-- Content & Media Revenues Grow to 29% of Consolidated Revenues -- Consolidated Operating Income Increases 7% Year-Over-Year -- 20th Consecutive Quarter of Record Consolidated Adjusted OIBDA
WOODLAND HILLS, Calif., Aug. 3, 2006 (PRIMEZONE) -- United Online, Inc. (Nasdaq:UNTD), a leading provider of consumer Internet and media services, today reported financial results for its second quarter ended June 30, 2006.
"Our continued diversification into Content & Media services drove United Online's strong second-quarter results and helped us deliver our 20th consecutive quarter of record adjusted OIBDA," said Mark R. Goldston, chairman and chief executive officer of United Online. "This diversification strategy resulted in 29% revenue contribution from our Content & Media segment in the second quarter, up from 17% in the year-ago quarter. At the same time, we have been successful in managing our Communications segment primarily for adjusted OIBDA contribution."
Second-Quarter 2006 Consolidated Results:
-- Total revenues were a record $134.9 million, an increase of 3% versus $131.5 million in the year-ago quarter. -- Operating income was a record $22.3 million, or 16.5% of revenues, an increase of 7% versus $20.9 million, or 15.9% of revenues, in the year-ago quarter. -- Adjusted operating income before depreciation and amortization (OIBDA)(1) increased 14% to a record $38.0 million, or 28.2% of revenues, versus $33.2 million, or 25.3% of revenues, in the year- ago quarter. -- Pay accounts(2) decreased by 97,000 during the quarter to 5.0 million, and active accounts(2) totaled 20.7 million at June 30, 2006. -- Net income increased 9% to $11.6 million (including $4.7 million of stock-based compensation, net of tax, recorded under FAS 123R). Net income for the quarter includes a tax charge of $1.3 million related to the re-measurement of certain deferred tax assets. Excluding this charge, net income for the quarter was $12.9 million, or $0.20 per share. In the year-ago quarter, net income was $10.7 million (including $2.4 million of stock-based compensation, net of tax, recorded under the intrinsic value method). On a per share basis, net income was $0.18, an increase of 6% versus $0.17 in the year-ago quarter. -- Adjusted net income(3) was a record $20.4 million, an increase of 15%, versus $17.7 million for the year-ago quarter. On a per share basis, adjusted net income for the quarter was a record $0.30 per share, an increase of 11%, versus $0.27 per share for the year-ago quarter. Adjusted net income is calculated in a manner consistent with the consensus estimate as reported by First Call.
"We are pleased with the progress we have made in building our Content & Media business and with the adjusted OIBDA generated by our Communications business," said Charles S. Hilliard, president and chief financial officer of United Online. "Based on our strong second-quarter results as well as our continued ability to manage costs, we are raising our 2006 consolidated adjusted OIBDA guidance."
Second Quarter 2006 Segment Results:
Communications: Internet access, email and VoIP
-- Communications revenues were $96.2 million, or 71.3% of consolidated revenues, versus $109.5 million, or 83.3% of consolidated revenues, in the year-ago quarter. -- Communications adjusted OIBDA(1) was $35.6 million, or 37.0% of Communications revenues, versus $37.3 million, or 34.1% of Communications revenues, in the year-ago quarter. -- Communications pay accounts decreased by 186,000 during the quarter to 2.9 million, or 57.8% of consolidated pay accounts.
Content & Media: Social networking, online loyalty marketing, Web hosting and photo sharing
-- Content & Media revenues grew 76% to $38.7 million, or 28.7% of consolidated revenues, versus $22.0 million, or 16.7% of consolidated revenues, in the year-ago quarter. -- Content & Media adjusted OIBDA(1) was $7.4 million, or 19.0% of Content & Media revenues, versus $0.1 million, or 0.2% of Content & Media revenues, in the year-ago quarter. -- Content & Media pay accounts increased by 89,000 during the quarter to 2.1 million, or 42.2% of consolidated pay accounts.
