
<S>                                               <C>                   <C>
Revenues:
  Subscriptions ..............................    $       5,993         $       5,112
  Advertising and e-commerce .................            1,015                 1,711
  Licensing ..................................              446                   925
  Print publishing, net ......................              355                   357
                                                  -------------         -------------
Net revenues .................................            7,809                 8,105
  Cost of revenues ...........................           (2,371)               (2,958)
                                                  -------------         -------------
Gross profit .................................            5,438                 5,147

Expenses:
  Product development ........................              478                   303
  Sales and marketing ........................            2,269                 2,198
  General and administrative .................            2,536                 3,231
  Amortization and impairment of goodwill
    and intangibles ..........................               13                 6,214
  Non-cash compensation ......................               37                    74
                                                  -------------         -------------
Total expenses ...............................            5,333                12,020
                                                  -------------         -------------

Operating profit (loss) ......................              105                (6,873)
Interest income ..............................              233                   403
Interest expense .............................               --                   (19)
Impairment of strategic investments ..........               --                  (937)
                                                  -------------         -------------
Net income (loss) ............................    $         338         $      (7,426)
                                                  =============         =============

Basic earnings (loss) per share ..............    $        0.02         $       (0.48)
                                                  =============         =============

Diluted earnings (loss) per share ............    $        0.02         $       (0.48)
                                                  =============         =============
Shares used in computation of earnings (loss)
  per share:
Basic                                                15,283,122            15,404,125
Diluted                                              16,263,381            15,404,125
</Table>

     SEE ACCOMPANYING NOTES.

                                        3
<Page>

                                 HOOVER'S, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 (IN THOUSANDS)

<Table>
<Caption>
                                                                                        THREE MONTHS ENDED
                                                                                 --------------------------------
                                                                                 JUNE 30, 2002      JUNE 30, 2001
                                                                                 -------------      -------------
<S>                                                                              <C>                <C>
OPERATING ACTIVITIES:

Net income (loss) .........................................................      $         338      $      (7,426)
Adjustments to reconcile net income (loss) to net cash provided by
operating activities:
  Depreciation ............................................................                669                657
  Amortization and impairment of goodwill and intangibles .................                 13              6,214
  Amortization of unearned stock compensation .............................                 37                 74
  Provision for doubtful accounts .........................................                167                274
  Impairment of strategic investments .....................................                 --                937

  Changes in operating assets and liabilities:

    Accounts receivable ...................................................                327                166
    Inventories ...........................................................                 24                 41
    Prepaid expenses and other current assets .............................                146               (208)
    Accounts payable and commissions ......................................               (169)              (490)
    Accrued expenses ......................................................               (837)               175
    Deferred revenue ......................................................                781              1,156
                                                                                 --------------------------------
Net cash provided by operating activities .................................              1,496              1,570

INVESTING ACTIVITIES:
Purchases of property and equipment .......................................               (277)              (590)
Purchases of short-term investments .......................................                (49)                --
                                                                                 --------------------------------
Net cash used in investing activities                                                     (326)              (590)

FINANCING ACTIVITIES:
Purchase of treasury stock ...............................................                  --               (238)
Payments on notes payable ................................................                  --               (255)
Payments on capital leases ...............................................                  --                 (8)
Net proceeds from capital stock transactions .............................                  69                  2
                                                                                 --------------------------------
Net cash provided by (used in) financing activities ......................                  69               (499)
                                                                                 --------------------------------

Increase in cash and cash equivalents ....................................               1,239                481
Cash and cash equivalents at beginning of period .........................              17,558             30,533
                                                                                 --------------------------------
Cash and cash equivalents at end of period ...............................              18,797             31,014
                                                                                 ================================

Supplemental Disclosure
Cash and cash equivalents at end of period ...............................              18,797             31,014
Decrease in short term investments .......................................                 (40)                --
Short-term investments at beginning of period ............................              15,233                 --
                                                                                 --------------------------------
Short-term investments at end of period ..................................              15,193                 --

Cash, cash equivalents and short-term investments at end of period .......       $      33,990      $      31,014
</Table>

     SEE ACCOMPANYING NOTES.

                                        4
<Page>

                                 HOOVER'S, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (UNAUDITED)

1.       BASIS OF PRESENTATION

         The interim financial statements for the three months ended June 30,
2002 and 2001, have been prepared by us pursuant to the rules and regulations of
the Securities and Exchange Commission (the SEC). Accordingly, they do not
include all of the information and footnotes required by accounting principles
generally accepted in the United States for complete financial statements. These
statements are unaudited and, in the opinion of management, include all
adjustments (consisting of normal recurring adjustments and accruals) necessary
to present fairly the results for the periods presented. The results of
operations for such periods are not necessarily indicative of the results
expected for the full year or for any future period. All material intercompany
accounts and transactions have been eliminated in consolidation.

         The balance sheet at June 30, 2002, has been derived from the unaudited
financial statements at that date but does not include all of the information
and footnotes required by accounting principles generally accepted in the United
States. For further information, refer to the financial statements and related
notes included in our Annual Report filed on Form 10-K.

2.       NET EARNINGS (LOSS) PER SHARE

         Basic net earnings (loss) per share is computed by dividing net
earnings (loss) available to common stockholders by the weighted average number
of common shares outstanding during the period, excluding shares subject to
repurchase. Diluted earnings per share is calculated by dividing net earnings by
the weighted average number of common shares used in the basic earnings per
share calculation plus the dilutive impact of common shares that would be issued
assuming conversion of all potentially dilutive common shares outstanding.

3.       RECLASSIFICATIONS

         Reclassifications have been made to the prior year financial statements
to conform to the current year presentation.

4.       CAPITAL STOCK AND STOCK PLANS

         During the quarters ended June 30, 2002 and 2001, $37,000 and $74,000
were amortized to non-cash compensation expense, respectively. The remaining
unearned compensation will be recognized as non-cash compensation expense over
the remaining vesting period of the options, which is less than one year.

5.       STOCK BUYBACK

         On December 22, 2000, Hoover's announced it had received Board approval
of a plan to buy back up to 10% of the approximately 15 million outstanding
shares of its common stock. No shares were repurchased in the three months ended
June 30, 2002, and March 31, 2002, respectively. From the inception of the
program through June 30, 2002, 449,354 shares have been repurchased, at an
average price of $2.65, bringing the total number of treasury shares to 599,354
at an average price of $2.24.

6.       BUSINESS COMBINATION AND IMPAIRMENT OF GOODWILL AND INTANGIBLE ASSETS

         Hoover's recorded $25.5 million in goodwill and other intangibles
related to its purchase of Powerize.com, which was completed in August 2000.
After the acquisition, primarily due to changes in the outlook for advertising
and the decline in the market for the sale of advertising on newsletters served
by

                                        5
<Page>

Powerize, the Company determined that the value of key assets acquired was
impaired and recorded an impairment charge of $15.4 million in the fourth
quarter of fiscal 2001. Subsequent events involving the decision to discontinue
the NewsStand and Hoover's Intelligence Monitor products indicated further
impairment. As a result, the Company further reduced the carrying amount of
these intangible assets in the first fiscal quarter of 2002. In addition to
recording $407,000 of amortization expense in the June 2001 quarter, we recorded
an impairment charge of $5.8 million during that quarter to write down the
goodwill and other intangibles. We recognized $13,000 in amortization expense
during the quarter ended June 30, 2002. As of June 30, 2002, we have $52,000 of
net intangibles and no goodwill.

7.       RESTRUCTURING ACTIVITY

         During the quarter ended September 30, 2001, we reduced headcount
through a combination of attrition, a reduction in staff in the United States
and the closing of the London office (Hoover's Online Europe Limited). This
resulted in the termination of approximately 30 employees, primarily in product,
general and administrative, and sales positions. Severance and other costs
associated with the resignation of an executive and other costs associated with
the headcount reduction are included in the table below and will be paid over
the next two quarters. These actions resulted in a one-time restructuring charge
of approximately $1.5 million which was included primarily in general and
administrative expenses, with some employee separation costs included in product
development and sales and marketing expense. There was also a one-time write
down of furniture and equipment of approximately $118,000 associated with the
office in London, which is reflected in higher depreciation for the September
2001 quarter. The following table presents the allocation of the expenses
accrued and the remaining restructuring accruals as of June 30, 2002 (in
thousands).

<Table>
<Caption>
                                                EMPLOYEE
                                                SEPARATION
                                  FACILITY      AND OTHER
                               CONSOLIDATION       COSTS       OTHER      TOTAL
                               -------------    ----------    -------    -------
<S>                            <C>              <C>           <C>        <C>
Balance at March 31, 2002....  $          --    $      162    $     7    $   169
  Cash activity..............             --           (83)        --
  Non-cash activity..........             --            --         --         --
                               -------------    ----------    -------    -------
Balance at June 30, 2002.....  $          --    $       79    $     7    $    86
                               -------------    ----------    -------    -------
</Table>

8.       COMPREHENSIVE INCOME (LOSS)

         The Company's comprehensive income (loss) is composed of net income
(loss) and unrealized gains and losses on short-term investments held as
available-for-sale investments. The following table presents the calculation of
comprehensive income (loss) (in thousands):

<Table>
<Caption>
                                                      THREE MONTHS ENDED JUNE 30,
                                                         2002             2001
                                                      ----------       ---------
<S>                                                   <C>              <C>
Net income (loss)..............................       $      338       $  (7,426)
Unrealized loss on short-term investments......              (88)             --
                                                      ----------       ---------
Total comprehensive income (loss)..............       $      250       $  (7,426)
                                                      ==========       =========
</Table>

9.       RELATED PARTY TRANSACTIONS

         Hoover's purchases certain information included in its databases from
Media General Financial Services, a subsidiary of a stockholder of the Company.
Hoover's paid approximately $110,000 and $161,000 during the three months ended
June 30, 2002 and 2001, respectively, for this information. Hoover's had
outstanding amounts payable of approximately $37,000 and $51,000 at June 30,
2002 and 2001, respectively, to Media General Financial Services.

