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8-K - 8-K - TAKE TWO INTERACTIVE SOFTWARE INCa12-4094_18k.htm

Exhibit 99.1

 

 

 

FOR IMMEDIATE RELEASE

CONTACT:

 

 

 

(Investor Relations)

(Corporate Press)

Henry A. Diamond

Alan Lewis

Senior Vice President

Vice President

Investor Relations & Corporate Communications

Corporate Communications & Public Affairs

Take-Two Interactive Software, Inc.

Take-Two Interactive Software, Inc.

(646) 536-3005

(646) 536-2983

Henry.Diamond@take2games.com

Alan.Lewis@take2games.com

 

Take-Two Interactive Software, Inc. Reports Financial Results for Third Quarter Fiscal 2012

 

Net Revenue was $236.3 Million

 

Non-GAAP Net Income Per Diluted Share was $0.27

 

New York, NY — February 2, 2012 — Take-Two Interactive Software, Inc. (NASDAQ:TTWO) today reported results for the third quarter of its fiscal year 2012, ended December 31, 2011, that were in line with its most recent financial outlook.  In addition, the Company updated its financial outlook for the fourth quarter and fiscal year 2012, ending March 31, 2012.

 

For the third quarter of fiscal 2012, net revenue was $236.3 million, as compared to $334.3 million for the third quarter of fiscal 2011, which had benefited from the post-launch performance of Red Dead Redemption and the releases of Red Dead Redemption: Undead Nightmare and Grand Theft Auto IV:  Complete.  GAAP income from continuing operations was $14.2 million, or $0.16 per diluted share, for the third quarter of fiscal 2012, as compared to GAAP income from continuing operations of $40.8 million, or $0.45 per diluted share, for the year-ago period.  Non-GAAP net income was $29.0 million, or $0.27 per diluted share, as compared to Non-GAAP net income of $49.5 million, or $0.52 per diluted share, for the year-ago period.  The Company’s issuance of 1.75% convertible senior notes due 2016 in November 2011 reduced GAAP net income per diluted share by $0.02 and Non-GAAP net income per diluted share by $0.04.

 

The strongest contributors to net revenue in the third quarter were the release of NBA 2K12; catalog sales led by the Grand Theft Auto franchise, Red Dead Redemption, Midnight Club Los Angeles and Borderlands; and continued sales of L.A. Noire.  Digitally delivered content accounted for 11% of net revenue, driven by offerings for the Grand Theft Auto franchise — particularly the Grand Theft Auto III — 10th Anniversary Edition for iOS and Android, Red Dead Redemption, Borderlands and L.A. Noire.

 

For the nine-month period ended December 31, 2011, net revenue was $677.7 million, as compared to $954.6 million for the year-ago period.  GAAP loss from continuing operations was $41.7 million, or $0.50 per diluted share, as compared to GAAP income from continuing operations of $76.2 million, or $0.88 per diluted share, for the year-ago period.  Non-GAAP net loss was $8.4 million, or $0.10 per diluted share, as compared to Non-GAAP net income of $108.8 million, or $1.15 per diluted share, for the year-ago period.

 



 

Management Comments

 

“During the fiscal third quarter, we continued to execute strategically, creatively and operationally,” said Strauss Zelnick, Chairman and CEO of Take-Two.  “We delivered results that were solidly within our expectations, driven by strong holiday demand for NBA 2K12, our popular catalog titles and digital offerings.

 

“Take-Two’s future is extraordinarily promising.  We have a proven strategy focused on building compelling interactive entertainment franchises, the strongest development pipeline in the Company’s history, and ample resources to pursue our many growth opportunities.  Fiscal 2013 is expected to be one of our best years ever, with substantial revenue growth and Non-GAAP net income in excess of $2.00 per diluted share.  We are well positioned to continue to deliver growth and profitability over the long-term.”

 

Business and Product Highlights

 

Since October 1, 2011:

 

·                  Take-Two raised $250 million through a private offering of 1.75% convertible senior notes due 2016.  The net proceeds from the offering will be used for general corporate purposes, which may include acquisitions and other strategic investments and the refinancing of indebtedness.  In addition, the Company amended its senior secured revolving credit facility on significantly improved terms.