Other:
-- Other reconciling items (unallocated corporate expenses) to arrive at consolidated adjusted OIBDA were ($4.9) million compared to ($4.1) million in the year-ago quarter.
Additional Highlights:
-- On April 10, 2006, the company acquired MyPoints.com, a leading provider of online loyalty marketing solutions, for approximately $56.0 million in cash. -- Cash balances at June 30, 2006 were $150.2 million, including cash, cash equivalents and short-term investments. -- Cash flows from operations were $38.6 million, versus $40.7 million for the year-ago quarter. In connection with the adoption of FAS 123R, certain tax benefits from exercised stock options that were previously reflected in the operating section of the company's statement of cash flows are now presented in the financing section. -- Free cash flow(4) was $32.9 million, versus $35.7 million in the year-ago quarter.
Business Outlook:
The following forward-looking information includes certain projections made by management as of the date of this press release. United Online does not intend to revise or update this information and may not provide this type of information in the future. Due to a variety of factors, actual results may differ significantly from those projected. Factors include, without limitation, the factors referenced later in this announcement under the caption "Cautionary Information Regarding Forward-Looking Statements." These and other factors are discussed in more detail in the company's filings with the Securities and Exchange Commission.
Below is the company's guidance for the September 2006 quarter and the year ending December 31, 2006:
(in millions) Q3 ending 9/30/06 2006 Est. Prior 2006 Est. ----------------- ------------- --------------- Operating income $17.5 - $19.5 $80.7 - $84.7 $76.0 - $81.0 Depreciation 5.7 21.7 20.0 Amortization 4.2 17.0 19.0 Stock-based compensation 5.1 21.1 19.0 Restructuring charges 1.5 1.5 -- ----------------- ------------- --------------- Adjusted operating income before depreciation and amortization (1) $34.0 - $36.0 $142.0 - $146.0 $134.0 - $139.0 ----------------- ------------- --------------- Weighted average diluted shares 67.0 - 68.0 67.0 - 68.0 68.0 - 69.0 -- Total revenues for the September 2006 quarter are estimated to be between approximately $128 million and approximately $131 million. (1) Adjusted operating income before depreciation and amortization (adjusted OIBDA) is defined by the company as operating income before depreciation, amortization, stock-based compensation and restructuring charges. Management believes that because adjusted OIBDA excludes (1) certain non-cash expenses (such as depreciation, amortization and stock-based compensation); and (2) expenses that are not reflective of the company's core operating results over time, this measure provides investors with additional useful information to measure the company's performance, particularly with respect to changes in performance from period to period. Management uses adjusted OIBDA to measure the company's performance and previously monitored adjusted OIBDA to ensure compliance with specific financial performance covenants under its term loan, which was repaid in January 2006. The company's Board of Directors uses this measure in determining certain compensation incentives for certain members of the company's management. Adjusted OIBDA is not determined in accordance with generally accepted accounting principles (GAAP) and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP. A limitation associated with the use of adjusted OIBDA is that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in the company's business. Management evaluates the costs of such tangible and intangible assets through other financial measures such as capital expenditures and purchase accounting. An additional limitation associated with this measure is that it does not include stock compensation expenses related to the company's workforce. Management compensates for this limitation by providing supplemental information about stock compensation expense on the face of the consolidated statements of operations. Management does not believe either of these limitations is material, particularly when such measure is disclosed with its most comparable GAAP financial measure, operating income. A reconciliation to operating income is provided in the accompanying tables. In the company's financial statements and notes thereto to be included in its Quarterly Report on Form 10-Q for the quarter ended June 30, 2006, "Communications adjusted OIBDA" and "Content & Media adjusted OIBDA" are referred to as "segment income from operations." (2) A pay account represents a unique billing relationship with a customer who subscribes to one or more of the company's services. A pay account does not equate to a unique subscriber since one subscriber could have several pay accounts. Active accounts are defined as all free access, VoIP, social-networking and email users that logged on to our services at least once during the preceding 31 days, together with all pay accounts. Additionally, active accounts include the number of free Web sites that received at least one unique visitor within the preceding 90 days; the number of free photo-sharing users that logged on to the service at least once within the preceding 90 days; and the number of MyPoints' members who earned points or spent points within the preceding 90 days. A table entitled "Analysis of Pay Accounts" is presented elsewhere in this release. (3) Adjusted net income is defined by the company as net income before the after-tax effect of amortization of intangible assets, stock-based compensation and the re-measurement of certain deferred tax assets. Management believes that adjusted net income provides investors with additional useful information to measure the company's financial performance, particularly from period to period, exclusive of certain non-cash expenses (such as amortization and stock-based compensation). Management also uses adjusted net income for this purpose. Adjusted net income is not determined in accordance with generally accepted