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8-K - DIGITAL RIVER, INC. 8-K - DIGITAL RIVER INC /DEa6810993.htm

Exhibit 99.1

Digital River Reports Second Quarter 2011 Financial Results

MINNEAPOLIS--(BUSINESS WIRE)--July 28, 2011--Digital River, Inc. (NASDAQ: DRIV), a leading provider of global e-commerce solutions, reports its second quarter financial results.

Second Quarter Ended June 30, 2011
GAAP Results
Second quarter revenue totaled $92.5 million, in line with management’s guidance. This compared to revenue of $81.8 million during the same period in 2010.

Second quarter GAAP net income was $291 thousand, or $0.01 per diluted share, which compared to a GAAP net loss of $2.5 million, or $0.07 per share, in the second quarter of 2010. These results exceeded management’s second quarter guidance of a net loss of $0.01 per share.

Non-GAAP Results
Second quarter non-GAAP net income was $6.4 million, or $0.17 per diluted share. This compared to non-GAAP net income of $3.3 million, or $0.09 per diluted share, in the second quarter of 2010. The company’s results exceeded management’s second quarter earnings guidance of $0.15 per diluted share.


Non-GAAP net income is computed by adjusting GAAP pre-tax income as reported on the company's statement of operations by adding back amortization of acquisition-related intangibles, stock-based compensation expense, unrealized investment gain or loss and restructuring costs, net of a 21 percent tax rate. Non-GAAP diluted earnings per share is calculated using the “if-converted” method with respect to the issuance of the company’s 2004 and 2010 convertible notes, which includes shares reserved upon conversion of 199,828 and 7,022,027, respectively. In computing non-GAAP diluted earnings per share, adjust non-GAAP net income to add back debt interest and issuance cost amortization expenses, net of the tax benefit, and then divide this amount by fully diluted shares outstanding. This amount, representing the fully diluted earnings computation, is selected to represent non-GAAP diluted earnings per share for each period presented. 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.

“I am pleased to report we delivered a solid second quarter, significantly improving all earnings measures compared to last year,” said Joel Ronning, Digital River’s CEO. “While we have a cautious outlook for the second half of the year, we remain optimistic about our long-term growth opportunities. We have not seen a time of greater industry transformation or opportunity. We fully intend to leverage this period to our advantage by expanding existing client relationships, pursuing new markets and capitalizing on new product innovation.”

2011 Guidance
Management’s forward-looking financial expectations for the remainder of the 2011 fiscal year are as follows:

For the third quarter ending Sept. 30, 2011, management currently expects:

  • Revenue of $94 million;
  • GAAP diluted net income per share of $0.09, using GAAP weighted average diluted shares outstanding of 38.4 million and assuming a 19 percent tax rate; and
  • Non-GAAP diluted net income per share of $0.24, using non-GAAP weighted average diluted shares outstanding of 45.6 million and assuming a 21 percent tax rate.

For the fourth quarter ending Dec. 31, 2011, management currently expects:

  • Revenue of $108 million;
  • GAAP diluted net income per share of $0.26, using GAAP weighted average diluted shares outstanding of 46.1 million and assuming a 19 percent tax rate; and
  • Non-GAAP diluted net income per share of $0.39, using non-GAAP weighted average diluted shares outstanding of 46.1 million and assuming a 21 percent tax rate.

For the full year ending Dec. 31, 2011, management currently expects:

  • Revenue of $393 million, which compares to previous guidance of $405.5 million;
  • GAAP diluted net income of $0.56 per share, using GAAP weighted average diluted shares outstanding of 38.6 million and assuming a 19 percent tax rate. This compares to previous guidance of $0.58 per share and a 21 percent tax rate; and
  • Non-GAAP diluted net income of $1.12 per share, using non-GAAP weighted average diluted shares outstanding of 45.6 million and assuming a 21 percent tax rate. This compares to previous guidance of $1.15 per share.

Digital River will hold a conference call today at 4:45 p.m. EDT to discuss second quarter financial results. A live webcast of Digital River’s earnings conference call can be accessed on the Investor Relations section of its corporate website. Alternatively, a live broadcast of the call may be heard by using conference ID #77845628 and dialing (877) 303-3145 inside the United States or Canada, or by calling +1 (408) 427-3861 from international locations. A webcast replay of the call will be archived on Digital River’s corporate website.

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 website, follow the company on Twitter 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 variability of foreign exchange rates; any breach or compromise of the company’s security systems; our ability to successfully manage our business while undertaking significant internal investments; our ability to execute upon our payments strategy and expand our business in this sector; 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 for the year ended Dec. 31, 2010. 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 report on Form 10-K, each as it may be amended from time-to-time.