         Hoover's entered into a strategic agreement with Fortune, a subsidiary
of a stockholder of the Company, during fiscal year 2001, to collaborate on
online content integration, subscriptions, advertising

                                        6
<Page>

and e-commerce initiatives. This agreement was subsequently modified. Hoover's
recorded advertising and e-commerce revenue of approximately $88,000 and
$134,000 for the three months ended June 30, 2002 and 2001, respectively,
under this agreement. Additionally, Hoover's paid $341,000 and $0 for the
three months ended June 30, 2002 and 2001, for advertising and marketing
services from AOL Time Warner, respectively, under this agreement. As of June
30, 2002 and 2001, Hoover's had accounts payable of $105,000 and $65,000,
respectively, pursuant to this agreement.

         Hoover's has a strategic agreement, entered into during fiscal year
2001 and modified in fiscal 2002, with 10-K Wizard, a company in which Hoover's
holds a minority equity interest. The modified agreement provides for delivery
of 10-K Wizard content on Hoover's Online, as well as cross-marketing agreements
to sell subscriptions to the respective services. For the three months ended
June 30, 2002 and 2001, Hoover's paid approximately $20,000 and $40,000,
respectively, under this agreement.

         Hoover's has a commitment from Knowledge Universe, a stockholder of the
Company, entered into during fiscal year 2000, to purchase at least $2.0 million
of advertising, subscriptions, sponsorships, content licensing or other services
through September 2003 at fair value prices at the time of the purchases.
Hoover's has recognized a total of $1.1 million in revenue under this agreement,
but recognized no revenue from this commitment in the three months ended June
30, 2002 and 2001, respectively. Hoover's can provide no assurance that
Knowledge Universe will procure the remainder of these services within the
contractual period. Even if these services are procured, Hoover's can provide no
assurance that we will be successful in collecting any amounts due.

10.      CAPITALIZED WEB SITE DEVELOPMENT COSTS

         During the fiscal years ended March 31, 2002 and 2001, Hoover's
invested a total of $1.8 million in systems to support our subscription and
e-commerce services, as well as systems to catalog and merchandise electronic
reports on Hoover's Online. These costs primarily included third-party licenses
and outside consulting. These costs were required to be capitalized under the
accounting guidance of Emerging Issues Task Force 00-2, ACCOUNTING FOR WEB SITE
DEVELOPMENT COSTS. As the projects were completed during the quarter ended June
30, 2001, we began amortizing $1.1 million in costs over the estimated useful
life of two years. The remaining balance of $732,000 related to design work for
a more elaborate e-commerce transaction engine. In the quarter ended September
30, 2001, we evaluated the return associated with the completion of this project
and determined that the future costs associated with this project were not
justified and wrote off these remaining costs. During the quarters ended June
30, 2002 and 2001, Hoover's recognized $127,000 and $160,000, respectively, of
amortization expense associated with these costs.

11.      RECENTLY ISSUED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS

         As of April 1, 2002, Hoover's adopted Financial Accounting Standards
Board Statement of Financial Accounting Standards No. 144 ("FAS 144"),
ACCOUNTING FOR THE IMPAIRMENT OR DISPOSAL OF LONG-LIVED ASSETS. FAS 144
supercedes previous guidance related to the impairment or disposal of long-lived
assets. For long-lived assets to be held and used, it resolves certain
implementation issues of the former standards, but retains the basic
requirements of recognition and measurement of impairment losses. For long-lived
assets to be disposed of by sale, it broadens the definition of these disposals
that should be reported separately as discontinued operations. There was no
impact on the Company of adopting FAS 144, except that future sales of
long-lived assets may be required to be presented as discontinued operations,
which would be a different presentation than under previous accounting
standards.

11.      SUBSCRIPTION REVENUE

         Subscription revenue is derived from both individual and multi-seat
accounts. An individual account is a single user who subscribes to either our
basic offering, which has not been offered since August 2001, or our Hoover's
Lite product. Multi-seat accounts are those individuals or enterprises who
subscribe to either Hoover's Pro or Hoover's Pro Plus. These accounts allow for
several users to concurrently access Hoover's content. The following table
presents the detail of subscription revenue for the three months ended
June 30, 2002 and 2001, respectively:

                                        7
<Page>

<Table>
<Caption>
                                             THREE MONTHS ENDED JUNE 30,
                                              2002               2001
                                           ------------      ------------
     <S>                                   <C>               <C>
     Individual revenue................    $  1,170,684      $  1,881,744
     Multi-seat revenue................       4,822,249         3,230,731
                                           ------------      ------------
     Total subscription revenue........    $  5,992,933      $  5,112,475
                                           ============      ============
</Table>

ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS

THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH THE FINANCIAL
STATEMENTS AND RELATED NOTES THERETO INCLUDED ELSEWHERE IN THIS QUARTERLY REPORT
ON FORM 10-Q. EXCEPT FOR THE HISTORICAL FINANCIAL INFORMATION CONTAINED HEREIN,
THE MATTERS DISCUSSED IN THIS QUARTERLY REPORT ON FORM 10-Q MAY BE CONSIDERED
"FORWARD-LOOKING" STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES
ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934,
AS AMENDED. SUCH STATEMENTS INCLUDE DECLARATIONS REGARDING THE INTENT, BELIEF OR
CURRENT EXPECTATIONS OF HOOVER'S AND ITS MANAGEMENT AND MAY BE SIGNIFIED BY THE
WORDS "EXPECTS," "ANTICIPATES," "INTENDS," "BELIEVES," OR SIMILAR LANGUAGE.
MANAGEMENT'S DISCUSSION OF HISTORICAL NUMBERS ARE ROUNDED TO THE NEAREST
$100,000 ON AMOUNTS GREATER THAN $1,000,000 AND TO THE NEAREST $1,000 ON AMOUNTS
LESS THAN $1,000,000. PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH
FORWARD-LOOKING STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE
A NUMBER OF RISKS AND UNCERTAINTIES. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM
THOSE INDICATED BY SUCH FORWARD-LOOKING STATEMENTS. FACTORS THAT COULD CAUSE OR
CONTRIBUTE TO SUCH DIFFERENCES INCLUDE THOSE DISCUSSED BELOW, AS WELL AS THOSE
DISCUSSED IN THE HOOVER'S FORM 10-K FOR THE YEAR ENDED MARCH 31, 2002.

OVERVIEW

         Hoover's, Inc., is a publisher of business information. We are known
for our Web-delivered service, Hoover's Online, which provides access to our
proprietary database covering more than 18,000 public and private companies
worldwide, 300 industries and 170,000 corporate executives and board members. We
also publish authoritative reference materials through Hoover's Business Press,
our print and CD-ROM publishing business, and license information to a number of
third parties.

         Hoover's Online offers both a free, advertising-supported service and a
range of paid subscription services. Visitors to the free areas of our site can
access company capsules and basic information. Subscribers to our paid offerings
gain access to deeper information from the proprietary Hoover's database and the
databases of several third parties, including Dun & Bradstreet, Media General
Financial Services, and Mergent FIS. Paying subscribers also gain access to a
wider array of tools for searching, sorting, selecting and downloading
information from the Hoover's database. We focus primarily on selling
subscriptions to sales, marketing and business development professionals and
senior executives with similar needs at small to midsized businesses and
divisions of larger entities. Our customers use Hoover's Online to prospect and
prepare for client meetings, sales presentations, vendor and partner
negotiations, and other business opportunities.

         Hoover's was founded in 1990 as a publisher of reference books.
Hoover's Online was launched in 1995 and served approximately 3.6 million unique
visitors in the quarter ended June 30, 2002. The Company's measure of unique
visitors is determined by third-party and internally developed software that
counts the number of separate computers that access our Web site. Prior to this
quarter, the Company's measure of unique visitors was determined exclusively by
internally developed software that counted only unique hosts. Unique hosts
consist of individual computers as well as proxy servers that represent numerous
users. For comparative purposes, for the quarter ended June 30, 2001, we served
approximately 2.9 million unique visitors.

         Through the strength of the Hoover's brand, the quality of our database
and the effectiveness of our sales channels, Hoover's has built a paid
subscriber base that include more than 8,400 multi-seat accounts. As of June 30,
2002, we have more than 17,000 individual subscribers, which includes

                                        8
<Page>

approximately 14,700 subscriptions to a lower-priced product that we no longer
offer and approximately 2,300 subscriptions to Hoover's Lite.

         Our proprietary database is an important competitive advantage that
provides information on more than 18,000 public and private companies worldwide.
This database is produced and maintained by our editorial staff of researchers,
writers, editors, and online producers. Our editorial staff also compiles and
maintains lists of key personnel at companies in our database, an invaluable
resource for our customers. We have entered into agreements with third-party
information providers that complement our core database with information on more
than 12 million additional company records as well as financial data and
industry analysis.

         We focus our resources primarily on growing our subscription revenue
base - particularly our multi-seat accounts. We view this business as
particularly attractive in that it consists primarily of 12-month contracts
that are invoiced in full and collected within normal terms, usually in less
than 30 days. This generates attractive cash flows and predictable, recurring
revenues. The renewal rate for multi-seat accounts, for the three months
ended June 30, 2002, was approximately 69% as compared to approximately 70%
for the three months ended June 30, 2001. We calculate our renewal rate by
dividing the dollars renewed in a given period by the dollars available for
renewal in that same period. Our individual subscription business is a mix of
both monthly and annual subscribers who pay up front, primarily with a credit
card. The current renewal rate for our individual subscribers is lower than
the renewal rate for multi-seat accounts.

         We generate revenue from four sources:

            -   Multi-seat and individual subscriptions
            -   Advertising and e-commerce
            -   Licensing
            -   Print publishing

MULTI-SEAT AND INDIVIDUAL SUBSCRIPTIONS

         As of June 30, 2002, we offered two subscription options targeted
toward multi-seat customers: Hoover's Pro and Hoover's Pro Plus. The price for
Hoover's Pro is currently $1,995 for a 1-5 seat annual subscription. Hoover's
Pro Plus, with online downloading capabilities, is currently priced at $4,995
per year, for up to 5 seats. We have larger accounts, for which the pricing was
specifically negotiated, based on a variety of factors, such as number of users
and product delivery options. We periodically offer pricing discounts and
promotions for our products and services.