accounting principles (GAAP) and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP. The limitations of adjusted net income are that, similar to adjusted OIBDA, it does not include certain costs, and the term adjusted net income does not have a standardized meaning. Therefore, other companies may use the same, or a similarly named measure but exclude different items, which may not provide investors a comparable view of the company's performance in relation to other companies in the same industry. Management compensates for this limitation by presenting the most comparable GAAP measure, net income, directly ahead of adjusted net income in this earnings release and by providing a reconciliation that shows and describes the adjustments made. Management does not believe these limitations are material, particularly when such measure is disclosed with its most comparable GAAP financial measure, net income. A reconciliation to net income is provided in the accompanying tables. (4) Free cash flow is defined by the company as net cash provided by operating activities, less capital expenditures and including the excess tax benefits from stock-based compensation. Management believes that this measure of free cash flow provides investors with additional useful information to measure operating liquidity because it reflects the company's operating cash flows after investing in capital assets. This measure is used by management, and may also be useful for investors, to assess the company's ability to pay its quarterly dividend, repay debt obligations and generate cash flow for a variety of strategic opportunities, including reinvestment in the business, and effecting potential acquisitions and share repurchases. Free cash flow is not determined in accordance with generally accepted accounting principles (GAAP) and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP. The limitation of free cash flow is that it does not represent the total increase or decrease in cash during the period. Management does not believe that this is a material limitation, particularly when such measure is disclosed with its most comparable GAAP financial measure, net cash provided by operating activities. A reconciliation to net cash provided by operating activities is provided in the accompanying tables.
Conference Call
United Online will host a conference call today at 2:00 p.m. PDT (5:00 p.m. EDT) to discuss its quarterly results. A live Web cast of the call can be accessed through the Investors section of the company's Web site at www.untd.com. A recording of the call will be available on the site for seven days.
About United Online
United Online, Inc. (Nasdaq:UNTD) is a leading provider of consumer Internet and media services. The company's Content & Media services include social networking (Classmates) and online loyalty marketing (MyPoints) and Communications services include Internet access (NetZero, Juno), email and VoIP. United Online is headquartered in Woodland Hills, CA, with offices in New York City, NY; Renton, WA; San Francisco, CA; Schaumburg, IL; Orem, UT; Erlangen, Germany; and Hyderabad, India. For more information about United Online, please visit http://www.untd.com.
Cautionary Information Regarding Forward-Looking Statements
This release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Statements containing words such as "guidance," "may," "believe," "will," "expect," "project," "projections," "business outlook" and "estimate" or similar expressions constitute forward-looking statements. These statements include, without limitation, expectations regarding: guidance for future financial performance; changes in pay accounts; weighted average diluted shares; depreciation and amortization; and stock-based compensation. Actual results may differ materially from those predicted and reported results should not be considered an indication of future performance. Potential risks and uncertainties include, among others: the effect of competition, including adoption of broadband services and changes in the company's pricing or competitors' pricing, and the use of promotional offers to acquire or retain subscribers; the company's inability to retain its existing subscribers and the rate at which new subscribers sign up for the company's services; changes in the mix of pay accounts; the effects of changes in marketing expenditures or shifts in marketing expenditures to support new products and services; the effects of seasonality and changes in Internet usage; changes in the projected number of weighted average diluted shares due to the issuance of stock, restricted stock units and stock options, stock repurchases, fluctuations in the company's stock price or other factors; changes in the projected amortization and depreciation figures due to capital spending or other factors; potential impairment of goodwill and intangibles; changes in usage by subscribers, additional telecommunications costs or other factors negatively impacting the company's cost of revenue; changes in active accounts; the company's inability to maintain its agreements with telecommunications providers on attractive terms; the company's ability to successfully integrate acquisitions; problems associated with the company's billing systems; the company's inability to retain key customers and key personnel; technological problems or developments; risks associated with litigation; and governmental regulation. From time to time, the company considers acquisitions that, if consummated, could be material. Forward-looking statements regarding financial metrics are based upon the assumption that no such acquisition is consummated during the relevant periods. If an acquisition were consummated, actual results could differ materially from any forward-looking statements. More information about potential factors that could affect the company's business and financial results is included in the company's annual and quarterly reports filed with the Securities and Exchange Commission (http://www.sec.gov), including, without limitation, information under the captions "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors."
