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8-K - DIGITAL RIVER, INC. 8-K - DIGITAL RIVER INC /DEa6159530.htm

Exhibit 99.1

Digital River Announces Fourth Quarter and Full Year 2009 Financial Results

Reports Record Fourth Quarter Revenue Performance

MINNEAPOLIS--(BUSINESS WIRE)--January 28, 2010--Digital River, Inc. (NASDAQ: DRIV), a leading provider of global e-commerce solutions, reports its fourth quarter and full year financial results.

Fourth Quarter and Full Year Ended Dec. 31, 2009

GAAP Results

Fourth quarter revenue totaled $104.9 million, compared to $95.9 million during the same period in 2008. These results exceeded management’s fourth quarter revenue guidance of $94 - 98 million. For the full year 2009, Digital River reported revenue of $403.8 million, compared to $394.2 million reported in 2008.

Fourth quarter GAAP net income was $13.6 million, or $0.36 per diluted share. This compared to GAAP net income of $16.5 million, or $0.41 per diluted share, in the fourth quarter of 2008. These results exceeded management’s fourth quarter earnings guidance of $0.18 - $0.22 per diluted share. For the full year 2009, GAAP net income was $53.0 million, or $1.41 per diluted share. This compared to GAAP net income of $63.6 million, or $1.55 per diluted share, during the same period in 2008.

Non-GAAP Results

Fourth quarter non-GAAP net income was $15.3 million, or $0.40 per diluted share. This compared to non-GAAP net income of $19.8 million, or $0.48 per diluted share, in the fourth quarter of 2008. These results exceeded management’s fourth quarter earnings guidance of $0.30 - $0.34 per diluted share. For the full year 2009, non-GAAP net income was $67.8 million, or $1.80 per diluted share. This compared to non-GAAP net income of $78.3 million, or $1.86 per diluted share in 2008.


Non-GAAP net income is computed by starting with GAAP pre-tax income as reported on the company’s statement of income, then adding back amortization of acquisition-related intangibles, stock-based compensation expense and restructuring related charges to calculate non-GAAP pre-tax income. This amount is then taxed at 27 percent to arrive at non-GAAP net income. This amount is then divided by fully-diluted GAAP shares outstanding to derive non-GAAP diluted net income per share. To provide further clarity, a detailed reconciliation on the comparability of the GAAP and non-GAAP data has been provided in table form following the financial statements accompanying this release.

“In the fourth quarter, we reported record revenue and our results exceeded expectations. For the first time since the recession hit, we are seeing top-line, year-over-year growth rates in line with 2007 and 2008 organic growth rates,” said Joel Ronning, Digital River’s CEO. “As part of our 2010 operating plan, we expect returns on our recent investments in sales and new products, while we focus on improving our scalability and efficiency.”

First Quarter 2010 Guidance

Management’s expectation for forward-looking guidance for the first quarter, ending March 31, 2010, is as follows:

  • Total revenue of $95 - $99 million;
    • Revenue, excluding Symantec, is expected to be approximately $80 - $81 million;
    • Revenue related to Symantec products is expected to be between $15 - $18 million;
  • GAAP diluted net income per share of $0.05 - $0.10, assuming a 27 percent tax rate; and
  • Non-GAAP diluted net income per share of $0.18 - $0.23, assuming a 27 percent tax rate.

Digital River will hold a conference call today at 4:45 p.m. EST to discuss fourth quarter and full year financial results. A live webcast of Digital River’s earnings conference call can be accessed at http://www.digitalriver.com/2009/investorrelations/. Alternatively, a live broadcast of the call may be heard by dialing (888) 263-2834 inside the United States or Canada, or by calling +1 (913) 312-1481 from international locations. A webcast replay of the call will be archived on Digital River’s corporate Web site.

About Digital River, Inc.