         To meet the needs of single-seat users, we offer Hoover's Lite. This
lower priced, one-seat subscription offering includes access to our proprietary
business information, but without all the tools and functionality available to
our Pro and Pro Plus subscribers. This product is currently priced at $49.95 per
month or $399 per year. Under a pricing plan that has not been offered since
August 2001, we also have individual subscribers who pay $29.95 per month or
$199 per year.

         We recognize subscription revenues on a monthly basis, and we record
prepaid annual individual and multi-seat subscriptions as deferred revenues upon
collection. Deferred revenues are amortized into revenues over the term of the
subscription.

         Our sales force, located in Austin, Texas, primarily pursues multi-seat
accounts, from leads generated from visitors to the free content on Hoover's
Online, direct marketing and other promotional programs. This sales effort
produces the majority of subscription sales. We also utilize a sales agency
based in the United Kingdom. Our Hoover's Lite product is sold both online and
by our sales force.

                                        9
<Page>

ADVERTISING AND e-COMMERCE

         We offer a variety of advertising products such as customized packages
of different sized advertisements -- including placement packages, sponsorships,
standard banners and buttons, large units containing interactive advertisements,
newsletters and direct e-mail. Advertisements can be delivered throughout
Hoover's Online or within a narrow, more targeted area within the site. Pricing
for advertising programs varies depending on size of the units and the level of
integration, among other factors. Banners and button advertisements that are
sold as stand-alone products are generally sold under short-term insertion
orders based on a price per thousand impressions served. Other advertising
arrangements are customized. Revenues are recognized either as the impressions
are delivered, the obligations are fulfilled or ratably over the contract
period.

         We generate e-commerce revenues from advertisers or sponsors that pay a
combination of a percentage of sales directly generated by their placement on
Hoover's Online and placement or other fees for integration of the advertiser's
or sponsor's offer within Hoover's Online. Generally, most of our e-commerce
contracts have a term of one year, although a few of the contracts have shorter
durations.

         Our advertising and e-commerce sales force consists of account
executives and support staff. Our account executives handle high-level
relationships with clients and advertising agencies. We maintain advertising and
e-commerce sales offices in New York City and San Francisco.

LICENSING

         We have licensed portions of our database since 1991. Our customers
range from traditional online service providers, such as Factiva and LexisNexis,
and to other Web sites, such as the Microsoft Network. Licensing customers
generally receive a data feed in XML or ASCII formats, or may take advantage of
a number of hosted options including "XML Search and Retrieval" or an HTML
search solution that allows the customer to place a small search box on their
Web site. License fees are generally based upon variables, such as the amount
of information and number of tools, the number of seats, the number of
capsules viewed or the number of terminals.

         For some licensees, Hoover's provides a co-branded set of Web pages,
which allows both parties to market and promote their products and services.
Hoover's does not recognize any direct revenue or expense from these
marketing arrangements.

         With our August 1, 2000, acquisition of Powerize.com, we began
operating the Hoover's NewsStand. NewsStand served as a distributor for
publishers seeking to electronically deliver their publications on a Lotus Notes
platform. Publishers using the NewsStand service included BNA, Inc., and
Platt's, with BNA comprising more than 90% of the revenue. During the fiscal
year ended March 31, 2002, we made a decision to discontinue the NewsStand
service because it was highly dependent on one customer, was not core to the our
strategy of serving customers through the Internet and was not operationally
efficient. In addition, during the 2002 fiscal year, we discontinued another
Powerize.com product, Hoover's Intelligence Monitor ("HIM"), a Web-based service
that enabled subscribers to monitor multiple news sources.

PRINT PUBLISHING

         We sell print products, under the name, "Hoover's Business Press,"
containing company information. We also sell a small volume of CD-ROMs
containing company information. We recognize these revenues when the goods are
shipped. For our sale of print products and CD-ROMs, we provide an allowance for
returns when the products are shipped. Revenue is stated net of an allowance for
returns.

COSTS AND EXPENSES

                                       10
<Page>

         Our cost of revenues includes editorial and technology personnel costs,
expenses associated with licensing of third-party content and tools, direct
expenses associated with our Web site, such as hosting, and other service fees,
any commissions paid to advertising agencies, printing and publishing costs
associated with our print products and CD-ROMs, and technology costs associated
with the delivery of advertising impressions and newsletters.

         Our product development expenses include technology personnel costs and
related consulting fees, as well as amortization of previously capitalized
product development costs.

         Sales and marketing expenses include sales and marketing personnel
costs, including commissions, as well as all marketing, advertising, business
development, and promotional expenses.

         General and administrative expenses consist of compensation for
administrative and executive staff, which include executive, finance, investor
relations, office network, and human resource personnel, as well as fees for
general office and occupancy, depreciation, bad debt, professional services,
travel, training and taxes.

         Amortization and impairment of goodwill and intangible assets consists
of ratable amortization recorded over the useful lives of the assets and charges
related to periodic reviews of the carrying amount of identifiable intangible
assets and excess of cost over fair value of net assets acquired or liabilities
assumed.

         We continue to incur non-cash charges for compensation expense related
to the valuation of options and deferral of related compensation expense in the
fourth fiscal quarter of 1999. The deferred compensation will result in non-cash
compensation expense over the four-year vesting period of these options.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

         The discussion and analysis of our financial condition and results of
operations are based upon our consolidated financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States. The preparation of these financial statements requires us to make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent liabilities. We base
our estimates on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying values of assets and liabilities
that are not readily apparent from other sources. Estimates and assumptions are
reviewed periodically. Actual results may differ from these estimates under
different assumptions or conditions.

         We believe the following represent our critical accounting policies:

           -    Revenue Recognition
           -    Allowance for Doubtful Accounts
           -    Capitalized Web Site Development Costs

REVENUE RECOGNITION:

         Subscription revenue is recognized as service is provided under the
terms of online subscription agreements. Payments received in advance of
providing services are recorded as deferred revenue and ratably amortized, in
equal monthly amounts, beginning with the initial month of service. For those
agreements where payment is not due in advance, revenue is recognized ratably
over the term of the agreement in equal monthly amounts, beginning with the
initial month of service, and a receivable is recorded. Upon receipt of
payment, the remaining revenue to be taken is recorded as deferred revenue
and amortized over the remaining term of the agreement.

                                       11
<Page>

         Advertising revenues are recognized as impressions are delivered or
ratably over the contract period based on the terms of the specific customer
agreements, provided that no significant remaining obligations exist and
collection of the resulting receivable is probable. If an agreement contains
both a minimum contract period and a minimum impression guarantee, we recognize
revenue based on the lesser of the ratio of impressions delivered over the
minimum impressions guaranteed or ratably over the contract period. Any agency
fees associated with advertising are directly offset against revenue. E-commerce
revenues are earned from advertisers and other partners who pay either a fee per
transaction or a percentage of sales generated directly from their advertisement
on our Web site or from their special sponsorship of an area within our Web
site, provided that no significant remaining obligations exist and collection of
the resulting receivable is probable. Estimates based on historical trends are
used to record revenue from customers whose fee structure provides for payment
based on a percentage of revenue earned by that customer. Customer accounts are
then reconciled upon receipt of either a revenue report or actual payment.

         Licensing revenue is recognized as service is provided under the terms
of licensing agreements. Estimates based on historical trends are used to record
revenue from customers whose licensing fee structure provides for payment based
on a percentage of revenue earned by that customer. Customer accounts are then
reconciled upon receipt of either a revenue report or actual payment. Payments
received in advance of providing services are recorded as deferred revenue and
recorded as revenue when earned.

         Print publishing revenues are recognized when goods are shipped to
customers. At the time of sale, an allowance for returns is established.

ALLOWANCE FOR DOUBTFUL ACCOUNTS:

         Accounts receivable are recorded net of an allowance for doubtful
accounts. Our customers are concentrated in the United States. We perform
limited credit evaluations, primarily on our advertising, e-commerce and
licensing customers as well as large multi-seat subscribers. We generally do not
require collateral and establish an allowance for estimated losses resulting
from the non-collection of customer receivables. In estimating this allowance,
we consider factors such as historical collection experience, a customer's
current credit-worthiness, customer concentrations, age of the receivable
balance, both individually and in the aggregate, and general economic conditions
that may affect a customer's ability to pay. Actual collections could differ
from our estimates.

CAPITALIZED WEB SITE DEVELOPMENT COSTS:

         During the fiscal year ended March 31, 2001, we invested $1.8 million
in systems to support our subscription and e-commerce services, as well as
systems to catalog and merchandise electronic reports on Hoover's Online. These
costs primarily included third-party licenses and outside consulting. These
costs were required to be capitalized under the accounting guidance of Emerging
Issues Task Force 00-2, ACCOUNTING FOR WEB SITE DEVELOPMENT COSTS. As the
projects were completed, we began amortizing $1.1 million in costs over the
estimated useful life of two years. The remaining balance of $732,000 related to
design work for a more elaborate e-commerce transaction engine was written off
in the quarter ended September 30, 2001.

                                       12
<Page>

RESULTS OF OPERATIONS

         The following table sets forth, for the periods illustrated, certain
statement of operations data expressed as a percentage of net revenues:

<Table>
<Caption>
                                                      THREE MONTHS ENDED
                                                            JUNE 30,
                                                    -----------------------
                                                       2002         2001
                                                    ----------    ---------
<S>                                                        <C>        <C>
Revenues:
    Subscription revenue.................                   77%          63%
    Advertising and e-commerce...........                   13%          21%
    Licensing............................                    6%          12%
    Print publishing, net................                    4%           4%
                                                    ----------    ---------
Net revenues.............................                  100%         100%
    Cost of revenues.....................                   30%          36%
                                                    ----------    ---------
Gross profit.............................                   70%          64%

Expenses:
    Product development..................                    6%           4%
    Sales and marketing..................                   30%          27%
    General and administrative...........                   32%          40%
    Amortization and impairment of
      goodwill and intangibles...........                    0%          77%
    Non-cash compensation................                    1%           1%
                                                    ----------    ---------
Total expenses...........................                   69%         149%
Operating profit (loss)..................                    1%         (85%)
Interest income..........................                    3%           5%
Interest expense.........................                   --           --
Impairment of strategic investments......                   --          (12%)
                                                    ----------    ---------
Net income (loss)........................                    4%         (92%)
                                                    ==========    =========
</Table>

         REVENUES. Net revenues for the three months ended June 30, 2002,
decreased 4% to $7.8 million, from $8.1 million for the three months ended June
30, 2001.