 

Rockstar Games:

 

·                  Released Red Dead Redemption: Game of the Year Edition, featuring the original title and all subsequently released add-on content.  The Red Dead franchise has sold-in over 13 million units worldwide.

·                  Announced that Grand Theft Auto V, the next installment in the interactive entertainment industry’s most iconic and critically acclaimed franchise, is in full development.

·                  Released L.A. Noire: The Complete Edition, featuring the original title and all subsequently released downloadable content, for the Xbox 360, PS3 and PC.  L.A. Noire has sold-in nearly 5 million units worldwide since its launch.

·                  Released a special edition of Grand Theft Auto III for mobile phones and tablets running iOS and Android in celebration of the game’s 10th anniversary.  The title is Take-Two’s highest selling mobile offering to date.

·                  Announced that Max Payne 3 is planned for launch for Xbox 360 and PS3 on May 15, 2012 in North America and May 18, 2012 internationally; and for the PC on May 29, 2012 in North America and June 1, 2012 internationally.

 

2K:

 

·                  2K Sports released NBA 2K12 to critical acclaim and the highest review scores in the history of the franchise (90 — Metacritic).  The game was supported with the Legends Showcase downloadable content during the 2011 holiday season.  The label also released NBA 2K12 for the iPhone, iPod touch and iPad.  NBA 2K12 has sold-in nearly 4 million units to date.

·                  2K Sports announced that Cy Young Award winning pitcher, Justin Verlander of the Detroit Tigers, will be the cover athlete for Major League Baseball 2K12 when it launches on March 6, 2012.

·                  2K Games announced that XCOM: Enemy Unknown is in development at Firaxis Games, the creative team behind the iconic Sid Meier’s Civilization franchise.  This title, which will feature both deep strategy and intense action, is planned for release in fall 2012.

 

Financial Outlook for Fiscal 2012

 

Take-Two is updating its financial outlook for the fourth quarter and fiscal year ending March 31, 2012 as set forth below.  This revised outlook primarily reflects the impact of the previously announced change to the planned release date for Max Payne 3 from fourth quarter fiscal 2012 to first quarter fiscal 2013.

 



 

 

 

Fourth Quarter
Ending 3/31/2012

 

Fiscal Year
Ending 3/31/2012

 

Net Revenue

 

$112 to $162 Million

 

$790 to $840 Million

 

 

 

 

 

 

 

Non-GAAP net income (loss) per diluted share

 

$(0.65) to $(0.50)

 

$(0.75) to $(0.60)

 

 

 

 

 

 

 

Stock-based compensation expense per share (a)

 

$0.11

 

$0.39

 

 

 

 

 

 

 

Non-cash interest expense related to convertible debt

 

$0.05

 

$0.14

 

 

 

 

 

 

 

Expenses related to reorganization and unusual legal matters

 

$0.00

 

$0.02

 

 

 

 

 

 

 

Non-cash tax expense

 

$0.01

 

$0.02

 

 


(a)          The Company’s stock-based compensation expense for the periods above includes the cost of approximately 3.7 million shares issued to ZelnickMedia that are subject to variable accounting.  Actual expense to be recorded in connection with these shares is dependent upon several factors, including future changes in Take-Two’s stock price.

 

Key assumptions and dependencies underlying the Company’s guidance include continued consumer acceptance of current generation video game and computer entertainment systems; the ability to develop and publish products that capture market share for these systems; the timely delivery of the titles detailed in this release; and stable foreign exchange rates.  See also “Cautionary Note Regarding Forward Looking Statements” below.

 

Product Releases

 

The following titles were released since October 1, 2011:

 

Label

 

Title

 

Platforms

 

Release Date

 

2K Sports

 

NBA 2K12

 

Xbox 360, PS3, PS2, PSP, Wii, PC, iOS

 

October 4, 2011

 

Rockstar Games

 

Red Dead Redemption: Game of the Year Edition

 

Xbox 360, PS3

 

October 11, 2011*

 

2K Games

 

Duke Nukem Forever: Hail to the Icons Parody Pack (DLC)

 

Xbox 360, PS3, PC

 

October 11, 2011

 

2K Play

 

Dora and Kai-Lan’s Pet Shelter

 

DS

 

November 1, 2011

 

2K Play

 

Team Umizoomi

 

DS

 

November 1, 2011

 

2K Play

 

Let’s Cheer!

