Revenue Increases 26 Percent; Adjusted-EBITDA Increases 35 Percent Year-over-Year
"We delivered another strong quarter of financial results, while further
integrating our core businesses to enhance the long-term growth profile
of the Company," said
Financial highlights from the quarter include:
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1 Adjusted-EBITDA is defined as GAAP (Generally Accepted Accounting Principles) income from continuing operations before interest, income taxes, depreciation, amortization, stock-based compensation, and acquisition-related costs. Please see the attached schedule for a reconciliation of GAAP net income to adjusted-EBITDA, and a discussion of why the Company believes adjusted-EBITDA is a useful financial measure to investors and how Company management uses this financial measure.
2 Non-GAAP net income is defined as GAAP income from continuing operations before the impact of stock-based compensation and amortization of intangible assets. Please see the attached schedule for a reconciliation of GAAP income from continuing operations to non-GAAP diluted net income per common share.
The following table compares the Company's previously-issued third quarter guidance for revenue, Adjusted-EBITDA and non-GAAP diluted net income per common share to the pro forma results if Search123 was not treated as a discontinued operation for the quarter.
| Q3 2012 (in millions, except per share data): |
Reported/
Continuing Operations |
Search123/
Discontinued Operations |
Pro Forma Combined | Previously-Issued Guidance | ||||
| Revenue |
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| Adjusted-EBITDA |
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| Non-GAAP diluted net income per common share |
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Share Repurchase Update
During the third quarter,
Search123 Divestiture
On
In accordance with applicable accounting standards,
Business Outlook
Today,
| Q4 Guidance | ||
| Revenue |
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| Adjusted-EBITDA |
|
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| Mid-Point Adjusted-EBITDA Margin |
34.8% |
|
| Non-GAAP diluted net income per common share |
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| Impact of stock-based compensation and amortization of intangibles, net of tax |
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| GAAP diluted net income per common share |
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The consolidated revenue guidance ranges are based on the following segment-level assumptions for revenue growth rates expressed as a percentage change from fourth quarter 2011 reported revenue levels:
| ■ | Affiliate Marketing: | Up high single-digits | |||
| ■ | Media: | Up low twenties | |||
| ■ | Owned & Operated: | Down mid single-digits | |||
Fourth quarter 2012 guidance assumes: stock-based compensation of
Conference Call Today at
Company management will present an overview of the results and other
factors affecting
About
This release contains forward-looking statements that involve risks
and uncertainties, including, but not limited to, the risk that market
demand for on-line advertising in general, and performance based on-line
advertising in particular, will not grow as rapidly as predicted, the
risk that legislation and governmental regulation could negatively
impact the Company's performance, the effects of recent acquisitions on
The Business Outlook contained in this release is based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not include the potential impact of any mergers, acquisitions or other business combinations that may be completed after the date of this release. Actual stock-based compensation may differ from these estimates based on the timing and amount of stock awards granted, the assumptions used in stock award valuation and other factors. Actual income tax expense may differ from these estimates based on tax planning, changes in tax accounting rules and laws, and other factors.
