Velti plc (VELT), the leading global provider of mobile marketing and advertising technology and solutions, today announced its financial results for the second quarter ended June 30, 2012.
"The second quarter was excellent for Velti," said Alex Moukas, chief executive officer. "In addition to solid revenue and adjusted EBITDA growth, we achieved positive free and operating cash flow, reduced our comprehensive DSOs, successfully integrated our two recent acquisitions, Air2Web and Mobile Interactive Group (MIG), and signed up significant new customers that will drive Q4 revenue. Despite global macro-economic weakness, the secular growth story of the mobile channel overwhelms any cyclical macro concerns. We experienced healthy growth across our products and geographies, especially in the Americas, Western Europe and Asia.
"Looking forward, we expect our net cash position to trough in Q3 as we deploy working capital ahead of our large Q4 campaigns. We remain highly confident that we will achieve approximately neutral operating cash flow in Q3 and consistent positive free cash flow beginning Q4, while improving comprehensive DSOs throughout the rest of 2012.
"Our ending cash balance for Q2 was $44.7 million, and our net cash position improved by $5.1 million between Q1 and Q2. We are also pleased to report that we have closed a $50 million credit facility with HSBC.
"During the second quarter, we successfully completed the integration of Air2Web and MIG, and are excited both by their performance to date as well as the benefits that they are bringing to our complete solution. In fact, because of MIG's over-performance, we are accelerating the earn-out and we are more quickly assigning the company's outstanding leadership key roles at Velti. We will pay nearly the maximum amount while maintaining the timing of the earn-out payments. In China, we are using our CASEE acquisition as a platform to expand our mobile marketing offering to augment CASEE's mobile advertising business.
"Finally, as part of our integration efforts and our commitment to become free cash flow positive, we are reducing headcount and costs by several million on an annual basis, with the full effect being visible sometime in the fourth quarter."
Q2 2012 Financial Highlights
Cash Flow, Cash Positions and Comprehensive DSOs
Revenue Contribution and Mobile Advertising and Marketing Revenues and Margins
Please see the reconciliation of net income (loss) before non-controlling interest to Adjusted EBITDA later in this release.
Q2 2012 Business Highlights
For additional information related to our second quarter 2012 results, please see the Q2 2012 Earnings Slide Deck available on the Events section of the investor website at http://investors.velti.com/events.cfm.
Business Outlook
Velti is increasing Fiscal Year 2012 revenue and adjusted EBITDA guidance and announcing guidance for the third quarter ending Sept. 30th as follows:
($ in millions) | Quarter Ending September 30th | Fiscal Year Ending December 31st | ||
Low | High | Low | High | |
Revenue | $ 60.0 | $ 64.0 | $ 285.0 | $ 296.0 |
Adjusted EBITDA | $ 8.5 | $ 10.5 | $ 82.0 | $ 88.0 |
The Velti second quarter 2012 teleconference and webcast are scheduled to begin at 5:30 am PT/8:30 am, Eastern Time on Tuesday, August 14, 2012. To participate in the live call, analysts and investors should dial (877) 415-4117 or (708) 290-1138 (International), using conference ID# 15062809. The call will also be broadcast simultaneously at http://investors.velti.com. Following completion of the call, a recorded replay of the webcast will be available for three months on the Events section of the investor website at http://investors.velti.com/events.cfm. To listen to the telephone replay, call toll-free (855) 859-2056 or (404) 537-3406 (International), conference ID# 15062809. The telephone replay will be available from 11:30 AM ET August 14 through 11:59 PM ET August 28, 2012. Additional investor information can be accessed at http://velti.com.
Use of Non-GAAP Measures
This press release includes non-GAAP financial measures such as adjusted EBITDA, adjusted net income and adjusted earnings per share. These non-GAAP financial measures are not a measure of financial performance or liquidity calculated in accordance with accounting principles generally accepted in the U.S., referred to herein as GAAP, and should be viewed as a supplement to, not a substitute for, our results of operations presented on the basis of GAAP. Reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures is detailed in the table below.
Our non-GAAP measures should be read in conjunction with the corresponding GAAP measures. These non-GAAP financial measures have limitations as an analytical tool and you should not consider them in isolation from, or as a substitute for, analysis of our results as reported in accordance with GAAP.