         Our subscription revenues increased 17% to $6.0 million for the three
months ended June 30, 2002, from $5.1 million for the comparable quarter one
year ago. This increase in revenues is due to the increase in the number of
multi-seat accounts and the average sales price of these accounts, offset by the
revenue lost from a decrease in individual accounts. We have increased the
number of our multi-seat accounts by 19% to more than 8,400 from approximately
7,100 as of June 30, 2001. Increases in sales leads, the size and effectiveness
of our salesforce, and the introduction of new features to our product
contributed to the increase in accounts.

         As of June 30, 2002, we had just over 17,000 individual subscribers,
which includes approximately 14,700 subscriptions to a lower-priced product that
we no longer offer and approximately 2,300 subscriptions to Hoover's Lite. This
compares to approximately 33,000 individual subscribers as of June 30, 2001. The
decrease in the number of individual subscribers reflects our change in
strategy, initiated several quarters ago, to de-emphasize personal accounts in
favor of higher-priced and longer-term multi-seat accounts. Multi-seat accounts
have an average contract price of approximately $2,300 as of June 30, 2002, as
compared to approximately $1,900 as of June 30, 2001. As of both dates, our
multi-seat accounts had an average contract length of 12 months.

         Subscription revenue represented 77% of net revenues for the three
months ended June 30, 2002, compared to 63% of net revenues in the year-ago
quarter.

                                       13
<Page>

         Revenues from advertising and e-commerce decreased 41% to $1.0 million
for the three months ended June 30, 2002, from $1.7 million for the three months
ended June 30, 2001. This decline reflects the significant decline in the online
and overall advertising industry that has taken place in the past year.
Advertising and e-commerce represented 13% of net revenues for the three months
June 30, 2002, compared to 21% of net revenues in the year-ago period. In
addition, barter revenue decreased to $91,000 in the three months ended June 30,
2002, down from $481,000 in the same quarter one year ago. This decrease in
revenue had no impact on net income as marketing expense was lower by the same
amount.

         Licensing revenues decreased 52% to $446,000 for the three months ended
June 30, 2002, from $925,000 for the three months ended June 30, 2001. Licensing
revenues reflect royalty payments based on use of Hoover's content or other
revenue-sharing arrangements. In the prior year, licensing revenue also included
fees earned from the licensing of the NewsStand product, which was acquired as
part of the Powerize.com acquisition on August 1, 2000. The decision to exit the
NewsStand line of business, along with the discontinuation of the Hoover's
Intelligence Monitor, contributed $346,000 to the decrease, while lower payments
on revenue share arrangements with partners contributed $133,000 to the
decrease. Licensing revenue represented 6% of net revenues for the quarter ended
June 30, 2002, compared to 12% of net revenues in the year-ago period.

         Net revenues from print publishing was $355,000 for the three months
ended June 30, 2002, compared to $357,000 in the year-ago quarter. Publishing
revenue represented 4% of net revenues for the quarters ended June 30, 2002, and
2001, respectively.

         COST OF REVENUES. Cost of revenues for the three months ended June 30,
2002, decreased 20% to $2.4 million, from $3.0 million in the three months ended
June 30, 2001. The decrease in cost of revenues was primarily due to workforce
reductions that occurred last fiscal year, as well as decreases in expenses
associated with third-party content and lower ad serving and newsletter delivery
costs. As a percentage of revenues, cost of revenues for the three months ended
June 30, 2002, was lower, at 30% of revenues, compared to 36% in the comparable
quarter one year ago.

         PRODUCT DEVELOPMENT. Product development expenses for the three months
ended June 30, 2002, increased 58% to $478,000 from $303,000 in the three months
ended June 30, 2001. The increase was due to additional consulting expenditures,
as well as higher personnel cost associated primarily with our ongoing
enhancements of Hoover's Online.

         SALES AND MARKETING. Sales and marketing expenses for the three months
ended June 30, 2002, increased 3% to $2.3 million, from $2.2 million for the
three months ended June 30, 2001. The increase in sales and marketing expenses
was due to an increase in our subscription salesforce as well as higher sales
commissions associated with higher subscription revenues. This increase was
partially offset by lower sales expenses associated with our advertising
business.

         GENERAL AND ADMINISTRATIVE. General and administrative expenses for the
three months ended June 30, 2002, decreased 22% to $2.5 million, from $3.2
million for the three months ended June 30, 2001. The decrease was primarily due
to our strategy to streamline the business and reduce costs in a difficult
economy. The effects of the September 2001 reduction in personnel, including the
elimination of the Executive Chairman position and office expenses relating to
the closure of our London office contributed to this decrease as well as
decreases in bad debt expense and professional fees.

         AMORTIZATION AND IMPAIRMENT OF GOODWILL AND INTANGIBLES. Amortization
and impairment of goodwill and intangibles for the three months ended June 30,
2002, decreased to $13,000, from $6.2 million for the three months ended June
30, 2001. We recorded $25.5 million in goodwill and other intangibles related to
our purchase of Powerize.com, which was completed in August 2000. After the
acquisition, primarily due to changes in the outlook for advertising and the
decline in the market for the sale of advertising on newsletters served by
Powerize, we determined that the value of key assets acquired was impaired and
recorded an impairment charge of $15.4 million in the fourth quarter of the
fiscal year ended March 31, 2001. The decision to discontinue the NewsStand and
Hoover's Intelligence Monitor products indicated further impairment and as a
result, we further reduced the carrying amount of goodwill

                                       14
<Page>

and these intangible assets by $5.8 million in June 2001. As of June 30, 2002,
we have $52,000 recorded in net intangibles and no goodwill.

         NON-CASH COMPENSATION. Non-cash compensation expense for the three
months ended June 30, 2002, decreased 50% to $37,000, from $74,000 for the three
months ended June 30, 2001. The decrease resulted from lower amortization due to
the underlying option vesting schedules and the termination of employees for
which these charges related.

         INTEREST INCOME AND EXPENSE. Interest income for the three months ended
June 30, 2002, decreased 42% to $233,000, from $403,000 for the three months
ended June 30, 2001. The decrease was due to lower interest earned on our
investment portfolio partially offset by increases in cash balances and
short-term investments. We had no interest expense for the three months ended
June 30, 2002, compared to $19,000 for the three months ended June 30, 2001. The
decrease was due to the repayment in full of a note held by a shareholder in the
three months ended September 30, 2001, and the pay-off of our capital lease
obligations.

         IMPAIRMENT OF STRATEGIC INVESTMENTS. We had no impairment of strategic
investments for the three months ended June 30, 2002, compared to $937,000 for
the three months ended June 30, 2001. In prior fiscal years, we made equity
investments in several companies, both private and public, that we considered to
be strategic in nature. As a result of our review, considering the publicly
traded prices for comparable companies, overall market conditions, the current
status of business plans as well as the individual companies' financial
conditions and liquidity, we determined that there was permanent impairment on
these assets. As a result, we recorded an impairment expense of $937,000 in the
three months ended June 30, 2001.

         INCOME TAXES. Despite net income in the quarter ended June 30, 2002, we
have incurred operating losses for all years from inception (February 1990)
through the fiscal year ended March 31, 2002. We have recorded a valuation
allowance for 100% of our net deferred tax assets because our historical
operating results indicate that the net deferred tax assets may not be realized
because of uncertainties regarding our ability to generate sufficient taxable
income during the carryforward period to utilize the net operating loss
carryforwards. As of March 31, 2002, Hoover's had federal net operating loss
carryforwards of approximately $51.2 million. The net operating loss
carryforwards will expire beginning in 2005, with most of the loss expiring
after 2017, if not utilized. Utilization of the net operating losses may be
subject to a substantial annual limitation due to the "change in ownership"
provisions of the Internal Revenue Code of 1986. The annual limitation may
result in the expiration of net operating losses before utilization.

LIQUIDITY AND CAPITAL RESOURCES

         We generated $1.5 million in cash from operating activities during the
three months ended June 30, 2002, which was $74,000 less than the cash flow
generated in the same quarter last year, primarily due to working capital
changes.

         As of June 30, 2002, we had $34.0 million of cash, cash equivalents,
and short-term investments. Our principal commitments at June 30, 2002,
consisted of accounts payable and commissions and accrued expenses. Our accounts
payable and commissions balance as of June 30, 2002, was $873,000, which
consisted of short-term accounts, due within 30 days, and commissions due to
employees. Our accrued expenses of $2.6 million primarily includes amounts due
to vendors for advertising, marketing, and professional expenses for which we
have not been invoiced as well as unused vacation due to employees. As of June
30, 2002, we had deferred revenue of $8.6 million, which represents upfront
payments, primarily related to annual subscriptions to Hoover's Online, which
have not been recognized as revenue.

         We may in the future pursue additional acquisitions of businesses,
products, and technologies or enter into joint-venture arrangements that could
complement or expand our business. Any material acquisition or joint venture
could result in a decrease to our working capital, depending on the amount,
timing and nature of the consideration to be paid.

                                       15
<Page>

         We believe that our existing cash and cash equivalents will be
sufficient to meet our anticipated cash requirements for working capital and
capital expenditures in the next 12 months. Beyond the next 12 months, our
significant commitments consist of payment of lease commitments for facilities.
Although we currently expect to meet the cash requirements of such commitments,
expenditures, and ongoing operating expenses from working capital, we may need
or choose to raise additional funds, seek a credit facility, or seek other
financing arrangements in order to meet our long-term liquidity needs.

                                       16
<Page>

ITEM 2A.        RISK FACTORS

         In addition to the other information in this Form 10-Q, the following
factors should be considered in evaluating our company and our business.

WE HAVE A HISTORY OF LOSSES AND MAY INCUR FUTURE LOSSES.

