0001144204-13-027426.txt : 20130509 0001144204-13-027426.hdr.sgml : 20130509 20130509161526 ACCESSION NUMBER: 0001144204-13-027426 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130509 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130509 DATE AS OF CHANGE: 20130509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: XO GROUP INC. CENTRAL INDEX KEY: 0001062292 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-NONSTORE RETAILERS [5960] IRS NUMBER: 133895178 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35217 FILM NUMBER: 13829077 BUSINESS ADDRESS: STREET 1: 195 BROADWAY 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10007 BUSINESS PHONE: 2122198555 MAIL ADDRESS: STREET 1: 195 BROADWAY, 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10007 FORMER COMPANY: FORMER CONFORMED NAME: KNOT INC DATE OF NAME CHANGE: 19990809 8-K 1 v344494_8k.htm FORM 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

_____________________

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

 

Date of Report (Date of earliest event reported): May 9, 2013

 

 

XO Group Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 001-35217 13-3895178
(State or other Jurisdiction
of Incorporation)
(Commission File Number) (I.R.S. Employer
Identification No.)

 

195 Broadway, 25th Floor, New York, New York 10007
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code:  (212) 219-8555

 


(Former name or former address, if changed since last report)

 

_____________________

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

Item 2.02. Results of Operations and Financial Condition.

 

On May 9, 2013, XO Group Inc. (“XO Group”) issued a press release announcing its financial results as of and for the quarter ended March 31, 2013. A copy of XO Group’s press release announcing these financial results is attached as Exhibit 99.1 hereto, and is incorporated by reference into this report. The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a) (2) of the Securities Act of 1933, as amended. The information contained in this Item and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any filing of XO Group, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits. The following documents are included as exhibits to this report:

 

99.1 Press Release dated May 9, 2013.

 

 
 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

XO GROUP INC.

(Registrant)

 

Date: May 9, 2013 By:  /s/ JOHN P. MUELLER
    John P. Mueller
    Chief Financial Officer

 

 
 

EXHIBIT INDEX

 

99.1 Press Release dated May 9, 2013.

 

 

EX-99.1 2 v344494_ex99-1.htm EXHIBIT 99.1

XO Group Reports First Quarter 2013 Financial Results



Conference Call Thursday, May 9th, at 4:30 p.m. ET, Dial-In (877) 314-9915 (ID# 60012012)



- First Quarter Revenue up 2%, Led by Publishing and Other up 13% and Local Online up 11%-

NEW YORK, May 9, 2013 /PRNewswire/ -- XO Group Inc. (NYSE: XOXO, www.xogroupinc.com), the premier media and technology company devoted to weddings, pregnancy, and everything in between, today reported financial results for the three months ended March 31, 2013.

First Quarter Summary Results

Total revenue for the first quarter was $30.3 million, up 1.7% compared to the prior year. The results were led by publishing and other revenues and local online advertising revenue, which grew 12.7% and 10.7%, respectively, year over year. Registry commission revenue grew 15.7% in the three months ended March 31, 2013 compared to the prior year period. National online advertising revenue increased by 3.7%, while merchandise revenue was down by 31.9% compared to the first quarter last year.

For the quarter ended March 31, 2013, the Company's operating profit was $2.8 million compared to $0.6 million in the prior year quarter. The $2.2 million increase in operating profit was primarily due to lower operating expenses, specifically decreased stock based compensation expenses, partially offset by increased technology related costs. Net income for the quarter was $1.7 million or $0.07 per diluted share, compared to $0.4 million or $0.02 per diluted share in the prior year quarter.

The Company's balance sheet at March 31, 2013 reflects cash and cash equivalents of $74.9 million, down $2.5 million from $77.4 million at December 31, 2012. Cash declined during the first quarter, primarily driven by $1.6 million of cash used to satisfy tax withholding obligations for employees related to the vesting of their restricted stock awards, as well as capital expenditures of $1.2 million, partially offset by cash from operating activities of $0.2 million.