We define adjusted net income (loss) by excluding foreign exchange gains or losses, share-based compensation expense, non-recurring and acquisition related expenses, deferrals of net profits of our equity method investments related to transactions with us, and acquisition-related depreciation and amortization.
We define adjusted EBITDA by excluding from adjusted net income (loss), gains or losses from our equity method investments, the remaining depreciation and amortization, the provision for income taxes, net interest expense, and other income and expense.
Adjusted net income (loss) and adjusted EBITDA are not necessarily comparable to similarly-titled measures reported by other companies.
Adjusted income (loss) per share is adjusted net income (loss) divided by diluted shares outstanding.
We believe these non-GAAP financial measures are useful to management, investors and other users of our financial statements in evaluating our operating performance because these financial measures are additional tools to compare business performance across companies and across periods. We believe that:
We use these non-GAAP financial measures:
Note to Financial Statements
The financial information in this announcement does not constitute statutory financial statements as defined in Article 102 of the Companies (Jersey) Law 1991. Copies of our annual report and financial statements will be available at our registered office: First Floor, 28-32 Pembroke Street Upper, Dublin 2, Republic of Ireland or can be downloaded at the Company's website at www.velti.com.
Forward-Looking Statements
"Safe harbor" statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements including statements regarding fiscal year end and third quarter 2012 financial growth, expected net cash and our ability to achieve, maintain and sustain positive operating cash flow and positive free cash flow and improve our comprehensive DSOs, expected growth in the mobile industry, and our continued expansion as the leading global provider of integrated, comprehensive mobile marketing and advertising technology and the adoption of our SaaS platform. The achievement or success of the matters covered by such forward-looking statements involve risks, uncertainties and assumptions, and if any such risks or uncertainties materialize or if any of the assumptions prove incorrect, the company's results could differ materially from the results expressed or implied by the forward-looking statements we make. These risks and uncertainties include - but are not limited to - risks associated with our ability to manage our cash position, continue to expand as the leading global provider of integrated, comprehensive mobile marketing and advertising technology, expand our customer base, achieve the benefits of our acquisitions, keep pace with technological and market developments and remain competitive against potential new entrants into our markets. Further information on these and other factors that could affect the company's results is included in our Annual Report on Form 20-F and our current reports on Form 6-K filed with the Securities and Exchange Commission and in other filings we may make with the Securities and Exchange Commission from time to time.
Velti assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
About Velti
Velti is a leading global provider of mobile marketing and advertising technology and solutions that enable brands, advertising agencies, mobile operators and media to implement highly targeted, interactive and measurable campaigns by communicating with and engaging consumers via their mobile devices. The Velti platform, called Velti mGage(TM), allows customers to use mobile and traditional media to reach targeted consumers, engage the consumer through the mobile Internet and applications, convert them into customers and continue to actively manage the relationship through the mobile channel. Velti is a publicly-held corporation based in Jersey, and trades on the NASDAQ Global Select Market under the symbol VELT. For more information, visit www.velti.com.