 

Kinect for Xbox 360

 

November 7, 2011

 

Rockstar Games

 

L.A. Noire: The Complete Edition

 

PC

 

November 8, 2011*

 

2K Play

 

Nickelodeon Dance

 

Kinect for Xbox 360, Wii

 

November 8, 2011

 

Rockstar Games

 

L.A. Noire: The Complete Edition

 

Xbox 360, PS3

 

November 15, 2011*

 

2K Play

 

Carnival Games: Wild West 3D

 

3DS

 

November 21, 2011

 

2K Sports

 

NBA 2K12 Legends Showcase (DLC)

 

Xbox 360, PS3

 

November 29, 2011

 

2K Games

 

Duke Nukem Forever: The Doctor Who Cloned Me (DLC)

 

Xbox 360, PS3, PC

 

December 13, 2011

 

Rockstar Games

 

Grand Theft Auto III — 10th Anniversary Edition

 

iOS, Android

 

December 15, 2011

 

 


*North American release date; international release date typically follows three days after.

 

Take-Two’s lineup of future titles announced to date includes:

 

Label

 

Title

 

Platforms

 

Planned Release

 

2K Games

 

The Darkness II

 

Xbox 360, PS3, PC

 

February 7, 2012*

 

2K Sports

 

Major League Baseball 2K12

 

Xbox 360, PS3, PS2, PSP, Wii, DS, PC

 

March 6, 2012

 

2K Play

 

Nicktoons MLB

 

3DS

 

March 6, 2012

 

Rockstar Games

 

Max Payne 3

 

Xbox 360, PS3

 

May 15, 2012*

 

Rockstar Games

 

Max Payne 3

 

PC

 

May 29, 2012*

 

2K Games

 

Spec Ops: The Line

 

Xbox 360, PS3, PC

 

First Half Fiscal ‘13

 

2K Games

 

XCOM: Enemy Unknown

 

Xbox 360, PS3, PC

 

Fall 2012

 

2K Games

 

BioShock Infinite

 

Xbox 360, PS3, PC

 

Calendar Year 2012

 

2K Games

 

Borderlands 2

 

Xbox 360, PS3, PC

 

Fiscal Year 2013

 

2K Games

 

XCOM

 

Xbox 360, PS3, PC

 

Fiscal Year 2013

 

Rockstar Games

 

Grand Theft Auto V

 

TBA

 

TBA

 

 


*North American release date; international release typically follows three days after.

 



 

Conference Call

 

Take-Two will host a conference call today at 4:30 p.m. Eastern Time to review these results and discuss other topics.  The call can be accessed by dialing (877) 407-0984 or (201) 689-8577.  A live listen-only webcast of the call will be available by visiting http://ir.take2games.com and a replay will be available following the call at the same location.

 

Non-GAAP Financial Measures

 

In addition to reporting financial results in accordance with U.S. generally accepted accounting principles (GAAP), the Company uses Non-GAAP measures of financial performance that exclude certain non-recurring or non-cash items.  Non-GAAP gross profit, income (loss) from operations, net income (loss), and earnings (loss) per share are measures that exclude certain non-recurring or non-cash items and should be considered in addition to results prepared in accordance with GAAP.  They are not intended to be considered in isolation from, as a substitute for, or superior to, GAAP results.  These Non-GAAP financial measures may be different from similarly titled measures used by other companies.

 

The Company believes that these Non-GAAP financial measures, when taken into consideration with the corresponding GAAP financial measures, are important in gaining an understanding of the Company’s ongoing business. These Non-GAAP financial measures also provide for comparative results from period to period.  Therefore, the Company believes it is appropriate to exclude certain items as follows:

 

·                  Stock-based compensation — the Company does not consider stock-based compensation charges when evaluating business performance and management does not contemplate stock-based compensation expense in its short- and long-term operating plans.  As a result, the Company has excluded such expenses from its Non-GAAP financial measures.