         We incurred net losses for each of the previous fiscal years and a net
loss of $11.6 million for the year ended March 31, 2002. At June 30, 2002, we
had an accumulated deficit of $66.4 million. Although we generated net income of
$338,000 in the three months ended June 30, 2002, we may never generate
sufficient revenues to sustain or increase profitability on a quarterly or
annual basis in the future.

OUR BUSINESS IS SUBJECT TO QUARTERLY FLUCTUATIONS IN OPERATING RESULTS THAT MAY
NEGATIVELY IMPACT THE PRICE OF OUR STOCK.

         Our quarterly operating results have significantly fluctuated in the
past and may fluctuate significantly in the future due to a variety of factors,
many of which are outside of our control, including the following:

            -   seasonal trends relating to subscriber usage of our services;

            -   the demand for advertising and seasonal trends relating to
                advertising spending, particularly on the Internet;

            -   the extent to which we experience increased competition in the
                markets for business information and advertising to a business
                audience; and

            -   economic conditions specific to the online publishing industry,
                as well as general economic and market conditions.

         Other factors that cause our quarterly operating results to fluctuate
significantly, which are at least partially under our control, include:

            -   the rate of new subscriber acquisitions;

            -   the timing and effectiveness of our marketing efforts to acquire
                visitors and subscribers and to promote our brand;

            -   the timing and effectiveness of any co-branding arrangements or
                other strategic alliances into which we enter;

            -   expenses related to upgrading our computer systems and related
                infrastructure; and

            -   changes in our operating expenses.

         Some of our operating expenses are relatively fixed in the short term.
As a result, we may be unable to reduce our expenses quickly enough to offset
any unexpected revenue shortfall, which could have a material adverse effect on
our business, operating results, and financial condition.

         Due to all of the foregoing factors and the other risks discussed in
this section, quarter-to-quarter comparisons of our operating results as an
indication of future performance may not be appropriate. It is possible that in
some future periods our quarterly operating results may fall below the
expectations of public market analysts and investors. In such event, the price
of our common stock is likely to fall.

                                       17
<Page>

GENERAL ECONOMIC CONDITIONS HAVE AND MAY CONTINUE TO IMPACT OUR OPERATIONS
NEGATIVELY.

         A broad-based recession can cause business and individual customers to
delay, or forego entirely, investments in value-added business information
products such as ours. Similarly, companies often drastically reduce advertising
expenditures in anticipation of an economic downturn. Thus, a recession in the
United States may have a material adverse effect on each of our revenue streams.
A general slowdown in the economy has caused businesses to reduce discretionary
spending in areas such as advertising or with business information providers as
well as created greater risk of business failure among existing customers. We
have experienced some of these effects, particularly a significant reduction in
our advertising business in the last several quarters as a result of the recent
slowdown in the U.S. economy.

OUR FAILURE TO INCREASE THE NUMBER OF OUR SUBSCRIBERS SIGNIFICANTLY OR RETAIN
OUR CURRENT SUBSCRIBERS WOULD ADVERSELY AFFECT OUR BUSINESS.

         Subscription revenue represented 77% of our total revenue for the three
months ended June 30, 2002, and 63% of our total revenue for the three months
ended June 30, 2001. Our future success is highly dependent on continuing to
attract companies and businesspeople who are willing to pay money to subscribe
to online business information services. We believe that marketing
relationships, direct marketing, advertising, public relations campaigns and
offering new and enhanced content and services will help attract visitors and
subscribers. If the market for individual and multi-seat subscription-based
online business information services develops more slowly than we expect, or if
our efforts to attract new subscribers are not successful or cost-effective, our
operating results and financial condition may be materially and adversely
affected.

         We also believe that our long-term success depends on our ability to
retain a substantial portion of our existing subscribers. We continue to invest
significant resources in our database, tools, customer experience, network
infrastructure and customer and technical support capabilities. We cannot be
certain that these investments will maintain or improve subscriber retention. In
addition, as businesspeople are offered competing information products and
services they may discontinue or limit their use of our services. Any loss of
significant numbers of subscribers would have a material adverse effect on our
business, operating results and financial condition.

WE ARE EVALUATING AND ADJUSTING THE SERVICES, FEATURES AND PRODUCTS THAT WE
OFFER TO OUR SUBSCRIBERS AND THE ASSOCIATED PRICES OF THESE PRODUCTS. OUR
ADJUSTED PRODUCTS AND SERVICE OFFERINGS AND PRICES, MAY NOT BE ATTRACTIVE TO OUR
EXISTING SUBSCRIBERS OR POTENTIAL NEW SUBSCRIBERS.

         We routinely evaluate existing features offered on Hoover's Online, and
the various levels of access and associated prices that we offer to subscribers.
This evaluation led to a price increase effective March 1, 2002. We will also
continue to evaluate and may invest resources in the development of new features
for use on Hoover's Online, as well as for licensing to third parties. We will
continue to spend a significant amount of time and resources evaluating and
adjusting our current product offerings, as well as developing potentially new
online content, features and tools. We intend to use our marketing activities in
order to publicize our new product offerings and to attract new visitors to
Hoover's Online.

         There can be no guarantee that our revised product offerings and
potential new content, features and tools, as well as the associated marketing
activities and expenditures, will increase our overall number of subscribers or
audience, or increase total revenue derived from our service offerings and
content. Our business, operating results and financial results may be materially
and adversely affected if we experience difficulty in attracting new subscribers
or audiences to our new service offerings, or if we experience significant
cancellations from existing subscribers or erosion of our existing audience. In
addition, adjustments to the prices of our product offerings may have the effect
of increasing our overall number of subscribers, but decreasing our overall
revenue derived from such subscribers.

                                       18
<Page>

CONTINUED DETERIORATION OF THE MARKET FOR ADVERTISING, PARTICULARLY ONLINE
ADVERTISING, OR OUR FAILURE TO PROVIDE A SUCCESSFUL ONLINE ADVERTISING AND
e-COMMERCE ENVIRONMENT WOULD ADVERSELY AFFECT OUR BUSINESS.

         For more than a year, the markets for various types of advertising have
experienced significant declines. If this trend continues, our revenues from
Internet advertising could be materially adversely affected. Advertising and
e-commerce represents 13% of our revenues for the three months ended June 30,
2002. If advertisers perceive the online medium in general or Hoover's Online in
particular to be a limited or ineffective advertising medium, they may be
reluctant to advertise online or on our Web site. We compete with other Web
sites, television, and radio and print media for a share of advertisers' total
advertising budgets. Unlike traditional advertising media, standards to measure
the effectiveness of online advertising on the Internet continue to evolve. If
new standards emerge and we are unable to offer advertisers effective
advertising options as measured by these new standards, advertisers may not
continue advertising on our Web site. Furthermore, advertisers that have
traditionally relied upon other advertising media may be reluctant to advertise
significantly online. Our business, operating results, and financial condition
would be further materially and adversely affected if the market for Internet
advertising continues to decline or develops more slowly than expected.

         Different pricing models are used to sell advertising online. Prevalent
pricing models consist of cost per thousand impressions (CPM), cost per
placement and e-commerce or transaction share. If our base audience decreases,
we may have to charge lower advertising rates for those transactions utilizing
cost per thousand impressions. The e-commerce or transaction share model is
based on revenue sharing. Therefore, if we do not attract a sufficiently large
audience willing to purchase from our advertisers, our revenues generated from
advertisements sold under this model will decrease. In addition, there has been
an increased emphasis on performance-based advertising where pricing is based on
the ability to deliver leads, sales or traffic and a move away from CPM pricing.
We cannot assure you that we will be able to effectively deploy the necessary
technology or deliver appropriate inventory to produce competitive targeted
advertising in a competitive environment. Failure to do so could have a material
adverse effect on our ability to compete in the Internet advertising market.

         It is difficult to predict which advertising pricing models, if any,
will emerge as industry standards. This uncertainty makes it difficult to
project our future advertising rates and revenues. We cannot assure you that we
will be successful under alternative pricing models that may emerge. Moreover,
software programs that limit or prevent advertising from being delivered to an
Internet user's computer are available. Widespread adoption of this software
could materially adversely affect the commercial viability of Internet
advertising, which would materially adversely affect our advertising revenues.

         It is important to our advertisers that we accurately measure the
demographics of our user base and the delivery of advertisements on our Web
sites. We depend on third parties to provide these measurement services. If they
were unable to provide these services in the future, we would be required to
perform them ourselves or obtain them from another provider. This could cause us
to incur additional costs or cause interruptions in our business during the time
we are replacing these services. Companies may not advertise on our Web sites or
may pay less for advertising if they do not perceive our measurements or
measurements made by third parties to be reliable.

         We have experienced seasonal trends in our traffic and advertising
revenues. Traffic on Hoover's Online and the Web sites of others with whom we
license or co-brand our products is lower during the summer and year-end
vacation and holiday periods when business usage of the Internet and Hoover's
Online typically declines. This lower traffic may result in corresponding
decreases in advertising revenue. Subscriber growth may decline during
low-traffic periods. Our operating results may be affected if we experience
seasonality in future periods.

OUR CD-ROM AND PRINT BUSINESS IS SUBJECT TO A VARIETY OF RISKS.

         We sell CD-ROMs and print products, containing company information,
under the name, "Hoover's Business Press." This business, like our other
businesses, is subject to a variety of risks,

                                       19
<Page>

including movement from print products to an online service provider,
seasonality, general economic conditions, ability to attract and retain
customers, competition from other CD-ROM, print, electronic providers, the price
for paper, and ability to reach agreements with content providers and
distributors for our CD-ROM and print products.

WE DEPEND ON BRAND AWARENESS TO GROW OUR BUSINESS.

         The future success of Hoover's will depend, in part, on our ability to
increase our brand awareness. In order to build brand awareness, we must succeed
in our marketing efforts and provide high-quality services. Our ability to
increase subscription and advertising revenues from our Web site will depend in
part on the success of our marketing campaigns and our ability to increase the
number of visitors and subscribers to our Web site. If our marketing efforts are
unsuccessful or if we cannot increase our brand awareness and volume of traffic
to our Web site, our business, operating results, and financial condition may be
materially and adversely affected.