The Velti logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7438
For the Three Months Ended June 30, |
For the Six Months Ended June 30, |
|||||||
2012 | 2011 | 2012 | 2011 | |||||
Reconciliation to adjusted EBITDA: | (in thousands except per share amounts) | |||||||
Net loss before non-controlling interest | $ (17,721) | $ (25,125) | $ (26,560) | $ (41,048) | ||||
Adjustments: | ||||||||
Foreign exchange gains | 2,449 | 2,181 | 1,074 | 1,803 | ||||
Non-cash share based compensation(1) | 7,344 | 13,291 | 15,952 | 19,853 | ||||
Non-recurring and acquisition-related (income) expenses(2) | 3,833 | 6,995 | 1,532 | 9,277 | ||||
Loss (gain) from equity method investments(3) | 569 | (169) | 702 | 1,289 | ||||
Depreciation and amortization - acquisition related | 2,587 | 797 | 5,224 | 1,592 | ||||
Adjusted net loss | $ (939) | $ (2,030) | $ (2,076) | $ (7,234) | ||||
Loss (gain) from equity method investments - other | 216 | (151) | 454 | (644) | ||||
Depreciation and amortization - other | 5,435 | 3,311 | 10,067 | 6,270 | ||||
Income tax expense | 862 | 721 | 1,140 | 2,958 | ||||
Interest expense, net | 416 | 1,398 | 1,159 | 3,102 | ||||
Other (income) expense | 187 | (162) | 41 | (86) | ||||
Adjusted EBITDA | $ 6,177 | $ 3,087 | $ 10,785 | $ 4,366 | ||||
Adjusted net loss per share - basic | $ (0.01) | $ (0.04) | $ (0.03) | $ (0.14) | ||||
Adjusted net loss per share - diluted | $ (0.01) | $ (0.04) | $ (0.03) | $ (0.14) | ||||
Basic shares | 63,916 | 53,047 | 62,866 | 50,073 | ||||
Diluted shares | 63,916 | 53,047 | 62,866 | 50,073 | ||||
(1) In the quarter ended March 31, 2012, certain share awards with vesting terms of one year or less were granted to employees and directors, resulting in additional compensation expense of approximately $4.0 million in the first quarter and $1.3 million in the second quarter of 2012. This quarter also includes accruals for annual bonuses to be paid in stock. In March 2011, certain performance based deferred share awards granted to employees in 2009 were approved for vesting. The performance metrics of these awards were set at the time of grant based on then current projections of company performance under IFRS for 2009 and 2010. These metrics did not contemplate our conversion to US GAAP, the impact of acquisitions completed during 2009 and 2010, or the impact on our results of preparing for and completing our US public offering. Due to the judgment required to reconcile actual company performance with the original metrics, it was determined that any vesting would be required to be treated as a modification under the guidance in ASC 718. This required the fair value of the awards to be remeasured on the vesting approval date, with the incremental fair value charged to expense over the remaining vesting period. As a result, we recognized additional compensation expense of approximately $7.2 million and $10.5 million for the three and six months ended March 31, 2011. Share based expenses were included in the condensed consolidated statements of operations for the three months ended June 30, 2012 and 2011 as follows: | ||||||||
For the Three Months Ended June 30, |
For the Six Months Ended June 30, |
|||||||
2012 | 2011 | 2012 | 2011 | |||||
(in thousands) | ||||||||
Datacenter and direct project | $ 778 | $ 1,751 | $ 1,750 | $ 2,379 | ||||
General and administrative | 3,113 | 5,632 | 6,773 | 8,876 | ||||
Sales and marketing | 2,117 | 4,019 | 4,509 | 5,895 | ||||
Research and development | 1,336 | 1,889 | 2,920 | 2,703 | ||||
$ 7,344 | $ 13,291 | $ 15,952 | $ 19,853 | |||||
(2) Non-recurring and acquisition-related expenses in 2012 resulted from re-measurement of contingent consideration for our Mobile Interactive Group acquisition, and for acquisition related expenses for completed acquisitions. These expenses were offset by a first quarter gain on re-measurement of our pre-acquisition ownership interest in CASEE to fair value, Non-recurring and acquisition-related expenses in 2011 included acquisition related expenses related to our acquisition of Mobclix, interest expense to recognize the remaining discount upon repayment of certain loan facilities, interest expense related to a lender fee in connection with our IPO, and other non-recurring items offset by the reversal of a one-time tax liability related to pre-IPO performance share awards that were released to employees in 2010. | ||||||||