Digital River, Inc., a leading provider of global e-commerce solutions, builds and manages online businesses for software and game publishers, consumer electronics manufacturers, distributors, online retailers and affiliates. Its multi-channel e-commerce solution, which supports both direct and indirect sales, is designed to help companies of all sizes maximize online revenues as well as reduce the costs and risks of running an e-commerce operation. The company’s comprehensive platform offers site development and hosting, order management, fraud management, export controls, tax management, physical and digital product fulfillment, multi-lingual customer service, advanced reporting and strategic marketing services.

Founded in 1994, Digital River is headquartered in Minneapolis with offices across the U.S., Asia, Europe and South America. For more details about Digital River, visit the corporate Web site at www.digitalriver.com or call +1 952-253-1234.

Forward-Looking Statements

This press release contains forward-looking statements, including statements regarding the company’s anticipated future growth, including future financial performance, as well as statements containing the words “anticipates,” “believes,” “plans,” “will,” or “expects” and similar words. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the company, or industry results, to differ materially from those expressed or implied by such forward-looking statements. Such factors include, among others: the company’s operating history and variability of operating results; competition in the e-commerce market; challenges associated with international expansion; the extent and timing by Symantec of the migration of business to its in-house solution; the variability of foreign exchange rates; our ability to successfully manage our business while undertaking significant internal investments; our ability to achieve favorable tax rates in our international operations; and other risk factors referenced in the company’s public filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K and Form 10-K/A for the year ended Dec. 31, 2008. The financial information contained in this release should be read in conjunction with the consolidated financial statements and notes thereto included in Digital River’s most recent reports on Form 10-K, Form 10-K/A and Form 10-Q, each as it may be amended from time-to-time.

The forward-looking statements regarding first quarter 2010 reflect Digital River’s expectations as of Jan. 28, 2010. Results may be materially affected by many factors, such as changes in global conditions in the financial services markets and consumer spending, fluctuations in foreign currency rates, the rate of growth of online commerce and the Internet, progress with key partners and other factors. The guidance assumes, among other things, that there are no changes to stock-based compensation expense and anticipated tax rates. Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management's analysis only as of the date hereof. The company undertakes no obligation to update these forward-looking statements to reflect events or circumstances that may arise after the date hereof.

Digital River is a registered trademark of Digital River, Inc. All other trademarks and registered trademarks are trademarks of their respective owners.


Digital River, Inc.    
Fourth Quarter Results
(Unaudited, in thousands)
Subject to reclassification
 
Condensed Consolidated Balance Sheets As of
December 31,   December 31,
2009 2008

Assets

Current assets
Cash and cash equivalents $ 392,704 $ 490,335
Short-term investments 15,228 10,000
Accounts receivable, net 50,657 53,216
Deferred income taxes 9,901 7,613
Prepaid expenses and other   14,899     42,522  
Total current assets 483,389 603,686
Property and equipment, net 54,343 41,733
Goodwill 279,538 273,788
Intangible assets, net 25,605 32,222
Long-term investments 119,581 93,213
Deferred income taxes 22,416 24,824
Other assets   770     786  
Total assets $ 985,642   $ 1,070,252  
 

Liabilities and stockholders' equity

Current liabilities
Convertible senior notes $ - $ 186,195
Accounts payable 192,301 184,361
Accrued payroll 16,131 14,841
Deferred revenue 17,879 13,651
Accrued acquisition liabilities 2,001 3,278
Other accrued liabilities   40,738     41,336  
Total current liabilities 269,050 443,662
Non-current liabilities
Convertible senior notes 8,805 8,805
Other liabilities   15,505     15,712  
Total non-current liabilities   24,310     24,517  
Total liabilities   293,360     468,179  
Stockholders' equity
Common stock 449 432
Treasury stock (216,880 ) (216,163 )
Additional paid-in capital 648,748 623,778
Retained earnings 242,138 189,096
Accumulated other comprehensive income   17,827     4,930  
Stockholders' equity   692,282     602,073  
Total liabilities and stockholders' equity $ 985,642   $ 1,070,252  
 