UNITED ONLINE, INC. Unaudited Condensed Consolidated Balance Sheets (in thousands) June 30, December 31, 2006 2005 -------- -------- ASSETS Cash, cash equivalents and short- term investments $150,219 $244,362 Accounts receivable, net 27,002 19,201 Deferred tax assets, net 67,042 68,355 Property and equipment, net 39,819 33,093 Goodwill and intangible assets, net 203,609 139,837 Other assets 15,685 16,340 -------- -------- Total assets $503,376 $521,188 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ 42,660 $ 46,955 Accrued liabilities 39,841 36,249 Member retention liability 18,543 -- Deferred revenue 58,171 56,284 Capital leases 551 698 Term loan -- 54,208 Other liabilities 3,773 4,379 -------- -------- Total liabilities 163,539 198,773 -------- -------- Stockholders' equity 339,837 322,415 -------- -------- Total liabilities and stockholders' equity $503,376 $521,188 ======== ======== UNITED ONLINE, INC. Unaudited Consolidated Statements of Operations (in thousands, except per share amounts) --------------------------- Three Months Ended June 30, --------------------------- 2006 2005 -------- -------- Revenues $134,900 $131,520 Operating expenses: Cost of revenues(a) 31,146 27,419 Sales and marketing(a) 46,137 53,803 Product development(a) 13,385 9,558 General and administrative(a) 17,422 14,227 Amortization of intangible assets 4,552 5,654 -------- -------- Total operating expenses 112,642 110,661 -------- -------- Operating income 22,258 20,859 Interest and other income, net 1,354 1,592 Interest expense (411) (1,355) -------- -------- Income before income taxes 23,201 21,096 Provision for income taxes 11,616 10,424 -------- -------- Net income $ 11,585 $ 10,672 ======== ======== Basic net income per share $ 0.18 $ 0.18 ======== ======== Diluted net income per share $ 0.18 $ 0.17 ======== ======== Shares used to calculate basic net income per share 63,782 60,831 ======== ======== Shares used to calculate diluted net income per share 65,955 63,093 ======== ======== Shares outstanding at end of period 64,835 61,760 ======== ======== (a) Stock-based compensation was allocated as follows: Cost of revenues $ 256 $ 57 Sales and marketing 1,072 224 Product development 1,645 350 General and administrative 2,891 2,289 -------- -------- Total stock-based compensation $ 5,864 $ 2,920 ======== ======== UNITED ONLINE, INC. Unaudited Condensed Consolidated Statements of Cash Flows (in thousands) --------------------------- Three Months Ended June 30, --------------------------- 2006 2005 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 11,585 $ 10,672 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, amortization and stock-based compensation 15,761 12,358 Deferred taxes and other 1,986 1,660 Tax benefits from stock-based compensation 1,697 4,056 Excess tax benefits from stock-based compensation (1,169) -- Change in operating assets and liabilities (excluding the effects of acquisitions): Accounts receivable 523 (1,526) Other assets 2,228 (1,031) Accounts payable and accrued liabilities 6,186 11,750 Member retention liability 870 -- Other liabilities (48) 907 Deferred revenue (970) 1,880 -------- -------- Net cash provided by operating activities 38,649 40,726 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (6,892) (5,018) Purchases of rights, patents and trademarks -- (54) Purchases of short-term investments (56,188) (94,120) Proceeds from maturities and sales of short-term investments 83,001 69,475 Cash paid for acquisitions, net of cash acquired (49,538) (98) -------- -------- Net cash used for investing activities (29,617) (29,815) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Payments on term loan -- (5,833) Payments on capital leases (96) (152) Proceeds from exercises of stock options 2,415 2,024 Proceeds from employee stock purchase plan 2,965 1,678 Repurchases of common stock (314) -- Payments for dividends (13,374) (12,590) Excess tax benefits from stock-based compensation 1,169 -- -------- -------- Net cash used for financing activities (7,235) (14,873) -------- -------- Effect of exchange rate changes on cash and cash equivalents (4) (75) Change in cash and cash equivalents 1,793 (4,037) Cash and cash equivalents, beginning of period 22,569 44,722 -------- -------- Cash and cash equivalents, end of period $ 24,362 $ 40,685 ======== ======== UNITED ONLINE, INC. Reconciliation of Net Income to Adjusted Net Income(3) (in thousands, except per-share data) Three Months Ended June 30, --------------------------- 2006 2005 -------- -------- Net income $ 11,585 $ 10,672 Add (deduct): Stock-based compensation 5,864 2,920 Amortization of intangible assets 4,552 5,654 -------- -------- 22,001 19,246 Income tax effect of adjusting entries (2,938) (2,546) Re-measurement of certain deferred tax assets 1,319 1,008 -------- -------- Adjusted net income $ 20,382 $ 17,708 ======== ======== Adjusted basic net income per share $ 0.32 $ 0.29 ======== ======== Adjusted diluted net income per share $ 0.30 $ 0.27 ======== ======== Shares used to calculate adjusted basic net income per share 63,782 60,831 ======== ======== Shares used to calculate adjusted diluted net income per share(a) 67,029 64,899 ======== ======== -------------------------------------------------------------------- (a) Includes the adjustment of shares used to calculate diluted net income per share resulting from the elimination of stock-based compensation. UNITED ONLINE, INC. Reconciliation of Non-GAAP Financial Data (in thousands) Three Months Ended June 30, --------------------------- 2006 2005 --------------------------- Adjusted Operating Income Before Depreciation and Amortization(1) Operating income $ 22,258 $ 20,859 Depreciation 5,345 3,784 Amortization 4,552 5,654 -------- -------- Operating income before depreciation and amortization 32,155 30,297 Stock-based compensation 5,864 2,920 -------- -------- Adjusted operating income before depreciation and amortization $ 38,019 $ 33,217 ======== ======== Three Months Ended June 30, --------------------------- 2006 2005 --------------------------- Free Cash Flow(4) Net cash provided by operating activities $ 38,649 $ 40,726 Add (deduct): Capital expenditures (6,892) (5,018) Excess tax benefits from stock-based compensation(a) 1,169 -- -------- -------- Free cash flow $ 32,926 $ 35,708 ======== ======== --------------------------------------------------------------------- (a) In accordance with FAS 123R, certain tax benefits from exercised stock options that were previously reflected in the operating section of the statement of cash flows are now presented in the financing section. UNITED ONLINE, INC. Supplemental Schedule of Segment Information (in thousands) Three Months Ended June 30, 2006 ----------------------------------------------- Unallocated Content & Corporate Communications Media Expenses Total -------------- --------- --------- -------- Billable services $ 87,161 $ 21,697 $ -- $108,858 Advertising 9,087 16,955 -- 26,042 -------- -------- -------- -------- Total revenues 96,248 38,652 -- 134,900 -------- -------- -------- -------- Operating expenses: Cost of revenue 22,368 8,522 256 31,146 Sales and marketing 28,225 16,840 1,072 46,137 Product development 8,151 3,589 1,645 13,385 General