(3) Loss from equity method investments represents deferral of our equity investments' net profits related to transactions with Velti. In the three months ended June 30, 2012 it also includes the recognition of a one-time expense for impairment of the value of one joint venture investment. |
Velti plc | ||||
Condensed Consolidated Statements of Operations | ||||
(in thousands, except per share amounts) | ||||
(unaudited) | ||||
For the Three Months Ended June 30, |
For the Six Months Ended June 30, |
|||
2012 | 2011 | 2012 | 2011 | |
Revenue: | ||||
Software as a service (SaaS) revenue | $ 48,946 | $ 27,550 | $ 95,714 | $ 50,829 |
License and software revenue | 2,898 | 4,077 | 4,403 | 6,868 |
Managed services revenue | 6,847 | 2,731 | 10,367 | 6,211 |
Total revenue | 58,691 | 34,358 | 110,484 | 63,908 |
Cost and expenses: | ||||
Third-party costs | 20,979 | 10,717 | 37,841 | 21,350 |
Datacenter and direct project costs | 7,585 | 5,140 | 15,477 | 8,091 |
General and administrative expenses | 16,140 | 14,409 | 31,272 | 23,877 |
Sales and marketing expenses | 12,520 | 11,586 | 25,273 | 19,579 |
Research and development expenses | 4,336 | 3,563 | 9,020 | 6,393 |
Acquisition related charges | 2,131 | 6,142 | 4,328 | 7,603 |
Depreciation and amortization | 8,022 | 4,108 | 15,291 | 7,862 |
Total cost and expenses | 71,713 | 55,665 | 138,502 | 94,755 |
Loss from operations | (13,022) | (21,307) | (28,018) | (30,847) |
Interest expense, net | (416) | (1,398) | (1,159) | (4,881) |
Loss from foreign currency transactions | (2,449) | (2,181) | (1,074) | (1,803) |
Other income (expense) | (187) | 162 | 5,987 | 86 |
Gain (loss) before income taxes, equity method investments and non-controlling interest | (16,074) | (24,724) | (24,264) | (37,445) |
Income tax expense | (862) | (721) | (1,140) | (2,958) |
Net gain (loss) from equity method investments | (785) | 320 | (1,156) | (645) |
Net loss | (17,721) | (25,125) | (26,560) | (41,048) |
Net loss attributable to non-controlling interest | (22) | (49) | (43) | (100) |
Net loss attributable to Velti | $ (17,699) | $ (25,076) | $ (26,517) | $ (40,948) |
Net loss attributable to Velti per share: | ||||
Basic | $ (0.28) | $ (0.47) | $ (0.42) | $ (0.82) |
Diluted | $ (0.28) | $ (0.47) | $ (0.42) | $ (0.82) |
Weighted average number of shares outstanding for use in computing per share amounts: | ||||
Basic | 63,916 | 53,047 | 62,866 | 50,073 |
Diluted | 63,916 | 53,047 | 62,866 | 50,073 |
Velti plc | ||
Condensed Consolidated Balance Sheets | ||
(in thousands, except share and per share amounts) | ||
(unaudited) | ||
June 30, | December 31, | |
2012 | 2011 | |
ASSETS | ||
Current assets: | ||
Cash and cash equivalents | $ 44,699 | $ 75,765 |
Trade receivables (including related party receivables of $1.4 million and $0.5 million as of June 30, 2012 and December 31, 2011, respectively), net of allowance for doubtful accounts | 108,104 | 70,968 |
Accrued contract receivables (including related party receivables of $1.8 million and $3.3 million as of June 30, 2012 and December 31, 2011, respectively) | 75,089 | 98,203 |
Prepayments | 18,786 | 22,664 |
Other receivables and current assets (including related party receivables of $6.3 million and $5.5 million as of June 30, 2012 and December 31, 2011, respectively) | 53,820 | 49,726 |
Total current assets | 300,498 | 317,326 |
Non-current assets: | ||
Property and equipment, net | 12,192 | 5,922 |
Intangible assets, net | 102,852 | 91,192 |
Equity investments | 281 | 2,270 |
Goodwill | 71,511 | 52,956 |
Other assets | 11,834 | 11,865 |
Total non-current assets | 198,670 | 164,205 |
Total assets | $ 499,168 | $ 481,531 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Current liabilities: | ||
Accounts payable | $ 40,146 | $ 41,565 |
Accrued liabilities | 78,321 | 49,621 |
Deferred revenue and current portion of deferred government grant | 8,613 | 6,217 |
Current portion of acquisition related liabilities | 30,536 | 26,900 |
Current portion of long-term debt and short-term financings | 8,264 | 2,881 |
Income tax liabilities | 7,911 | 9,883 |