"We are pleased with the strength in our advertising businesses this quarter, with strength across all platforms online and offline. However, we believe we still have a lot of opportunity to drive total revenue growth," said Chief Executive Officer, David Liu. "Our teams are working tirelessly to create new products, tools, and services across our brands and platforms. To this end, we recently launched our mobile optimized ecommerce site, and in the coming months we plan to roll out additional products which will connect our brides, newlyweds, and new parents with the relevant retailers and vendors during the critical 'five years of firsts' lifestages."

Recent Developments

  • Local online advertising growth continued in the first quarter with ongoing strength across geographies and products. We had more than 22,500 vendors at the close of the first quarter compared to 21,500 during the same period last year. The churn rate increased slightly to 29.8% at the end of March 2013, from 29.3% during the same period last year, but down 40 basis points from the end of last year.  The average annual revenue per vendor was approximately $2,400, up 4.1% year over year (see Supplemental Tables, below).
  • In April 2013, the Company launched a new Registry Platform. The new platform includes a rebuild of the entire back end system, extensive improvements to the couples search tool, new customizable registry profile pages, and the addition of centralized registry management for the brides, among other enhancements.
  • During New York's April Bridal Fashion Week, the Company streamed 11 exclusive fashion shows on TheKnot.com and Facebook.  The runway live-stream shows included Monique Lhuillier, Reem Acra, Amsale, Oscar de la Renta, Carolina Herrera, Maggie Sottero and more. Along with the exclusive live-stream, TheKnot.com editors provided real-time coverage of the runway via multiple platforms including TheKnot.com, Facebook, Pinterest, Instagram and Twitter.
  • In April 2013, the Board of Directors authorized a new repurchase program of up to $20 million of the Company's common stock from time to time on the open market or in privately negotiated transactions.
  • In March 2013, the mobile version of The Knot Wedding Shop was launched at http://m.weddingshop.theknot.com. This site is optimized for mobile users, allowing for easy personalization and purchase of wedding related items such as napkins, totes, and wedding party gifts across mobile devices.

First Quarter 2013 Financial Highlights

"Our revenue results were mixed. We were encouraged by the growth in our publishing and local online businesses although we were disappointed with the continued decline of our merchandise business. We continue to focus on balancing investments with profitability. The increase in profitability this quarter, coupled with our recently announced share buyback authorization, positions us to continue to deliver value to our shareholders," said Chief Financial Officer, John Mueller.

  • For the three months ended March 31, 2013, the Company's revenue was $30.3 million, up 1.7% compared to revenue in the first quarter of 2012. Net income for the first quarter was $1.7 million, or $0.07 per diluted share, compared to net income of $0.4 million, or $0.02 per diluted share, for the first quarter ended March 31, 2012.
  • Local online advertising revenue was $13.6 million for the quarter ended March 31, 2013, growing 10.7% compared to $12.2 million for the first quarter of 2012.
  • Publishing and other revenues were $5.1 million for the first quarter ended March 31, 2013, up 12.7% compared to the same period last year.
  • National online advertising revenue was $6.6 million for the three months ended March 31, 2013, increasing 3.7% compared to the corresponding period in 2012. 
  • Registry commission revenue was $1.2 million in the first quarter of 2013, up 15.7% compared to the same period in 2012. 
  • Merchandise revenue from the sale of wedding and baby supplies was $3.8 million for the three months ended March 31, 2013, compared to $5.6 million for the corresponding period in 2012. The 31.9% decrease was mainly due to SEO challenges and the impact from increased usage of mobile devices by our users.  
  • Gross profit for the first quarter of 2013 was $25.6 million, up 2.7% year over year, and gross margin was 84.5% for the three months ended March 31, 2013, compared to 83.7% for the corresponding period in 2012. 
  • Operating expense was $22.8 million for the three months ended March 31, 2013, compared to $24.3 million for the corresponding period in 2012. The $1.5 million decrease in operating expense was mainly due to a decrease in stock-based compensation, partially offset by increased technology related costs.
  • The year-over-year decrease in stock-based compensation was due to the timing of annual grants and the impact of a lower estimated accrual for stock-based compensation compared to the prior year.  As a result, stock-based compensation was $1.3 million for the three months ended March 31, 2013 compared to $2.6 million for the corresponding period in 2012.
  • The Company incurred net operating expenses related to Ijie.com of approximately $1.0 million for the three months ended March 31, 2013, flat compared to the corresponding period in 2012.
  • Net cash provided by operating activities was $0.2 million for the quarter ended March 31, 2013, while capital expenditures amounted to $1.2 million for the same period. 