and administrative 4,884 4,735 7,803 17,422 Amortization of intangible assets 684 3,868 -- 4,552 -------- -------- -------- -------- Total operating expenses 64,312 37,554 10,776 112,642 -------- -------- -------- -------- Operating income 31,936 1,098 (10,776) 22,258 -------- -------- -------- -------- Depreciation 2,954 2,391 -- 5,345 Amortization 684 3,868 -- 4,552 -------- -------- -------- -------- Operating income before depreciation and amortization 35,574 7,357 (10,776) 32,155 Stock-based compensation -- -- 5,864 5,864 -------- -------- -------- -------- Adjusted operating income before depreciation and amortization $ 35,574 $ 7,357 $ (4,912) $ 38,019 ======== ======== ======== ======== Three Months Ended June 30, 2005 ----------------------------------------------- Unallocated Content & Corporate Communications Media Expenses Total -------------- --------- --------- -------- Billable services $100,847 $ 16,643 $ -- $117,490 Advertising 8,673 5,357 -- 14,030 -------- -------- -------- -------- Total revenues 109,520 22,000 -- 131,520 -------- -------- -------- -------- Operating expenses: Cost of revenue 23,268 4,094 57 27,419 Sales and marketing 39,618 13,961 224 53,803 Product development 6,841 2,367 350 9,558 General and administrative 4,753 3,048 6,426 14,227 Amortization of intangible assets 746 4,908 -- 5,654 -------- -------- -------- -------- Total operating expenses 75,226 28,378 7,057 110,661 -------- -------- -------- -------- Operating income 34,294 (6,378) (7,057) 20,859 -------- -------- -------- -------- Depreciation 2,261 1,523 -- 3,784 Amortization 746 4,908 -- 5,654 -------- -------- -------- -------- Operating income before depreciation and amortization 37,301 53 (7,057) 30,297 Stock-based compensation -- -- 2,920 2,920 -------- -------- -------- -------- Adjusted operating income before depreciation and amortization $ 37,301 $ 53 $ (4,137) $ 33,217 ======== ======== ======== ======== UNITED ONLINE, INC. Selected Quarterly Historical Financial Data and Key Metrics(a) Jun. 30, Mar. 31, Dec. 31, Sep. 30, Jun. 30, 2006 2006 2005 2005 2005 -------- -------- -------- -------- -------- Revenue (in thousands) $134,900 $127,332 $130,232 $132,778 $131,520 Net income (in thousands) $ 11,585 $ 12,692 $ 12,374 $ 12,594 $ 10,672 Net income per diluted share $ 0.18 $ 0.20 $ 0.19 $ 0.20 $ 0.17 Pay accounts(2) (in thousands) 4,996 5,093 5,009 5,040 5,033 Active accounts(2) (in millions) 20.7 18.7 17.6 16.9 16.9 Number of employees at end of period 1,016 912 900 868 828 --------------------------------------------------------------------- (a) More information on the financial results for these quarters can be found in the company's filings with the Securities and Exchange Commission. UNITED ONLINE, INC. Analysis of Pay Accounts (2) (in thousands) Jun. 30, Mar. 31, Dec. 31, Sep. 30, Jun. 30, 2006 2006 2005 2005 2005 -------- -------- -------- -------- -------- Communications(a) Access 2,556 2,751 2,855 2,980 3,078 Other 330 321 313 301 286 ----- ----- ----- ----- ----- Total 2,886 3,072 3,168 3,281 3,364 ----- ----- ----- ----- ----- Content & Media(b) Social networking 2,029 1,945 1,766 1,686 1,599 Other 81 76 75 73 70 ----- ----- ----- ----- ----- Total 2,110 2,021 1,841 1,759 1,669 ----- ----- ----- ----- ----- Total pay accounts(2) 4,996 5,093 5,009 5,040 5,033 ======== ======== ======== ======== ======== --------------------------------------------------------------------- (a) Communications includes Internet access, VoIP, premium content, premium email and security suite. (b) Content & Media includes social networking, Web hosting and photo sharing.