Digital River, Inc.        
Fourth Quarter Results
(Unaudited, in thousands, except per share amounts)
Subject to reclassification
 
Condensed Consolidated Statement of Income
 
Three months ended Twelve months ended
December 31, December 31,
2009 2008 2009 2008
Revenue $ 104,852 $ 95,917 $ 403,766 $ 394,226
Costs and expenses (exclusive of depreciation and amortization expense shown separately below):
Direct cost of services 5,150 3,860 17,625 16,417
Network and infrastructure 12,934 9,904 45,996 41,040
Sales and marketing 41,766 35,722 157,475 150,118
Product research and development 14,858 12,447 54,463 51,184
General and administrative 9,427 8,586 37,707 39,525
Depreciation and amortization 5,803 4,142 19,438 15,980
Amortization of acquisition-related intangibles   1,842   2,044   7,561   8,391  
Total costs and expenses   91,780   76,705   340,265   322,655  
Income from operations   13,072   19,212   63,501   71,571  
Interest income 702 2,962 3,210 18,019
Other income (expense), net   302   470   293   (3,319 )
Income before income tax expense 14,076 22,644 67,004 86,271
Income tax expense   437   6,185   13,962   22,676  
Net income $ 13,639 $ 16,459 $ 53,042 $ 63,595  
 
Net income per share - basic $ 0.37 $ 0.45 $ 1.43 $ 1.72  
Net income per share - diluted $ 0.36 $ 0.41 $ 1.41 $ 1.55  
Shares used in per share calculation - basic 37,241 36,560 36,975 37,016
Shares used in per share calculation - diluted 38,026 41,395 37,704 42,106
 
 
 
Calculation of GAAP Diluted Net Income Per Share
 
Three months ended Twelve months ended
December 31, December 31,
2009 2008 2009 2008
GAAP net income $ 13,639 $ 16,459 $ 53,042 $ 63,595
Add back debt interest expense and issuance cost amortization, net of tax benefit   21   435   84   1,739  
Adjusted net income for GAAP EPS calculation $ 13,660 $ 16,894 $ 53,126 $ 65,334  
 
Net income per share - diluted $ 0.36 $ 0.41 $ 1.41 $ 1.55  
Shares used in per share calculation - diluted 38,026 41,395 37,704 42,106
 

Digital River, Inc.    
Fourth Quarter Results
(Unaudited, in thousands)
Subject to reclassification
 
Condensed Consolidated Statements of Cash Flows
Twelve months ended December 31,
2009 2008

Operating Activities:

Net income $ 53,042 $ 63,595
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of acquisition-related intangibles 7,561 8,391
Change in accounts receivable allowance, net of acquisitions 232 434
Depreciation and amortization 19,438 15,980
Stock-based compensation expense 18,270 12,548
Excess tax benefits from stock-based compensation (690 ) (4,390 )
Deferred and other income taxes (186 ) 4,971
Change in operating assets and liabilities (net of acquisitions):
Accounts receivable 2,735 11,332
Prepaid and other assets 23,263 (26,505 )
Accounts payable 7,083 6,531
Deferred revenue 4,109 3,235
Income tax payable 3,314 (5,366 )
Other accrued liabilities   (1,115 )   4,478  
Net cash provided by operating activities   137,056     95,234  
 

Investing Activities:

Purchases of investments (21,922 ) (480,917 )
Sales of investments 23,400 676,108
Cash paid for acquisitions, net of cash received (31,690 ) (23,465 )
Purchases of equipment and capitalized software   (31,949 )   (26,898 )
Net cash (used in)/provided by investing activities   (62,161 )   144,828  
 

Financing Activities:

Cash paid for convertible senior notes (186,660 ) -
Exercise of stock options 10,050 7,171
Sales of common stock under employee stock purchase plan 2,489 2,715
Repurchase of common stock - (137,858 )
Repurchase of restricted stock to satisfy tax withholding obligation (717 ) (598 )
Excess tax benefits from stock-based compensation   690     4,390  
Net cash used in financing activities   (174,148 )   (124,180 )
Effect of exchange rate changes on cash   1,622     (7,335 )
Net (decrease)/ increase in cash and cash equivalents (97,631 ) 108,547
Cash and cash equivalents, beginning of period 490,335 381,788
   
Cash and cash equivalents, end of period $ 392,704   $ 490,335  
   
Cash paid for interest on convertible senior notes $ 1,274   $ 2,438  
 

Digital River, Inc.          
GAAP to non-GAAP Reconciliations
(Unaudited, in thousands, except per share amounts)
 
Calculation of non-GAAP Diluted Net Income Per Share
 
Three months ended

Twelve months
ended

March 31, June 30, September 30, December 31, December 31,
2008   2008   2008   2008 2008
 
GAAP pre-tax income $ 26,114 $ 16,872 $ 20,641 $ 22,644 $ 86,271
Add back: amortization of acquisition-related intangibles 2,176 2,170 2,001 2,044 8,391
Add back: stock-based compensation expense   3,031     3,507       3,623       2,387   12,548
Non-GAAP pre-tax income 31,321 22,549 26,265 27,075 107,210
Income tax expense @ 27%   8,457     6,088       7,092       7,310   28,947
Non-GAAP net income $ 22,864   $ 16,461     $ 19,173     $ 19,765 $ 78,263
 
Non-GAAP net income per share - diluted $ 0.53   $ 0.40     $ 0.46     $ 0.48 $ 1.86
 
Shares used in per share calculation - diluted 43,506 41,647 41,620 41,395 42,106
 
Three months ended

Twelve months
ended

March 31, June 30, September 30, December 31, December 31,
2009   2009   2009   2009 2009
GAAP pre-tax income $ 22,759 $ 14,785 $ 15,384 $ 14,076 $ 67,004
Add back: amortization of acquisition-related intangibles 2,003 1,916 1,800 1,842 7,561
Add back: stock-based compensation expense   3,711     4,887       4,658       5,014   18,270
Non-GAAP pre-tax income 28,473 21,588 21,842 20,932 92,835
Income tax expense @ 27%   7,688     5,828       5,897       5,652   25,065
Non-GAAP net income $ 20,785   $ 15,760     $ 15,945     $ 15,280 $ 67,770
 
Non-GAAP net income per share - diluted $ 0.56   $ 0.42     $ 0.42     $ 0.40 $ 1.80
 
Shares used in per share calculation - diluted 37,227 37,781 38,093 38,026 37,704
 
Breakdown of stock-based compensation expense
Three months ended

Twelve months
ended

March 31, June 30, September 30, December 31, December 31,
2009   2009   2009   2009 2009
Direct cost of services $ 169 $ 172 $ 160 $ 157 $ 658
Network and infrastructure 113 207 215 216 751
Sales and marketing 1,517 1,643 1,704 1,878 6,742
Product research and development 456 622 670 691 2,439
General and administrative   1,456     2,243       1,909       2,072   7,680
Total $ 3,711   $ 4,887     $ 4,658     $ 5,014 $ 18,270
 
Non-GAAP Guidance Reconciliation
Q1 - 2010 Guidance
Low   High
Expected GAAP net income per share - diluted $ 0.05 $ 0.10
Add back amortization of acquisition-related costs 0.04 0.04
Add back stock-based compensation expense 0.13 0.13
Tax variability (0.05 ) (0.05 )
Restructuring   0.01       0.01  
Expected non-GAAP diluted net income per share $ 0.18     $ 0.23  

CONTACT:
Digital River, Inc.
Investor Relations Contact:
Ed Merritt, 952-540-3362
Vice President, Investor Relations
investorrelations@digitalriver.com
or
Media Relations Contact:
Gerri Dyrek, 952-253-1234, ext. 38396
Senior Director, Public Relations
gdyrek@digitalriver.com