|
CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) |
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|
December 31, | |||||
| 2012 | 2011 | |||||
| (Unaudited) | ||||||
| ASSETS | ||||||
| Current Assets: | ||||||
| Cash and cash equivalents | $ | 120,236 | $ | 116,676 | ||
| Accounts receivable, net | 124,387 | 129,076 | ||||
| Other current assets | 36,670 | 25,181 | ||||
| Total current assets | 281,293 | 270,933 | ||||
| Note receivable, less current portion | 28,188 | 29,700 | ||||
| Property and equipment, net | 28,482 | 19,952 | ||||
| Goodwill | 434,204 | 437,033 | ||||
| Intangible assets, net | 88,227 | 114,007 | ||||
| Other assets | 13,888 | 9,086 | ||||
| TOTAL ASSETS | $ | 874,282 | $ | 880,711 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
| Borrowings under credit facility, current | $ | 10,000 | $ | 10,000 | ||
| Other current liabilities | 120,947 | 125,616 | ||||
| Borrowings under credit facility, less current portion | 165,000 | 157,500 | ||||
| Other non-current liabilities | 30,100 | 24,202 | ||||
| Total liabilities | 326,047 | 317,318 | ||||
| Total stockholders' equity | 548,235 | 563,393 | ||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 874,282 | $ | 880,711 | ||
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) |
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| Three-month Period | Nine-month Period | |||||||||||||
|
Ended |
Ended September 30, | |||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||
| Revenue | $ | 160,884 | $ | 127,916 | $ | 461,301 | $ | 353,316 | ||||||
| Cost of revenue | 63,143 | 54,399 | 178,205 | 152,046 | ||||||||||
| Gross profit | 97,741 | 73,517 | 283,096 | 201,270 | ||||||||||
| Operating expenses: | ||||||||||||||
| Sales and marketing (Note 1) | 21,088 | 16,534 | 62,664 | 42,974 | ||||||||||
| General and administrative (Note 1) | 20,177 | 14,834 | 59,268 | 40,346 | ||||||||||
| Technology (Note 1) | 16,457 | 12,592 | 49,424 | 33,509 | ||||||||||
|
Amortization of intangible assets acquired in
business combinations |
5,782 | 4,222 | 18,427 | 10,319 | ||||||||||
| Total operating expenses | 63,504 | 48,182 | 189,783 | 127,148 | ||||||||||
| Income from operations | 34,237 | 25,335 | 93,313 | 74,122 | ||||||||||
| Interest and other income, net | 193 | 2,167 | 1,919 | 3,232 | ||||||||||
| Income before income taxes | 34,430 | 27,502 | 95,232 | 77,354 | ||||||||||
| Income tax expense (benefit) | 13,526 | (8,546 | ) | 35,429 | 11,186 | |||||||||
| Income from continuing operations | 20,904 | 36,048 | 59,803 | 66,168 | ||||||||||
| Income from discontinued operations, net of tax | 1,646 | 1,862 | 4,654 | 5,585 | ||||||||||
| Gain on sale, net of tax | 980 | — | 980 | — | ||||||||||
| Net income | $ | 23,530 | $ | 37,910 | $ | 65,437 | $ | 71,753 | ||||||
|
Basic income from continuing operations
per common share |
$ | 0.28 | $ | 0.45 | $ | 0.77 | $ | 0.83 | ||||||
|
Diluted income from continuing operations
per common share |
$ | 0.27 | $ | 0.44 | $ | 0.75 | $ | 0.82 | ||||||
| Basic net income per common share | $ | 0.31 | $ | 0.47 | $ | 0.84 | $ | 0.90 | ||||||
| Diluted net income per common share | $ | 0.31 | $ | 0.47 | $ | 0.82 | $ | 0.89 | ||||||
|
Weighted-average shares used to compute basic
net income per common share |
75,130 | 80,112 | 78,052 | 79,924 | ||||||||||
|
Weighted-average shares used to compute diluted
net income per common share |
76,513 | 81,277 | 79,640 | 80,992 | ||||||||||
| Note 1 - Includes stock-based compensation as follows: | ||||||||||||||
| Three-month Period | Nine-month Period | |||||||||||||
|
Ended |
Ended September 30, | |||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||
| Sales and marketing | $ | 1,283 | $ | 826 | $ | 3,879 | $ | 1,645 | ||||||
| General and administrative | 2,904 | 2,077 | 9,150 | 5,166 | ||||||||||
| Technology | 1,369 | 812 | 4,361 | 1,435 | ||||||||||
| Total stock-based compensation | $ | 5,556 | $ | 3,715 | $ | 17,390 | $ | 8,246 | ||||||
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RECONCILIATION OF INCOME FROM CONTINUING OPERATIONS (In thousands) |
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| Three-month Period | Nine-month Period | ||||||||||||||
|
Ended |
Ended September 30, | ||||||||||||||
| 2012 | 2011 | 2012 | 2011 | ||||||||||||
| (Unaudited) | (Unaudited) | ||||||||||||||
| Income from continuing operations | $ | 20,904 | $ | 36,048 | $ | 59,803 | $ | 66,168 | |||||||
| Interest and other income, net | (193 | ) | (2,167 | ) | (1,919 | ) | (3,232 | ) | |||||||
| Income tax expense (benefit) | 13,526 | (8,546 | ) | 35,429 | 11,186 | ||||||||||
|
Amortization of acquired intangible assets included in
cost of revenue |
2,519 | 2,197 | 7,504 | 7,135 | |||||||||||
|
Amortization of acquired intangible assets included in
operating expenses |
5,782 | 4,222 | 18,427 | 10,319 | |||||||||||
| Depreciation and leasehold amortization | 3,090 | 2,015 | 8,491 | 5,459 | |||||||||||
| Stock-based compensation | 5,556 | 3,715 | 17,390 | 8,246 | |||||||||||
| Acquisition-related costs | — | 412 | — | 412 | |||||||||||
| Adjusted-EBITDA | $ | 51,184 | $ | 37,896 | $ | 145,125 | $ | 105,693 | |||||||
Note 1 - "Adjusted-EBITDA" (GAAP income from continuing operations before interest, income taxes, depreciation, amortization, stock-based compensation, and acquisition-related costs) included in this press release is a non-GAAP financial measure.