Total current liabilities | 173,791 | 137,067 |
Non-current liabilities: | ||
Long-term debt | 4 | 6,859 |
Deferred government grant - non-current | 2,317 | 3,162 |
Acquisition related liabilities - non-current | 2,219 | 18,772 |
Other non-current liabilities | 19,790 | 18,180 |
Total liabilities | 198,121 | 184,040 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Share capital, nominal value [Pounds]0.05, 100,000,000 ordinary shares authorized; 64,758,351 and 61,790,985 shares issued and outstanding as of June 30, 2012 and December 31, 2011, respectively | 5,385 | 5,148 |
Additional paid-in capital | 383,985 | 346,031 |
Accumulated deficit | (61,243) | (34,726) |
Accumulated other comprehensive (loss) | (27,132) | (19,046) |
Total Velti shareholders' equity | 300,995 | 297,407 |
Non-controlling interests | 52 | 84 |
Total equity | 301,047 | 297,491 |
Total liabilities and shareholders' equity | $ 499,168 | $ 481,531 |
Velti plc | ||||
Condensed Consolidated Statements of Cash Flows | ||||
(in thousands) | ||||
(unaudited) | ||||
Three Months Ended June 30, |
Six Months Ended June 30, |
|||
2012 | 2011 | 2012 | 2011 | |
Cash flows from operating activities: | ||||
Net loss | $ (17,721) | $ (25,125) | $ (26,560) | $ (41,048) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization | 8,022 | 4,108 | 15,291 | 7,862 |
Change in fair value of contingent consideration | 1,661 | 6,142 | 3,858 | 7,316 |
Non-cash interest expense | 160 | 243 | 609 | 1,664 |
Share-based compensation | 6,762 | 13,291 | 15,370 | 19,853 |
Deferred income taxes and other tax liabilities | (977) | (246) | (977) | 1,850 |
Undistributed loss of equity method investments | 796 | (320) | 1,167 | 645 |
Foreign currency transactions loss | 2,449 | 2,181 | 1,074 | 1,803 |
Provision for doubtful accounts | 611 | 40 | 941 | 444 |
Gain on previously held shares in CASEE | -- | -- | (6,028) | -- |
Change in operating assets and liabilities: | ||||
Trade receivables and accrued contract receivables | (3,031) | 10,845 | (20,415) | 11,618 |
Prepayments and other current assets | 4,005 | (16,624) | (4,566) | (25,219) |
Other assets | (155) | 1,192 | (451) | 5,301 |
Accounts payable and other accrued liabilities | 19,354 | (6,541) | 26,243 | (25,109) |
Deferred revenue and government grant income | 3,027 | 549 | 3,538 | 2,282 |
Net cash generated by (used in) operating activities | 24,963 | (10,265) | 9,094 | (30,738) |
Cash flow from investing activities: | ||||
Purchase of property and equipment | (2,061) | (471) | (7,789) | (783) |
Investments in software development and purchased software | (13,866) | (8,153) | (23,142) | (15,520) |
Investment in subsidiaries and equity method investments, net of cash acquired | (2,563) | -- | (9,507) | (9,268) |
Net cash used in investing activities | (18,490) | (8,624) | (40,438) | (25,571) |
Cash flow from financing activities: | ||||
Net proceeds from issuance of ordinary shares | 55 | 114,124 | 760 | 248,316 |
Proceeds from borrowings and debt financing | -- | -- | 2 | 917 |
Repayment of borrowings | (703) | (8,006) | (1,492) | (53,160) |
Net cash generated from (used in) financing activities | (648) | 106,118 | (730) | 196,073 |
Effect of changes in foreign exchange rates | (2,077) | 78 | 1,008 | 2,322 |
Net increase (decrease) in cash and cash equivalents | 3,748 | 87,307 | (31,066) | 142,086 |
Cash and cash equivalents at beginning of period | 40,951 | 72,133 | 75,765 | 17,354 |
Cash and cash equivalents at end of period | $ 44,699 | $ 159,440 | $ 44,699 | $ 159,440 |
Supplemental cash flow information: | ||||
Interest paid | $ 267 | $ 5,567 | $ 685 | $ 5,985 |
Income taxes paid | $ 644 | $ (329) | $ 964 | $ 378 |
Non-cash investing and financing activities: | ||||
Proceeds receivable from stock offering | $ -- | $ 21,359 | $ -- | $ 21,359 |
Issuance of shares in connection with business combination | $ 21,918 | $ -- | $ 21,918 | $ -- |
The accompanying notes are an integral part of these condensed consolidated financial statements. |
Velti plc Wilson W. Cheung Chief Financial Officer This email address is being protected from spambots. You need JavaScript enabled to view it. Leslie Green Investor Relations This email address is being protected from spambots. You need JavaScript enabled to view it.