OUR BUSINESS COULD BE MATERIALLY ADVERSELY AFFECTED IF WE WERE TO LOSE OUR
EXISTING MARKETING RELATIONSHIPS OR FAIL TO GAIN ADDITIONAL STRATEGIC
RELATIONSHIPS.

         To expand our audience, we have entered into relationships to integrate
customized versions of our company information into frequently visited and
well-known Web sites and services, such as America Online, FORTUNE.com, and the
Microsoft Network. These relationships may also provide links back to Hoover's
Online. The success of each of our marketing relationships depends in part on
the amount of increased viewer traffic we receive from that organization's Web
site. These relationships may not generate the number of new viewers that we
expect. Termination of our marketing relationships may decrease our brand
awareness resulting in a fewer number of visitors to our Web site, which may
adversely affect our revenues.

WE CANNOT PREDICT THE SIZE OR VIABILITY OF THE ONLINE INFORMATION SERVICES
MARKET.

         The market for our online business information services is rapidly
evolving and is characterized by an increasing number of market entrants. As is
typical of a rapidly evolving industry, demand and market acceptance for
recently introduced services are subject to a high level of uncertainty and
risk. Because of these factors, it is difficult to predict the future growth
rate, if any, and size of this market. We cannot assure you that the market for
our online business information services will continue to develop. If the use of
online business information services fails to continue to grow, our ability to
establish other online services could be materially and adversely affected. In
addition, our business strategy includes extending our online business
information services model to additional segments of business information. We
cannot assure you that we will be successful in our efforts.

OUR MARKETS ARE HIGHLY COMPETITIVE AND COULD MATERIALLY AND ADVERSELY AFFECT OUR
BUSINESS.

         The market for business information in general and for the online
services and tools offered on Hoover's Online is highly competitive. Many Web
sites and business information providers compete for the attention and spending
of businesspeople and advertisers. We expect this competition to continue to
increase. We compete for subscribers, visitors, licensing customers,
advertisers, and content providers with many types of companies, such as:

            -   subscription business information aggregators and providers,
                such as Dialog, Factiva, LexisNexis, OneSource and The Wall
                Street Journal Interactive Edition;

            -   Web sites focused on business audiences, such as CBS
                MarketWatch;

            -   providers of company information, such as Dun & Bradstreet,
                Market Guide (a division of Multex) and Standard & Poor's;

                                       20
<Page>

            -   providers of proprietary business information, such as Bloomberg
                Business News; and

            -   free Web-based business information providers such as Yahoo! and
                The Microsoft Network.

         We also compete with a number of organizations with which we have other
business relationships, such as AOL Time Warner, Bloomberg, Dun & Bradstreet,
Factiva, LexisNexis, The Microsoft Network, Multex, and Yahoo! We form
strategic relationships with these organizations in order to increase the
size of our audience by introducing Hoover's Online to a greater number of
people. Hoover's information is valued by these organizations and is licensed
to them. If these entities view us as a substantial competitive threat, they
may not renew any strategic relationship agreements currently in place and
our audience may decrease. Alternatively, we may choose not to renew the
agreements for competitive reasons, which may have a negative impact on our
revenues.

         Some of our existing competitors, as well as a number of potential new
competitors, have longer operating histories, greater name recognition, larger
customer bases, and significantly greater financial, technical and marketing
resources than we do. This may allow them to devote greater resources than we
can to the development and promotion of their services. These competitors may
also undertake more far-reaching marketing campaigns, adopt more aggressive
pricing policies, including offering their business information for free, and
make more attractive offers to existing and potential new employees, businesses
with which we have strategic relationships, and advertisers. Our competitors may
develop content that is equal or superior to ours or that achieves greater
market acceptance than ours. It is also possible that new competitors may emerge
and rapidly acquire significant market share.

         We believe that the Internet industry has seen, and will continue to
see, significant merger and acquisition activity. Some of our competitors may
make strategic acquisitions or establish cooperative relationships among
themselves or with third parties to increase their ability to rapidly gain
market share. If we do not reach critical mass, or do not achieve significant
market share, our ability to compete in a consolidating market could be
negatively impacted.

         As a result of these factors, we may not be able to compete
successfully for subscribers, advertisers, visitors, customers or staff, which
could materially adversely affect our business, operating results and financial
condition. Increased competition could result in price reductions, reduced
margins or loss of market share, any of which could materially adversely affect
our business, operating results and financial condition.

OUR FUTURE SUCCESS DEPENDS ON OUR EDITORIAL STAFF.

         We depend upon the efforts of our writers, researchers and other
editorial staff to produce original, timely, comprehensive, and authoritative
content. There is competition for these personnel, and we may not be able to
retain existing or attract additional highly qualified staff in the future. If
we lose the services of a significant number of our editorial staff or are
unable to continue to attract additional qualified staff, our business,
operating results, and financial condition could be materially adversely
affected.

GROWTH IN OUR FUTURE OPERATIONS COULD CONTINUE TO STRAIN OUR MANAGERIAL,
OPERATIONAL AND FINANCIAL RESOURCES.

         We have experienced growth in our operations and plan to pursue growth
opportunities in our core business of subscriptions. This previous growth had
placed a significant strain on our managerial, operational, and financial
resources. We may need to upgrade or improve our operational and financial
systems and managerial controls and procedures. Our future success will also
depend on our ability to expand, train, and manage our workforce, in particular
our sales personnel. We will also need to maintain close coordination among our
technical, accounting, finance, marketing, sales, and editorial personnel. If we
are unable to accomplish any of these objectives, our business, operating
results, and financial condition could be materially adversely affected.

                                       21
<Page>

OUR BUSINESS WOULD BE MATERIALLY ADVERSELY AFFECTED IF WE WERE TO LOSE AND FAIL
TO REPLACE OUR EXISTING SOURCES OF CONTENT.

         A number of organizations provide us with content that we integrate
into our products. If our relationships with these content providers were
terminated, we would have to eliminate their information from our products and
services. We may also need to locate alternate content providers and integrate
their information into our products and services. Extracting previously
integrated information, locating a new provider, and integrating its information
may take time and may interrupt the provision of affected services. We cannot be
assured that we would be able to replace the content we currently receive from
our content providers in a timely manner, which could have a material adverse
effect on our operating results from failure to retain existing subscribers and
advertisers or attract new subscribers and advertisers.

ACQUISITIONS MAY DISRUPT OR OTHERWISE HAVE A NEGATIVE IMPACT ON OUR BUSINESS.

         We may acquire or make further investments in complementary businesses,
products and technologies. Future acquisitions and investments are subject to
the following risks:

            -   acquisitions may cause a disruption in our ongoing business,
                distract our management and make it difficult to maintain our
                standards, controls and procedures;

            -   we may not be able to integrate successfully the services,
                content, products and personnel of any acquisition into our
                operations;

            -   we may be required to incur debt or issue debt or equity
                securities, which may be dilutive to existing stockholders, to
                pay for acquisitions. We also may be required to assume debt or
                contingent liabilities, record goodwill and/or other intangibles
                that may be subject to a future impairment, or write off
                in-process research and development or other acquisition-related
                expenses; and

            -   we may not derive the intended benefits of any acquisition and
                we may lose all or some portion of our entire investment.

WE MAY EXPERIENCE CAPACITY CONSTRAINTS OR SYSTEM FAILURES THAT COULD DAMAGE OUR
BUSINESS.

         If Hoover's or third-party systems cannot be expanded to support
increased demand or fail to perform effectively, we could experience:

            -   disruptions in service;

            -   slower response times;

            -   reduced customer satisfaction;

            -   inability to properly bill the credit cards of our subscribers;

            -   delays in the introduction of new products and services; or

            -   vulnerability to raids (including denial of service attacks) by
                third parties,

any of which could impair our reputation, damage the Hoover's brand, and
materially adversely affect our business, operating results and financial
condition.

                                       22
<Page>

         Our ability to provide high-quality customer service also depends on
the efficient and uninterrupted operation of our technology infrastructure. Even
though we have developed redundant systems to protect our systems and
operations, they are vulnerable to damage or interruption from human error,
natural disasters, telecommunication failures, break-ins, sabotage, computer
viruses, intentional acts of vandalism and similar events. We are currently
evaluating complete redundancy options and are identifying alternative providers
of hosting services. If our third-party hosting facility suffered substantial
defects, errors, disaster, or financial hardship, our business may suffer
significant losses. We may not carry sufficient business interruption insurance
to compensate for losses that could occur.

         Some of our subscribers have been subjected to "pop-up" advertisements
while using our service that were generated by third parties. Such subscribers
may incorrectly assume that the advertisements were provided by our service and,
if so, may terminate their service. We cannot guarantee that our systems will be
able to detect and block such advertisements and their potential negative impact
on subscriptions.

WE MAY BE SUBJECT TO LEGAL CLAIMS IN CONNECTION WITH THE CONTENT WE PUBLISH AND
DISTRIBUTE AND OUR USE OF SOFTWARE LICENSES FOR OUR WEB SITE.

         We may be subject to claims for defamation, negligence, libel,
copyright or trademark infringement based on other theories relating to the
information we publish on our Web site, on the Web sites of others with whom we
license or co-brand our products, or in our books. These types of claims have
been brought, sometimes successfully, against online services, as well as other
print publications in the past. We could also be subject to claims based upon
the content that is accessible from Hoover's Online through links to other Web
sites. We may also be subject to claims for software license infringement based
on the software and other technologies that we utilize on our Web site. We do
not currently carry insurance that protects us against these types of claims.

CONCERNS REGARDING SECURITY OF TRANSACTIONS AND TRANSMITTING CONFIDENTIAL
INFORMATION OVER THE INTERNET MAY NEGATIVELY AFFECT OUR REVENUES.

         We believe that concern regarding the security of confidential
information transmitted over the Internet, such as credit card numbers, prevents
many potential customers, especially those outside of the U.S., from engaging in
online transactions. We are currently having a third-party audit of our security
systems. Our infrastructure is potentially vulnerable to physical or electronic
break-ins, viruses, or similar problems. If a person circumvents our security
measures, he or she could misappropriate proprietary information or cause
interruptions in our operations. Security breaches that result in access to
confidential information could damage our reputation and expose us to a risk of
loss or liability. We may be required to make significant investments and
efforts to protect against or remedy security breaches. As e-commerce becomes
more prevalent, our audience will become more concerned about security. If we do
not adequately address these concerns, our business, operating results and
financial condition could be materially adversely affected.