Adjusted-EBITDA, as defined above, may not be similar to adjusted-EBITDA measures used by other companies and is not a measurement under GAAP. Management believes that adjusted-EBITDA provides useful information to investors about the Company's performance because it eliminates the effects of period-to-period changes in income from interest on the Company's cash and cash equivalents, note receivable and borrowings, and the costs associated with income tax expense, capital investments, and stock-based compensation which are not directly attributable to the underlying performance of the Company's business operations. Management uses adjusted-EBITDA in evaluating the overall performance of the Company's business operations.
Though management finds adjusted-EBITDA useful for evaluating aspects of the Company's business, its reliance on this measure is limited because excluded items often have a material effect on the Company's earnings and earnings per common share calculated in accordance with GAAP. Therefore, management uses adjusted-EBITDA in conjunction with GAAP earnings and earnings per common share measures. The Company believes that adjusted-EBITDA provides investors with an additional tool for evaluating the Company's core performance, which management uses in its own evaluation of overall performance, and a baseline for assessing the future earnings potential of the Company. While the GAAP results are more complete, the Company prefers to allow investors to have this supplemental metric since, with a reconciliation to GAAP, it may provide greater insight into the Company's financial results.
|
RECONCILIATION OF GAAP INCOME FROM CONTINUING OPERATIONS TO NON-GAAP DILUTED NET INCOME PER COMMON SHARE (Note 1) (In thousands) |
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| Three-month Period | Nine-month Period | ||||||||||||||
|
Ended |
Ended September 30, | ||||||||||||||
| 2012 | 2011 | 2012 | 2011 | ||||||||||||
| (Unaudited) | (Unaudited) | ||||||||||||||
| Income from continuing operations | $ | 20,904 | $ | 36,048 | $ | 59,803 | $ | 66,168 | |||||||
| Stock-based compensation | 5,556 | 3,715 | 17,390 | 8,246 | |||||||||||
|
Amortization of acquired intangible assets included in
cost of revenue |
2,519 | 2,197 | 7,504 | 7,135 | |||||||||||
|
Amortization of acquired intangible assets included in
operating expenses |
5,782 | 4,222 | 18,427 | 10,319 | |||||||||||
| Tax impact of above items | (5,196 | ) | (3,609 | ) | (15,461 | ) | (9,684 | ) | |||||||
| Non-GAAP net income | $ | 29,565 | $ | 42,573 | $ | 87,663 | $ | 82,184 | |||||||
| Non-GAAP diluted net income per common share | $ | 0.39 | $ | 0.52 | $ | 1.10 | $ | 1.01 | |||||||
|
Weighted-average shares used to compute non-GAAP
diluted net income per common share |
76,513 | 81,277 | 79,640 | 80,992 | |||||||||||
Note 1 - "Non-GAAP diluted net income per common share" (GAAP diluted income from continuing operations per common share before the impact of stock-based compensation and amortization of intangibles) included in this press release is a non-GAAP financial measure.
Non-GAAP diluted net income per common share, as defined above, may not be similar to non-GAAP diluted net income per common share measures used by other companies and is not a measurement under GAAP. Management believes that non-GAAP diluted net income per common share provides useful information to investors about the Company's performance because it eliminates the effects of items which are not directly attributable to the underlying performance of the Company's business operations. Management uses non-GAAP diluted net income per common share in evaluating the overall performance of the Company's business operations.