·                  Business reorganization, restructuring and related expenses — the Company does not engage in reorganization activities on a regular basis and therefore believes it is appropriate to exclude business reorganization, restructuring and related expenses from its Non-GAAP financial measures.

·                  Income (loss) from discontinued operations — the Company does not engage in sales of subsidiaries on a regular basis and therefore believes it is appropriate to exclude such gains (losses) from its Non-GAAP financial measures. As the Company is no longer active in its discontinued operations, it believes it is appropriate to exclude income (losses) thereon from its Non-GAAP financial measures.

·                  Professional fees and expenses associated with unusual legal and other matters — the Company has incurred expenses for professional fees and has accrued for legal settlements that are outside its ordinary course of business. As a result, the Company has excluded such expenses from its Non-GAAP financial measures.

·                  Non-cash interest expense related to convertible debtThe Company records non-cash interest expense on its convertible notes in addition to the interest expense already recorded for coupon payments. The Company excludes the non-cash portion of the interest expense from its Non-GAAP financial measures because these amounts are unrelated to its ongoing business operations.

·                  Non-cash tax expense for the impact of deferred tax liabilities associated with tax deductible amortization of goodwill — due to the nature of the adjustment as well as the expectation that it will not have any cash impact in the foreseeable future, the Company believes it is appropriate to exclude this expense from its Non-GAAP financial measures.

 

About Take-Two Interactive Software

 

Headquartered in New York City, Take-Two Interactive Software, Inc. is a leading developer, marketer and publisher of interactive entertainment for consumers around the globe.  The Company develops and publishes products through its two wholly-owned labels Rockstar Games and 2K, which publishes its titles under the 2K Games, 2K Sports and 2K Play brands.  Our products are designed for console systems, handheld gaming systems and personal computers, including smartphones and tablets, and are delivered through physical retail, digital download, online platforms and cloud streaming services.  The Company’s common stock is publicly traded on NASDAQ under the symbol TTWO. For more corporate and product information please visit our website at http://www.take2games.com.

 

All trademarks and copyrights contained herein are the property of their respective holders.

 



 

Cautionary Note Regarding Forward-Looking Statements

 

The statements contained herein which are not historical facts are considered forward-looking statements under federal securities laws and may be identified by words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “potential,” “predicts,” “projects,” “seeks,” “will,” or words of similar meaning and include, but are not limited to, statements regarding the outlook for the Company’s future business and financial performance. Such forward-looking statements are based on the current beliefs of our management as well as assumptions made by and information currently available to them, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may vary materially from these forward-looking statements based on a variety of risks and uncertainties including: our dependence on key management and product development personnel, our dependence on our Grand Theft Auto products and our ability to develop other hit titles for current generation platforms, the timely release and significant market acceptance of our games, the ability to maintain acceptable pricing levels on our games, our ability to raise capital if needed and risks associated with international operations. Other important factors and information are contained in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2011, in the section entitled “Risk Factors,” and the Company’s other periodic filings with the SEC, which can be accessed at www.take2games.com. All forward-looking statements are qualified by these cautionary statements and apply only as of the date they are made. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

 

#  #  #

 



 

TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(in thousands, except per share amounts)

 

 

 

Three months ended December 31,

 

Nine months ended December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Net revenue

 

$

236,325

 

$

334,259

 

$

677,739

 

$

954,621

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold:

 

 

 

 

 

 

 

 

 

Product costs

 

68,803

 

98,067

 

207,391

 

266,170

 

Software development costs and royalties

 

27,236

 

40,276

 

129,086

 

148,906

 

Internal royalties

 

9,907

 

22,001

 

32,998

 

105,266

 

Licenses

 

20,521

 

28,306

 

42,914

 

48,996

 

Total cost of goods sold

 

126,467

 

188,650

 

412,389

 

569,338

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

109,858

 

145,609

 

265,350

 

385,283

 

 

 

 

 

 

 

 