THE LOSS OF ANY OF OUR KEY PERSONNEL OR OUR FAILURE TO ATTRACT ADDITIONAL
PERSONNEL COULD HAVE A MATERIAL AND ADVERSE EFFECT ON OUR BUSINESS.

         Our future success will depend, in substantial part, on the continued
service of our senior management, particularly Jeffrey R. Tarr, our Chairman,
Chief Executive Officer and President. We have entered into employment
agreements with Mr. Tarr, and Russell Secker, Executive Vice President -
Marketing, but either may terminate his employment with us upon 30 days' prior
written notice pursuant to the terms of their employment agreements. No other
member of our senior management has entered into an employment agreement with
us, other than agreements providing for limited severance payments in the event
of termination other than for cause. We do not maintain key-person life
insurance on any of our employees. The loss of the services of one or more of
our key personnel could have a material adverse effect on our business,
operating results and financial condition. Our future success will also depend
on our continued ability to attract, retain and motivate highly qualified sales,
technical, customer support, financial and accounting and managerial personnel.
There is competition for these qualified personnel, and we cannot assure you
that we will be able to retain our key personnel or that we will be able to
attract,

                                       23
<Page>

assimilate or retain other highly qualified personnel in the future. We
have from time to time in the past experienced, and we may continue to
experience in the future, difficulty in hiring and retaining employees with
appropriate qualifications.

IF WE FAIL TO ADEQUATELY PROTECT OUR INTELLECTUAL PROPERTY RIGHTS OR FACE A
CLAIM OF INTELLECTUAL PROPERTY INFRINGEMENT BY A THIRD PARTY, WE COULD LOSE OUR
INTELLECTUAL PROPERTY RIGHTS OR BE LIABLE FOR SIGNIFICANT DAMAGES.

         We rely primarily on a combination of copyrights, trademarks, trade
secret laws, our user policy and subscription agreement, licensing agreements
and restrictions on disclosure to protect our intellectual property. Despite
these precautions, it may be possible for a third party to copy or otherwise
obtain and use the content on our Web site or our other intellectual property
without authorization. This risk may be exacerbated by our Pro Plus service,
which allows subscribers to "download" information from our service to the
subscriber's personal computer. We cannot assure you that our precautions will
prevent misappropriation or infringement of our intellectual property. Failure
to protect our intellectual property in a meaningful manner could have a
material adverse effect on our business, operating results and financial
condition. In addition, we may need to engage in litigation in order to enforce
our intellectual property rights in the future or to determine the validity and
scope of the proprietary rights of others. Any litigation could result in
substantial costs and diversion of management and other resources, either of
which could have a material adverse effect on our business, operating results,
and financial condition.

         Because we license some data and content from third parties, our
exposure to copyright infringement actions may increase. We rely upon these
third parties for the origin and ownership of licensed content. We generally
obtain representations of the origins and ownership of licensed content and
generally obtain indemnification to cover any breach of any representations.
However, we cannot assure you that these representations will be accurate or
that indemnification will be sufficient to provide adequate compensation for any
breach of these representations.

         We cannot assure you that infringement or other claims will not be
asserted or prosecuted against us in the future, whether resulting from our
internally developed intellectual property or licenses or content from third
parties. Due to the global nature of the Internet, we may be subject to such
claims asserted under the laws of foreign countries, which may differ
substantially from the United State's laws. Any future assertions or
prosecutions could materially adversely affect our business, operating results
and financial condition. Any claims, with or without merit, could be time
consuming, result in costly litigation and diversion of technical and management
personnel, or require us to introduce new content or trademarks, develop
non-infringing technology, or enter into royalty or licensing agreements. These
royalty or licensing agreements, if required, may not be available on acceptable
terms, if at all. In the event a claim of infringement is successful and we fail
or are unable to introduce new content, develop non-infringing technology or
license the infringed or similar technology on a timely basis, our business,
operating results and financial condition could be materially and adversely
affected.

OUR COMMON STOCK PRICE IS VOLATILE AND COULD FLUCTUATE SIGNIFICANTLY.

         The trading price of our stock has been and may continue to be subject
to wide fluctuations. During the quarter ended June 30, 2002, the closing sale
prices of our common stock on the Nasdaq ranged from $4.60 to $6.49 per share.
The closing price on August 5, 2002, was $5.49 per share. Our stock price may
fluctuate in response to a number of events and factors, such as quarterly
variations in operating results; announcements of new products, technology or
strategic relationships by us or our competitors; changes in our financial
estimates and recommendations by securities analysts; the operating and stock
price performance of other companies that investors may deem comparable; low
trading volume of our shares; and news reports relating to trends in our
markets.

         Our five largest shareholders own approximately 50% of our shares of
stock while the directors and officers as a group own approximately 15%. This
concentration of ownership tends to reduce the trading volume of our shares.
However, contractual restrictions applicable to some holders of our shares

                                       24
<Page>

have begun to lapse and will continue to do so. The lapsing of these
restrictions may increase the trading volume of our shares.

         In addition, the stock markets in general, and the market prices for
Internet-related companies in particular, have experienced extreme volatility
that may be unrelated to the operating performance of such companies. These
broad market and industry fluctuations, combined with the consistently low
trading volume of our stock and the lack of recent activity with our approved
stock repurchase program may contribute to volatility and adversely affect the
price of our common stock, regardless of our operating performance.

FUTURE SALES OF OUR COMMON STOCK MAY AFFECT THE MARKET PRICE OF OUR COMMON
STOCK.

         As of June 30, 2002, we had 15,311,317 shares of common stock
outstanding, net of treasury shares owned. Of these shares, approximately 6.8
million are available for sale in the public markets, subject to the volume
limitations and other conditions of Rule 144 under the Securities Act. We cannot
predict the effect, if any, that future sales of common stock or the
availability of shares of common stock for future sale will have on the market
price of common stock prevailing from time to time. Various holders of our
common stock have registration rights with respect to their shares. In addition,
holders of 1,033,042 shares acquired pursuant to our acquisition of
Powerize.com, Inc., in August 2000 were subject to Rule 144 restrictions, which
lapsed on August 1, 2002. Additional restrictions with respect to 305,409 of
these shares will lapse between August 1, 2002, and October 31, 2002. The
remaining restrictions will lapse between November 1, 2002, and February 1,
2003. Sales of substantial amounts of common stock (including shares issued upon
the exercise of stock options), or the perception that such sales could occur,
may materially and adversely affect prevailing market prices for common stock.
Future sales of our common stock may depress our stock price and might make it
more difficult for us to sell equity securities in the future at a time and
price that we otherwise might deem appropriate.

IF WE CANNOT KEEP PACE WITH RAPIDLY CHANGING TECHNOLOGY AND THE DEMANDS OF OUR
CUSTOMERS, WE MAY BE UNABLE TO ENHANCE OUR EXISTING SERVICES OR INTRODUCE NEW
SERVICES.

         The market in which we operate is characterized by rapidly changing
technology; evolving industry standards, frequent new service announcements,
introductions and enhancements; and evolving customer demands. The nature of the
Internet and the electronic distribution of business information, including
distribution through wireless channels and products, Enterprise Information
Portals, and corporate intranets, exacerbate these market characteristics.
Accordingly, our future success will depend on our ability to adapt to rapidly
changing technologies and industry standards, and our ability to continually
improve the performance, features and reliability of our services in response to
both evolving customer demands and competitive service offerings. Our inability
to adapt successfully to these changes in a timely manner could have a material
and adverse effect on our business, operating results and financial condition.
Furthermore, we may experience difficulties that could delay or prevent the
successful design, development, testing, introduction or marketing of new
services. Any enhancements to existing services may not adequately meet the
requirements of our current and prospective customers or achieve any degree of
significant market acceptance. If we are unable, for technological or other
reasons, to develop and introduce new services or enhancements to existing
services in a timely manner or in response to changing market conditions or
customer requirements, or if our services or enhancements contain defects or do
not achieve a significant degree of market acceptance, our business, operating
results and financial condition would be materially adversely affected.

WE DEPEND ON THE CONTINUED GROWTH IN USE AND EFFICIENT OPERATION OF THE
INTERNET.

         The online information market is rapidly evolving. Our business would
be materially adversely affected if online usage does not continue to grow or
grows slower than anticipated. Our audience depends on Internet Service
Providers, online service providers, corporate networks, and other Web site
operators for access to our Web site. Significant outages of these services
could cause our visitors to perceive the Internet in general or our Web site in
particular as unreliable and, therefore, cause them to use other media to obtain
their company and business information. In addition, obtrusive "pop-up"
advertisements and e-

                                       25
<Page>

mail "spam" may negatively impact the growth in use of the Internet. We also
depend on third-party information providers to deliver information and data
feeds to us on a timely basis. Our Web site could experience disruptions or
interruptions in service due to the failure or delay in the transmission or
receipt of this information, which could have a material adverse effect on our
business, operating results, and financial condition.

PRIVACY CONCERNS MAY HAVE AN ADVERSE EFFECT ON OUR BUSINESS AND MAY PREVENT OUR
USE OF COOKIES.

         We post privacy policies concerning the use and disclosure of user
data. Any failure by us to comply with our posted privacy policies, Federal
Trade Commission ("FTC") requirements, or other privacy-related laws and
regulations could result in proceedings by the FTC or others and could
potentially have an adverse effect on our business, results of operations and
financial condition. In this regard, there are a large number of legislative
proposals before the United States Congress and various state legislative bodies
regarding privacy issues that may be related to our business. It is not possible
to predict whether or when such legislation may be adopted, and certain
proposals, if adopted, could materially and adversely affect our business
through a decrease in user registrations, or purchases conducted through our Web
sites and the corresponding revenues.