Though management finds non-GAAP diluted net income per common share useful for evaluating aspects of the Company's business, its reliance on this measure is limited because excluded items often have a material effect on the Company's earnings and earnings per common share calculated in accordance with GAAP. Therefore, management uses non-GAAP diluted net income per common share in conjunction with GAAP earnings and earnings per common share measures. The Company believes that non-GAAP diluted net income per common share provides investors with an additional tool for evaluating the Company's core performance, which management uses in its own evaluation of overall performance, and a baseline for assessing the future earnings potential of the Company. While the GAAP results are more complete, the Company prefers to allow investors to have this supplemental metric since, with a reconciliation to GAAP, it may provide greater insight into the Company's financial results.
|
SEGMENT OPERATING RESULTS (In thousands) |
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| Three-month Period | Nine-month Period | ||||||||||||||
|
Ended |
Ended September 30, | ||||||||||||||
| 2012 | 2011 | 2012 | 2011 | ||||||||||||
| (Unaudited) | (Unaudited) | ||||||||||||||
| Affiliate Marketing: | |||||||||||||||
| Revenue | $ | 34,871 | $ | 32,525 | $ | 105,583 | $ | 99,615 | |||||||
| Cost of revenue | 4,514 | 4,260 | 12,890 | 12,898 | |||||||||||
| Gross profit | 30,357 | 28,265 | 92,693 | 86,717 | |||||||||||
| Operating expenses | 10,014 | 9,457 | 29,718 | 28,304 | |||||||||||
| Segment income from operations | $ | 20,343 | $ | 18,808 | $ | 62,975 | $ | 58,413 | |||||||
| Media: | |||||||||||||||
| Revenue | $ | 96,104 | $ | 63,062 | $ | 267,941 | $ | 159,295 | |||||||
| Cost of revenue | 38,735 | 27,052 | 106,226 | 71,534 | |||||||||||
| Gross profit | 57,369 | 36,010 | 161,715 | 87,761 | |||||||||||
| Operating expenses | 29,722 | 19,109 | 86,543 | 45,145 | |||||||||||
| Segment income from operations | $ | 27,647 | $ | 16,901 | $ | 75,172 | $ | 42,616 | |||||||
| Owned & Operated Websites: | |||||||||||||||
| Revenue | $ | 29,973 | $ | 32,388 | $ | 88,049 | $ | 94,716 | |||||||
| Cost of revenue | 17,408 | 20,917 | 51,711 | 60,680 | |||||||||||
| Gross profit | 12,565 | 11,471 | 36,338 | 34,036 | |||||||||||
| Operating expenses | 5,451 | 5,420 | 17,072 | 16,298 | |||||||||||
| Segment income from operations | $ | 7,114 | $ | 6,051 | $ | 19,266 | $ | 17,738 | |||||||
|
Reconciliation of segment income from operations to
consolidated income from operations: |
|||||||||||||||
| Total segment income from operations | $ | 55,104 | $ | 41,760 | $ | 157,413 | $ | 118,767 | |||||||
| Corporate expenses | (7,010 | ) | (6,291 | ) | (20,779 | ) | (18,945 | ) | |||||||
| Stock-based compensation | (5,556 | ) | (3,715 | ) | (17,390 | ) | (8,246 | ) | |||||||
|
Amortization of acquired intangible assets included in
cost of revenue |
(2,519 | ) | (2,197 | ) | (7,504 | ) | (7,135 | ) | |||||||
|
Amortization of acquired intangible assets included in
operating expenses |
(5,782 | ) | (4,222 | ) | (18,427 | ) | (10,319 | ) | |||||||
| Consolidated income from operations | $ | 34,237 | $ | 25,335 | $ | 93,313 | $ | 74,122 | |||||||
| Reconciliation of segment revenue to consolidated revenue: | |||||||||||||||
| Affiliate Marketing | $ | 34,871 | $ | 32,525 | $ | 105,583 | $ | 99,615 | |||||||
| Media | 96,104 | 63,062 | 267,941 | 159,295 | |||||||||||
| Owned & Operated Websites | 29,973 | 32,388 | 88,049 | 94,716 | |||||||||||
| Inter-segment eliminations | (64 | ) | (59 | ) | (272 | ) | (310 | ) | |||||||
| Consolidated revenue | $ | 160,884 | $ | 127,916 | $ | 461,301 | $ | 353,316 | |||||||
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