The forward-looking statements for the remainder of fiscal 2011 reflect management’s expectations as of July 28, 2011. 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.
Second Quarter Results        
(Unaudited, in thousands)
Subject to reclassification
 
Consolidated Balance Sheets
June 30, December 31,
2011 2010

Assets

Current assets
Cash and cash equivalents $ 432,454 $ 565,086
Short-term investments 276,200 163,029
Accounts receivable, net of allowance of $4,347 and $4,902 55,803 50,922
Deferred tax assets 10,730 10,628
Prepaid expenses and other   36,578     30,375  
Total current assets 811,765 820,040
Property and equipment, net 48,063 49,599
Goodwill 297,222 283,940
Intangible assets, net of accumulated amortization of $86,211 and $80,106 33,199 37,911
Long-term investments 109,055 110,736
Deferred income taxes 17,699 17,721
Other assets   11,315     13,820  
Total assets $ 1,328,318   $ 1,333,767  

Liabilities and stockholders' equity

Current liabilities
Accounts payable $ 172,049 $ 188,915
Accrued payroll 14,402 21,117
Deferred revenue 10,045 10,446
Accrued acquisition liabilities - 1,615
Other accrued liabilities   39,958     58,083  
Total current liabilities 236,454 280,176
Non-current liabilities
Convertible senior notes 353,805 353,805
Other liabilities   14,868     16,038  
Total non-current liabilities   368,673     369,843  
Total liabilities   605,127     650,019  
Stockholders' equity
Preferred Stock, $.01 par value; 5,000,000 shares authorized; no shares issued or outstanding - -
Common Stock, $.01 par value; 120,000,000 shares authorized; 47,150,551 and 46,323,799 shares issued 471 463
Treasury stock at cost; 7,466,085 and 7,297,174 shares (260,952 ) (255,196 )
Additional paid-in capital 696,775 683,307
Retained earnings 261,912 254,602
Accumulated other comprehensive income   24,985     572  
Total stockholders' equity   723,191     683,748  
Total liabilities and stockholders' equity $ 1,328,318   $ 1,333,767  
 

 
Digital River, Inc.
Second Quarter Results
(Unaudited, in thousands, except per share amounts)
Subject to reclassification
               
Consolidated Statements of Operations
 
Three months ended June 30, Six months ended June 30,
2011 2010 2011 2010
Revenue $ 92,520 $ 81,832 $ 190,705 $ 180,558
Costs and expenses (exclusive of depreciation and
amortization expense shown separately below):
Direct cost of services 3,856 4,356 8,019 8,993
Network and infrastructure 12,477 12,118 25,089 23,550
Sales and marketing 39,492 36,159 77,198 77,209
Product research and development 18,106 16,221 33,726 31,910
General and administrative 10,867 10,766 21,623 21,595
Depreciation and amortization 5,559 6,095 10,964 11,576
Amortization of acquisition-related intangibles   2,205     1,612     4,327     3,093  
Total costs and expenses   92,562     87,327     180,946     177,926  
Income (loss) from operations   (42 )   (5,495 )   9,759     2,632  
Interest income 1,753 608 3,228 1,372
Interest expense (2,243 ) (55 ) (4,500 ) (122 )
Other income, net   672     55     538     907  
Income (loss) before income taxes 140 (4,887 ) 9,025 4,789
Income tax expense (benefit)   (151 )   (2,407 )   1,715     302  
Net income (loss) $ 291   $ (2,480 ) $ 7,310   $ 4,487  
 
Net income (loss) per share - basic $ 0.01   $ (0.07 ) $ 0.20   $ 0.12  
Net income (loss) per share - diluted $ 0.01   $ (0.07 ) $ 0.19   $ 0.12  
Shares used in per share calculation - basic 37,436 37,577 37,415 37,548
Shares used in per share calculation - diluted 37,981 37,577 38,105 38,345
 
 
 
Calculation of GAAP Diluted Net Income Per Share
 
Three months ended June 30, Six months ended June 30,
2011 2010 2011 2010
GAAP net income (loss) $ 291 $ (2,480 ) $ 7,310 $ 4,487
Add back debt interest expense and issuance cost
amortization, net of tax benefit   -     -     -     42  
Adjusted net income (loss) for GAAP EPS calculation $ 291   $ (2,480 ) $ 7,310   $ 4,529  
 
Net income (loss) per share - diluted $ 0.01   $ (0.07 ) $ 0.19   $ 0.12  
Shares used in per share calculation - diluted 37,981 37,577 38,105 38,345
 

 
Digital River, Inc.
Second Quarter Results
(Unaudited, in thousands)
Subject to reclassification
       
Consolidated Statements of Cash Flows
Six months ended June 30,
2011 2010

Operating Activities

Net income $ 7,310 $ 4,487
Adjustments to reconcile net income to net cash used in operating activities:
Amortization of acquisition-related intangibles 4,327 3,093
Provision for doubtful accounts 684 1,769
Depreciation and amortization 10,964 11,576
Debt issuance cost amortization 998 -
Stock-based compensation expense 10,686 9,998
Excess tax benefits from stock-based compensation (1,474 ) (502 )
Deferred and other income taxes 1,151 (231 )
Change in operating assets and liabilities (net of acquisitions):
Accounts receivable (3,754 ) 8,347
Prepaid and other assets (2,236 ) 1,555
Accounts payable (23,684 ) (49,686 )
Deferred revenue (675 ) (14 )
Income tax payable (1,939 ) 2,680
Other accrued liabilities   (29,241 )   (15,264 )
Net cash used in operating activities   (26,883 )   (22,192 )
 