         Web sites typically place information known as cookies on a user's hard
drive, sometimes without the user's knowledge or consent. Web sites use cookies
for a variety of reasons. This technology enables our subscribers to access our
premium services without entering their password upon each visit to our Web
site. Additionally, it allows us to limit the frequency with which a viewer is
shown a particular advertisement. Any reduction or limitation in the use of
cookies could adversely affect our ability to target advertising effectively.
Commonly used Internet browsers allow users to modify their browser settings to
remove cookies at any time or to prevent cookies from being stored on their hard
drives. In addition, some Internet commentators, privacy advocates, and
governmental bodies have suggested limiting or eliminating the use of cookies.
The use of cookies may become more restrictive in certain non-U.S. markets,
which could impact the rate or success of expansion into those markets.

WE MAY BECOME SUBJECT TO BURDENSOME GOVERNMENT REGULATION AND LEGAL
UNCERTAINTIES.

         The laws governing the Internet in general remain largely unsettled,
even in areas where there has been some legislative action. It may take years to
determine whether and how existing laws, including those governing intellectual
property, privacy, libel and taxation, apply to the Internet generally and to
the electronic distribution of business information in particular. Legislation
could reduce the growth in the use of the Internet generally and decrease the
acceptance of the Internet as a communications and commercial medium, which
could have a material adverse effect on our business, operating results and
financial condition. In addition, the growing popularity and use of the Internet
has burdened the existing telecommunications infrastructure. Many areas with
high Internet usage have begun to experience interruptions in phone service. As
a result, some local telephone carriers have petitioned governmental agencies to
regulate Internet service providers and online service providers in a manner
similar to long-distance telephone carriers and to impose access fees on
Internet service providers and online service providers. If any of these
petitions or the relief that they seek is granted, the costs of communicating on
the Internet could increase substantially, potentially adversely affecting the
growth of the Internet. Further, due to the global nature of the Internet, it is
possible that, although transmissions relating to our services originate in the
State of Texas, governments of other states, the United States or foreign
countries might attempt to regulate our service or levy sales or other taxes on
our activities. In Texas, sales of goods over the Internet are taxed the same as
sales of personal property through traditional channels. As a result, Internet
companies based in Texas, like Hoover's, may be at a competitive disadvantage to
Internet companies based outside of Texas with respect to sales to Texas-based
customers. We cannot assure you that violations of local or other laws will not
be alleged or charged by governmental authorities, that we might not
unintentionally violate these laws or that in the future these laws will not be
modified or new laws enacted. In addition, the passage of the Sarbanes-Oxley Act
of 2002 and other new regulations of corporate governance will increase
operating costs. Any of the above developments could have a material adverse
effect on our business, operating results, and financial condition.

                                       26
<Page>

NEW LAWS AND REGULATIONS AFFECTING CORPORATE GOVERNANCE MAY IMPEDE OUR ABILITY
TO ATTRACT AND RETAIN COMPETENT BOARD MEMBERS, A CHIEF EXECUTIVE OFFICER, AND A
CHIEF FINANCIAL OFFICER.

         On July 30, 2002, President George W. Bush signed into law the
Sarbanes-Oxley Act of 2002. The Act is designed to enhance corporate
responsibility through new corporate governance and disclosure obligations,
increase auditor independence, and toughen penalties for securities fraud. In
addition, the SEC and Nasdaq are considering adopting new rules and regulations
with a similar purpose. This Act and the proposed new rules and regulations will
likely have the effect of increasing the complexity and cost of our company's
corporate governance, which may increase the risk of personal liability for
our Board members, chief executive officer, and chief financial officer. As a
result, it may become more difficult to attract and retain such officials and
may result in the reduction of the number of Board members.

WE MAY NOT BE ABLE TO GENERATE ATTRACTIVE RETURNS ON OUR CASH AND SHORT-TERM
INVESTMENTS.

         As of June 30, 2002, we have $34.0 million of cash, cash equivalents
and short-term investments and are currently generating positive cash flow. With
declining interest rates, we may not be able to generate attractive returns on
our cash and short-term investments, which could negatively affect our
profitability.

ITEM 3.         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

         Cash, cash equivalents, and short-term investments are sensitive to
changes in the general level of U.S. interest rates and general health of the
economy. Due to the nature of our short-term investments, we have concluded that
we do not have material market risk exposure. Our investment policy requires us
to invest funds in excess of current operating requirements in:

            -   obligations of the U.S. government and its agencies;

            -   investment-grade state and local government obligations;

            -   commercial paper and master notes of corporations rated A1 or P1
                by Moody's or the Standard & Poors equivalents;

            -   bonds and auction rate securities of corporations rated A3/A- by
                Moody's or the Standard & Poors equivalents; and/or

            -   money market funds, deposits, or notes issued or guaranteed by
                U.S. and non-U.S. commercial banks meeting certain credit rating
                and net-worth requirements with maturities of less than two
                years.

         At June 30, 2002, our cash and cash equivalents consisted primarily of
demand deposits, money market accounts, commercial paper, and market auction
preferreds issued by large institutions. Our short-term investments were
invested in commercial paper, corporate notes, corporate bonds and medium-term
notes issues by large institutions and U.S. government agencies. Such short-term
investments have an average maturity of less than one year from June 30, 2002. A
1% decrease in market rates would likely reduce our annual interest income by
approximately $300,000, but we do not expect it would materially affect the fair
value of these instruments. Due to the nature of our investments, we have
concluded that we do not have material market risk exposure.

         Hoover's had capital leases and assumed as part of the Powerize.com
acquisition, capital lease and shareholder obligations that resulted in the risk
that interest expense or the fair value of capital lease obligations might be
impacted by changes in market interest rates. However, market risks associated
with these obligations were not significant and these obligations were retired
in the fiscal year ended March 31, 2002.

                                       27
<Page>

         Our operations are based in the United States and, accordingly, the
majority of our transactions were denominated in U.S. Dollars. However, we did
have foreign-based operations where transactions were denominated in foreign
currencies and were subject to market risk with respect to fluctuations in the
relative value of currencies. However, with the closing of our U.K. operations
in September 2001, our translation and most transaction exposure has been
eliminated.

PART II.        OTHER INFORMATION

ITEM 1.         LEGAL PROCEEDINGS

         On November 15, 2001, and as of the date of this filing, a putative
shareholder class action lawsuit was filed against Hoover's, certain of our
current and former officers and directors, and one of the investment banks that
was an underwriter of our July 1999 initial public offering. The lawsuits were
filed in the United States District Court for the Southern District of New York
and purport to be class actions filed on behalf of purchasers of our stock
during the period from July 20, 1999, through December 6, 2000. Plaintiffs
allege that the underwriter defendants agreed to allocate stock in our initial
public offering to certain investors in exchange for excessive and undisclosed
commissions and agreements by those investors to make additional purchases of
stock in the aftermarket at pre-determined prices. Plaintiffs allege that the
Prospectus for our initial public offering was false and misleading in violation
of the securities laws because it did not disclose these arrangements. The
actions seek damages in an unspecified amount. Hoover's and our current and
former officers and directors intend to vigorously defend the actions. The
action is being coordinated with more than 300 other nearly identical actions
filed against other companies.

ITEM 2:         CHANGES IN SECURITIES AND USE OF PROCEEDS

         None.

ITEM 3.         DEFAULTS UPON SENIOR SECURITIES

         None.

ITEM 4.         SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

         None.

ITEM 5.         OTHER INFORMATION

         None.

ITEM 6.         EXHIBITS AND REPORTS ON FORM 8-K

         (a)    Exhibits

                Exhibits to this Form 10-Q have been included only with the
                copy of this Form 10-Q filed with the Securities and Exchange
                Commission. Copies of individual exhibits will be furnished to
                stockholders upon written request to Hoover's and payment of a
                reasonable fee.

<Table>
<Caption>
EXHIBIT NUMBER          DESCRIPTION
--------------          -----------
       <S>              <C>
       10.19            Amendment No. 1 to Employment Agreement between the Company and Russell Secker, dated
                        July 22, 2002.
</Table>

                                       28
<Page>

<Table>
       <S>              <C>
       10.20            Amendment No. 1 to Employment Agreement between the Company and Jeffrey R. Tarr, dated
                        May 13, 2001.

       10.21            Amendment to Hoover's, Inc., Stock Option Agreement dated as of March 30, 2002.

       10.22            Amendment to Hoover's, Inc., Stock Option Agreement dated as of May 13, 2002.

       10.23            Hoover's, Inc., Notice of Grant of Stock Option dated May 13, 2002.

       10.24            Form of  Severance  Agreement  dated  July  22,  2002,  between  the  Company  and Lynn
                        Atchison,  Tom Ballard, Nancy Regent, and Carl Shepherd amending and restating previous
                        Severance Agreements dated May 9, 2001.

       10.25            Severance Agreement dated July 22, 2002, between the Company and Daniel Iannotti amending and
                        restating a previous Severance Agreement dated May 30, 2002.

       10.26            Form of  Severance  Agreements  dated July 22,  2002,  between  the Company and Jeffrey
                        Cross, John Lysinger, Joe McWilliams, and Frank Milano.

       10.27            Distributor  Agreement  effective April 1, 2002,  between the Company and Media General
                        Financial  Services,  Inc.  (Portions of this  Exhibit have been omitted  pursuant to a
                        request for confidential treatment).

       10.28            Fourth Amendment dated June 26, 2002, to Strategic Relationship Agreement between the
                        Company and The FORTUNE Group Services. (Portions of this Exhibit have been omitted
                        pursuant to a request for confidential treatment).
</Table>

         (b)    Reports on Form 8-K

                There were no reports filed by Hoover's on Form 8-K during
the quarter ended June 30, 2002.

                                       29
<Page>

SIGNATURES AND CERTIFICATIONS

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

                                    HOOVER'S, INC

         August 14, 2002                        /s/ Jeffrey R. Tarr
-----------------------------       --------------------------------------------
              Date                                 Jeffrey R. Tarr
                                               CHIEF EXECUTIVE OFFICER
                                                    AND PRESIDENT
                                            (PRINCIPAL EXECUTIVE OFFICER)

         August 14, 2002                         /s/ Lynn Atchison
-----------------------------       --------------------------------------------
              Date                                 Lynn Atchison
                                             SENIOR VICE PRESIDENT AND
                                              CHIEF FINANCIAL OFFICER
                                    (PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)


                                       30