 

 

 

Selling and marketing

 

40,228

 

47,861

 

143,684

 

144,268

 

General and administrative

 

29,705

 

27,492

 

86,067

 

80,314

 

Research and development

 

16,823

 

18,073

 

49,340

 

52,328

 

Depreciation and amortization

 

2,854

 

3,501

 

9,383

 

11,271

 

Total operating expenses

 

89,610

 

96,927

 

288,474

 

288,181

 

Income (loss) from operations

 

20,248

 

48,682

 

(23,124

)

97,102

 

Interest and other, net

 

(6,190

)

(4,013

)

(14,203

)

(10,395

)

Income (loss) from continuing operations before income taxes

 

14,058

 

44,669

 

(37,327

)

86,707

 

(Benefit) provision for income taxes

 

(127

)

3,849

 

4,368

 

10,487

 

Income (loss) from continuing operations

 

14,185

 

40,820

 

(41,695

)

76,220

 

Income (loss) from discontinued operations, net of taxes

 

(81

)

39

 

(285

)

(5,708

)

Net income (loss)

 

$

14,104

 

$

40,859

 

$

(41,980

)

$

70,512

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.16

 

$

0.47

 

$

(0.50

)

$

0.89

 

Discontinued operations

 

 

 

(0.01

)

(0.07

)

Basic earnings (loss) per share

 

$

0.16

 

$

0.47

 

$

(0.51

)

$

0.82

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.16

 

$

0.45

 

$

(0.50

)

$

0.88

 

Discontinued operations

 

 

 

(0.01

)

(0.06

)

Diluted earnings (loss) per share (1)

 

$

0.16

 

$

0.45

 

$

(0.51

)

$

0.82

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding: (2)

 

 

 

 

 

 

 

 

 

Basic

 

89,523

 

86,321

 

83,003

 

85,783

 

Diluted

 

89,523

 

99,260

 

83,003

 

98,721

 

 


(1)          For the three and nine months ended December 31, 2010, diluted EPS has been calculated using the “if-converted” method as a result of the 4.375% Convertible Notes issued in June 2009 (the “4.375% Convertible Notes”), for which diluted net income has been adjusted by $3,552 and $10,446, respectively, related to interest and debt issuance costs, net of tax. The shares used for computing includes 12,927 shares related to the potential dilution from the 4.375% Convertible Notes. The “if-converted” method was not used for the other periods presented as the assumed conversion would have been anti-dilutive.

(2)          Basic and diluted include participating shares of 5,958, 5,578 and 5,824 for the three months ended December 31, 2011 and the three and nine months ended December 31, 2010, respectively.

 

 

 

Three months ended December 31,

 

Nine months ended December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

OTHER INFORMATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Geographic revenue mix

 

 

 

 

 

 

 

 

 

North America

 

69

%

66

%

58

%

57

%

International

 

31

%

34

%

42

%

43

%

 

 

 

 

 

 

 

 

 

 

Platform revenue mix

 

 

 

 

 

 

 

 

 

Microsoft Xbox 360

 

38

%

38

%

44

%

39

%

Sony PlayStation 3

 

38

%

37

%

38

%

40

%

PC

 

9

%

9

%

9

%

10

%

Nintendo Wii

 

4

%

8

%

2

%

5

%

Sony PSP

 

3

%

2

%

2

%

2

%

Nintendo DS

 

3

%

4

%

2

%

2

%

Sony PlayStation 2

 

2

%

2

%

2

%

2

%

Other

 

3

%

0

%

1

%

0

%

 



 

TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts)

 

 

 

December 31,

 

March 31,

 

 

 

2011

 

2011

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

453,316

 

$

280,359

 

Accounts receivable, net of allowances of $52,278 and $42,900 at December 31, 2011 and March 31, 2011, respectively

 

53,274

 

84,217

 

Inventory

 

22,516

 

24,578

 

Software development costs and licenses

 

180,705

 

131,676

 

Prepaid taxes and taxes receivable

 

6,067

 

8,280

 

Prepaid expenses and other

 

36,542

 

37,493

 

Total current assets

 