Investing Activities

Purchases of investments (191,634 ) (33,155 )
Sales of investments 83,646 20,150
Cash paid for acquisitions, net of cash received - (8,950 )
Purchases of equipment and capitalized software   (9,136 )   (10,291 )
Net cash used in investing activities   (117,124 )   (32,246 )
 

Financing Activities

Debt issuance costs (342 ) -
Exercise of stock options 315 866
Sales of common stock under employee stock purchase plan 1,251 1,138
Repurchase of restricted stock to satisfy tax withholding obligation (5,756 ) (3,119 )
Excess tax benefits from stock-based compensation   1,474     502  
Net cash used in financing activities   (3,058 )   (613 )
Effect of exchange rate changes on cash   14,433     (25,866 )
Net decrease in cash and cash equivalents (132,632 ) (80,917 )
Cash and cash equivalents, beginning of period 565,086 392,704
   
Cash and cash equivalents, end of period $ 432,454   $ 311,787  
   
Cash paid for interest on convertible senior notes $ 3,505   $ 55  
Cash paid for income taxes $ 2,275   $ 2,754  
 

 
Digital River, Inc.
GAAP to non-GAAP Reconciliations
(Unaudited, in thousands, except per share amounts)

UTILIZING 21% EFFECTIVE INCOME TAX RATE

                   
 
Twelve months
Three months ended ended
March 31, June 30, September 30, December 31, December 31,
2010 2010 2010 2010 2010
GAAP pre-tax income (loss) $ 9,676 $ (4,887 ) $ 1,093 $ 7,391 $ 13,273
Add back amortization of acquisition-related intangibles 1,481 1,612 2,188 2,564 7,845
Add back stock-based compensation expense 4,476 5,522 5,280 5,495 20,773
Add back unrealized investment gain/loss - - 1,562 626 2,188
Add back restructuring related costs   -   1,870     443   -   2,313
Non-GAAP pre-tax income 15,633 4,117 10,566 16,076 46,392
Income tax expense @ 21%   3,283   865     2,218   3,376   9,742
Non-GAAP net income   12,350   3,252     8,348   12,700   36,650
Add back debt interest expense and issuance cost
amortization, net of tax benefit   21   21     21   937   1,000
Adjusted net income for non-GAAP EPS calculation $ 12,371 $ 3,273   $ 8,369 $ 13,637 $ 37,650
 
Non-GAAP net income per share - diluted $ 0.32 $ 0.09   $ 0.22 $ 0.32 $ 0.95
 
Shares used in per share calculation - diluted 38,220 38,351 38,504 43,085 39,512
 
 
Six months
Three months ended

ended

March 31, June 30, June 30,
2011 2011 2011
GAAP pre-tax income $ 8,885 $ 140 $ 9,025
Add back amortization of acquisition-related intangibles 2,122 2,205 4,327
Add back stock-based compensation expense   4,955   5,731     10,686
Subtotal 15,962 8,076 24,038
Income tax expense @ 21%   3,352   1,696     5,048
Non-GAAP net income   12,610   6,380     18,990
Add back debt interest expense and issuance cost
amortization, net of tax benefit   1,420   20     2,833
Adjusted net income for non-GAAP EPS calculation $ 14,030 $ 6,400   $ 21,823
 
Non-GAAP net income per share - diluted $ 0.31 $ 0.17   $ 0.48
 
Shares used in per share calculation - diluted 45,276 38,181 45,327
 
 
Breakdown of stock-based compensation expense
Six months
Three months ended ended
March 31, June 30, June 30,
2011 2011 2011
Direct cost of services $ 115 $ 118 $ 233
Network and infrastructure 247 345 592
Sales and marketing 1,760 2,116 3,876
Product research and development 710 781 1,491
General and administrative   2,123   2,371     4,494
Total $ 4,955 $ 5,731   $ 10,686
 

Digital River, Inc.
Non-GAAP Guidance
(Unaudited, in thousands, except per share amounts)
       
Non-GAAP Guidance Reconciliation
Q3 - 2011 Full Year 2011
Guidance Guidance
Expected GAAP net income per share - diluted $ 0.09 $ 0.56
Add back amortization of acquisition-related costs, net of tax 0.05 0.18
Add back stock-based compensation expense, net of tax 0.12 0.45
Convertible debt dilution impact, net of tax   (0.02 )   (0.07 )
Expected non-GAAP diluted net income per share $ 0.24   $ 1.12  
 
 
Projected Shares Used in Per Share Calculation
Three months Twelve months
ended ended
September 30, December 31,
2011 2011
 
Shares used in per share calculation - GAAP diluted 38,427 38,555
Shares used in per share calculation - non-GAAP diluted 45,649 45,577

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
Group Vice President, Corporate Communications
gdyrek@digitalriver.com