Supplemental Data Tables

Local Online Advertising Metrics


1Q2013

4Q2012

3Q2012

2Q2012

1Q2012

Profile Count

30,400

29,100

29,700

29,700

29,300

Vendor Count

22,600

22,100

22,100

21,800

21,500

Churn Rate

29.8%

30.2%

29.8%

29.7%

29.3%

Avg. Revenue/Vendor

$2,400

$2,400

$2,300

$2,300

$2,300

Gross Profit/Margin by Business

Three months ended March 31,

2013

2013

2012

2012

($000s)

Gross
Profit

Gross
Margin

Gross
Profit

Gross
Margin

Online sponsorship & advertising

$19,640

97.5%

$18,175

97.8%

Registry services

1,174

100.0%

1,014

100.0%

Merchandise

1,341

35.1%

2,551

45.5%

Publishing & other

3,422

66.5%

3,175

69.5%

Total gross profit

$25,577

84.5%

$24,915

83.7%

Stock Based Compensation


Three Months ended
March 31,

($000s)

2013

2012

Product & content development

$556

$834

Sales & marketing

341

880

General & administrative

407

860

Total stock-based compensation

$1,304

$2,574

XO GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in Thousands, Except for Per Share Data)






Three Months Ended March 31,



2013

(unaudited)


2012

(unaudited)

Net revenue:





Online sponsorship and advertising


$

20,135



$

18,589


Registry services


1,174



1,014


Merchandise


3,818



5,609


Publishing and other


5,146



4,567


Total net revenue


30,273



29,779


Cost of revenue:





Online sponsorship and advertising


495



414


Merchandise


2,477



3,058


Publishing and other


1,724



1,392


Total cost of revenue


4,696



4,864


Gross profit


25,577



24,915


Operating expenses:





Product and content development


6,872



6,592


Sales and marketing


9,976



11,153


General and administrative


4,819



5,634


Depreciation and amortization


1,103



946


Total operating expenses


22,770



24,325


Income from operations


2,807



590


Loss in equity interests


(58)




Interest and other income (expense), net


13



(4)


Income before income taxes


2,762



586


Provision for income taxes


1,089



234


Net income


1,673



352


Plus: net loss attributable to noncontrolling interest




45


Net income attributable to XO Group Inc.


$

1,673



$

397


Net income per share attributable to XO Group Inc. common stockholders:





Basic


$

0.07



$

0.02


Diluted


$

0.07



$

0.02


Weighted average number of shares used in calculating net earnings per share





Basic


24,460



25,519


Diluted


25,254



26,092


XO GROUP INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in Thousands, Except for Share and Per Share Data)








March 31, 2013


December 31, 2012



(Unaudited)



ASSETS





Current assets:





Cash and cash equivalents


$

74,948



$

77,407


Accounts receivable, net


13,145



14,960


Inventories


3,216



2,222


Deferred production and marketing costs


638



557


Deferred tax assets, current portion


2,857



2,857


Prepaid expenses


4,002



2,311


Other current assets


88



141


Total current assets


98,894



100,455


Long-term restricted cash


2,600



2,599


Property and equipment, net


13,457



13,093


Intangible assets, net


5,382



5,660


Goodwill


37,750



37,750


Deferred tax assets


21,332



21,334


Investment in equity interests


2,338



2,396


Other assets


66



67


Total assets


$

181,819



$

183,354


LIABILITIES AND EQUITY





Current liabilities:





Accounts payable and accrued expenses


$

7,030



$

11,448


Deferred revenue


16,280



14,710


Total current liabilities


23,310



26,158


Deferred tax liabilities


2,789



2,791


Deferred rent


6,454



6,628


Other liabilities


3,272



3,270


Total liabilities


35,825



38,847


Stockholders' equity:





Preferred stock





Common stock


268



259


Additional paid-in-capital


163,885



164,071


Accumulated other comprehensive loss


(106)



(97)


Accumulated deficit


(18,053)



(19,726)


Total stockholders' equity


145,994



144,507


Total liabilities and equity


$

181,819



$

183,354


Conference Call and Replay Information

XO Group Inc. will host a conference call with investors at 4:30 p.m. ET on Thursday, May 9, 2013, to discuss its first quarter 2013 financial results. Participants should dial (877) 314-9915 and use Conference ID# 60012012 at least 10 minutes before the call is scheduled to begin. Participants can also access the live broadcast over the Internet on the Investor Relations section of the Company's website, accessible at http://ir.xogroupinc.com. To access the webcast, participants should visit XO Group's website at least 15 minutes prior to the conference call in order to download or install any necessary audio software.

A replay of the webcast will also be archived on the Company's website approximately two hours after the conference call ends. A replay of the call will be available at (855) 859-2056 or (404) 537-3406, conference ID #60012012.

About XO Group Inc.

XO Group Inc. (NYSE: XOXO; http://www.xogroupinc.com) is the premier media and technology company devoted to weddings, pregnancy and everything in between, providing young women with the trusted information, products and advice they need to guide them through the most transformative events of their lives. Our family of premium brands began with the #1 wedding brand, The Knot, and has grown to include WeddingChannel.com, The Nest, The Bump and Ijie.com. XO Group is recognized by the industry for being innovative in all media - from the web to social media and mobile, magazines and books, and video - and our groundbreaking social platforms have ignited passionate communities across the world. XO Group has leveraged its customer loyalty into successful businesses in online sponsorship and advertising, registry services, ecommerce and publishing. The company is publicly listed on the New York Stock Exchange (XOXO) and is headquartered in New York City.

This release may contain projections or other forward-looking statements regarding future events or our future financial performance. These statements are only predictions and reflect our current beliefs and expectations. Actual events or results may differ materially from those contained in the projections or forward-looking statements. It is routine for internal projections and expectations to change as the quarter progresses, and therefore it should be clearly understood that the internal projections and beliefs upon which we base our expectations may change prior to the end of the quarter. Although these expectations may change, we will not necessarily inform you if they do. Our policy is to provide expectations not more than once per quarter, and not to update that information until the next quarter. Some of the factors that could cause actual results to differ materially from the forward-looking statements contained herein include, without limitation, (i) our online wedding-related and other websites may fail to generate sufficient revenue to survive over the long term, (ii) we incurred losses for many years following our inception and may incur losses in the future, (iii) we may be unable to adjust spending quickly enough to offset any unexpected revenue shortfall, (iv) sales to sponsors or advertisers may be delayed or cancelled, (v) efforts to launch new technology and features may not generate significant new revenue or may reduce revenue from existing services, (vi) we may be unable to develop solutions that generate revenue from advertising delivered to mobile phones and wireless devices, (vii) the significant fluctuation to which our quarterly revenue and operating results are subject, (viii) the seasonality of the wedding industry, (ix) our e-commerce operations are dependent on Internet search engine rankings, and our ability to influence those rankings is limited, (x) the dependence of our registry services business on third parties, and (xi) other factors detailed in documents we file from time to time with the Securities and Exchange Commission. Forward-looking statements in this release are made pursuant to the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995.

Contact:
Ivan Marmolejos
Investor Relations
(212) 219-8555 x1004
IR@xogrp.com