752,420

 

566,603

 

 

 

 

 

 

 

Fixed assets, net

 

18,556

 

19,632

 

Software development costs and licenses, net of current portion

 

121,843

 

138,320

 

Goodwill

 

223,934

 

225,170

 

Other intangibles, net

 

16,401

 

17,833

 

Other assets

 

7,442

 

4,101

 

Total assets

 

$

1,140,596

 

$

971,659

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

29,400

 

$

56,153

 

Accrued expenses and other current liabilities

 

126,857

 

158,459

 

Deferred revenue

 

11,794

 

13,434

 

Liabilities of discontinued operations

 

1,027

 

2,842

 

Total current liabilities

 

169,078

 

230,888

 

 

 

 

 

 

 

Long-term debt

 

311,906

 

107,239

 

Income taxes payable

 

12,711

 

12,037

 

Other long-term liabilities

 

3,116

 

2,961

 

Liabilities of discontinued operations, net of current portion

 

2,300

 

3,255

 

Total liabilities

 

499,111

 

356,380

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $.01 par value, 5,000 shares authorized

 

 

 

Common stock, $.01 par value, 150,000 shares authorized; 90,035 and 86,119 shares issued and outstanding at December 31, 2011 and March 31, 2011, respectively

 

900

 

861

 

Additional paid-in capital

 

786,652

 

706,482

 

Accumulated deficit

 

(144,503

)

(102,523

)

Accumulated other comprehensive (loss) income

 

(1,564

)

10,459

 

Total stockholders’ equity

 

641,485

 

615,279

 

Total liabilities and stockholders’ equity

 

$

1,140,596

 

$

971,659

 

 



 

TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(in thousands)

 

 

 

Nine months ended December 31,

 

 

 

2011

 

2010

 

 

 

 

 

 

 

Operating activities:

 

 

 

 

 

Net income (loss)

 

$

(41,980

)

$

70,512

 

Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:

 

 

 

 

 

Amortization and impairment of software development costs and licenses

 

117,158

 

123,345

 

Depreciation and amortization

 

9,383

 

11,271

 

Loss from discontinued operations

 

285

 

5,708

 

Amortization and impairment of intellectual property

 

979

 

2,796

 

Stock-based compensation

 

23,463

 

23,630

 

Deferred income taxes

 

 

1,491

 

Amortization of discount on Convertible Notes

 

7,294

 

5,440

 

Amortization of debt issuance costs

 

1,014

 

939

 

Other, net

 

778

 

(525

)

Changes in assets and liabilities, net of effect from purchases of businesses:

 

 

 

 

 

Accounts receivable

 

30,943

 

(9,710

)

Inventory

 

2,062

 

(4,113

)

Software development costs and licenses

 

(147,315

)

(118,961

)

Prepaid expenses, other current and other non-current assets

 

4,125

 

11,987

 

Deferred revenue

 

(1,640

)

(1,532

)

Accounts payable, accrued expenses, income taxes payable and other liabilities

 

(59,574

)

42,063

 

Net cash used in discontinued operations

 

(1,580

)

(9,170

)

Net cash (used in) provided by operating activities

 

(54,605

)

155,171

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Purchase of fixed assets

 

(7,984

)

(8,246

)

Settlement of purchase price related to discontinued operations

 

(1,475

)

 

Cash received from sale of business

 

 

3,075

 

Payments in connection with business combinations, net of cash acquired

 

 

(1,000

)

Net cash used in investing activities

 

(9,459

)

(6,171

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Proceeds from exercise of employee stock options

 

238

 

104

 

Proceeds from issuance of Convertible Notes

 

250,000

 

 

Payment of debt issuance costs

 

(6,875

)

 

Net cash provided by financing activities

 

243,363

 

104

 

 

 

 

 

 

 

Effects of exchange rates on cash and cash equivalents

 

(6,342

)

2,176

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

172,957

 

151,280

 

Cash and cash equivalents, beginning of year

 

280,359

 

145,838

 

Cash and cash equivalents, end of period

 

$

453,316

 

$

297,118

 

 



 

TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES

RECONCILIATION OF GAAP TO Non-GAAP MEASURES (Unaudited)

(in thousands, except per share amounts)

 

 

 

Three Months Ended December 31,

 

Nine Months Ended December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

Gross Profit

 

 

 

 

 

 

 

 

 

GAAP Gross Profit

 

$

109,858

 

$

145,609

 

$

265,350

 

$

385,283

 

Stock-based compensation

 

794

 

1,793

 

4,379

 

9,801

 

Non-GAAP Gross Profit

 

$

110,652

 

$

147,402

 

$

269,729

 

$

395,084

 

 

 

 

 

 

 

 

 

 

 

Income (Loss) from Operations

 

 

 

 

 

 

 

 

 

GAAP Income (Loss) from Operations

 

$

20,248

 

$

48,682

 

$

(23,124

)

$

97,102

 

Stock-based compensation

 

10,803

 

5,916

 

23,463

 

23,630

 

Business reorganization and related

 

247

 

 

1,015

 

1,713

 

Professional fees and legal matters

 

20

 

423

 

196

 

371

 

Non-GAAP Income (Loss) from Operations

 

$

31,318

 

$

55,021

 

$

1,550

 

$

122,816

 

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

 

 

 

 

 

 

 

 

 

GAAP Net Income (Loss)

 

$

14,104

 

$

40,859

 

$

(41,980

)

$

70,512

 

Discontinued operations

 

81

 

(39

)

285

 

5,708

 

Stock-based compensation

 

10,803

 

5,916

 

23,463

 

23,630

 

Professional fees and legal matters

 

20

 

423

 

196

 

371

 

Business reorganization and related

 

247

 

 

1,015

 

1,713

 

Non-cash interest expense

 

3,234

 

1,872

 

7,294

 

5,440

 

Non-cash tax expense

 

465

 

472

 

1,286

 

1,393

 

Non-GAAP Net Income (Loss)

 

$

28,954

 

$

49,503

 

$

(8,441

)

$

108,767

 

 

 

 

 

 

 

 

 

 

 

Diluted Earnings (Loss) Per Share

 

 

 

 

 

 

 

 

 

GAAP earnings (loss) per share

 

$

0.16

 

$

0.45

 

$

(0.51

)

$

0.82

 

Non-GAAP earnings (loss) per share (1)

 

$

0.27

 

$

0.52

 

$

(0.10

)

$

1.15

 

 

 

 

 

 

 

 

 

 

 

Number of diluted shares used in computation

 

 

 

 

 

 

 

 

 

GAAP

 

89,523

 

99,260

 

83,003

 

98,721

 

Non-GAAP (2)

 

115,544

 

99,260

 

83,003

 

98,721

 

 


(1)    For the three months ended December 31, 2011, Non-GAAP diluted EPS has been calculated using the “if-converted” method as a result of the issuances of the 4.375% Convertible Notes in June 2009 (the “4.375% Convertible Notes”) and the 1.75% Convertible Notes in November 2011 (the “1.75% Convertible Notes” and together with the 4.375% Convertible Notes, the “Convertible Notes”) for which diluted net income has been adjusted by $2,378 related to interest and debt issuance costs, net of tax. The shares used for computing the three months ended December 31, 2011 Non-GAAP diluted EPS include 26,021 shares related to the potential dilution from the Convertible Notes.

 

For the three and nine months ended December 31, 2010, Non-GAAP diluted EPS has been calculated using the “if-converted” method as a result of the 4.375% Convertible Notes, for which diluted net income has been adjusted by $1,680 and $5,006, respectively, related to interest and debt issuance costs, net of tax. The shares used for computing the three and nine months ended December 31, 2010 Non-GAAP diluted EPS include 12,927 shares related to the potential dilution from the 4.375% Convertible Notes.

 

The “if-converted” method was not used for the nine months ended December 31, 2011 as the assumed conversion would have been anti-dilutive.

 

(2)    For the three months ended December 31, 2011 and the three and nine months ended December 31, 2010, the diluted shares used in the computation of Non-GAAP EPS include participating shares of 5,958, 5,578 and 5,824, respectively.