-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, L3aJDUqy74rNAluaUszo90I7MozV522VKGyCSEv40JbwYWzeVUHIdI9nOz5DzrEj e/Uyn/2LuPTUCdYtQ+9fWA== 0001157523-09-005661.txt : 20090805 0001157523-09-005661.hdr.sgml : 20090805 20090805161038 ACCESSION NUMBER: 0001157523-09-005661 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090805 DATE AS OF CHANGE: 20090805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MOVE INC CENTRAL INDEX KEY: 0001085770 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 954438337 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26659 FILM NUMBER: 09988362 BUSINESS ADDRESS: STREET 1: 30700 RUSSELL RANCH RD CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91362 BUSINESS PHONE: 805-557-2300 MAIL ADDRESS: STREET 1: 30700 RUSSELL RANCH RD CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91362 FORMER COMPANY: FORMER CONFORMED NAME: HOMESTORE INC DATE OF NAME CHANGE: 20021113 FORMER COMPANY: FORMER CONFORMED NAME: HOMESTORE COM INC DATE OF NAME CHANGE: 19990505 8-K 1 a6022808.htm MOVE, INC. 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):  August 5, 2009

Move, Inc.
(Exact name of registrant as specified in its charter)

Delaware   000-26659   95-4438337
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

30700 Russell Ranch Road
Westlake Village, California 91362
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (805) 557-2300


 (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 (see General Instruction A.2. below):

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))


TABLE OF CONTENTS

Item 2.02     Results of Operations and Financial Condition.

Item 9.01     Financial Statements and Exhibits.


SIGNATURE

EXHIBIT INDEX

EXHIBIT 99.1


Item 2.02     Results of Operations and Financial Condition.

On August 5, 2009, Move, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2009.  A copy of that release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01     Financial Statements and Exhibits.

(d) Exhibits

99.1   Press Release announcing Move, Inc.’s financial results for the quarter ended June 30, 2009


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.

MOVE, INC.

 
 

Date: August 5, 2009

 

By:

/s/ Robert J. Krolik

Robert J. Krolik

Chief Financial Officer


EXHIBIT INDEX

Exhibit Number

Description

 
99.1

Press Release announcing Move, Inc.’s financial results for the quarter ended June 30, 2009

EX-99.1 2 a6022808ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Move, Inc. Announces Second Quarter 2009 Financial Results

WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--August 5, 2009--Move, Inc. (NASDAQ:MOVE) reported financial results for the second quarter ended June 30, 2009.

Revenue for the second quarter was $54.6 million, compared to $61.4 million in the second quarter of 2008. Income from continuing operations for the second quarter was $2.1 million, compared to $2.1 million in the second quarter of 2008. Net income applicable to common stockholders was $3.2 million, or $0.02 per share, compared to a net loss of $2.2 million, or a loss of $0.01 per share in the second quarter of 2008.

Move's Adjusted EBITDA (earnings from continuing operations before interest, taxes, stock-based compensation and charges, depreciation, amortization and other non-recurring charges) on a non-GAAP basis for the second quarter of 2009 was $7.1 million, compared to $5.7 million for the second quarter of 2008. The Company has reported Adjusted EBITDA because management uses it to monitor and assess the Company's performance and believes it is helpful to investors in understanding the Company's business.

"During the quarter, we continued to make solid progress toward both our short term business objectives and our long term growth strategy," said Steve Berkowitz, Move's CEO. “While we remain focused on improving the financial and operational performance across our product lines in the current economy, I'm pleased that we have begun the process of better integrating all our businesses, which we anticipate will have a positive impact on our future performance. Over the past few months, we began combining sales, product and administrative functions across the company, enabling us to better focus our efforts on leveraging our key assets, addressing areas of the business that need to be changed, and expanding our capabilities in other areas that will drive our future growth.”

Conference Call

As previously announced, Move, Inc. will host a conference call, which will be broadcast live over the Internet today, Wednesday, August 5, 2009, at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time). In order to participate in the call, please dial (866) 362-4829, or if outside the U.S., (617) 597-5346 with passcode 99583429, at least five minutes prior to the 2:00 p.m. PT start time. A live webcast and replay of the call will also be available at http://investor.move.com under the Event Calendar menu. An audio replay will be available between 8:00 p.m. ET, August 5, 2009, and 11:59 p.m. ET, August 19, 2009, by calling (888) 286-8010, or (617) 801-6888, with passcode 44964312.


For additional information regarding the Company's results, please go to the "SEC Filings" section at http://investor.move.com to view annual reports as filed with the Securities and Exchange Commission on Form 10-K for the year ended December 31, 2008 on March 9, 2009.

Use of Non-GAAP Financial Measures

To supplement its consolidated financial statements presented in accordance with generally accepted accounting principles in the United States ("GAAP"), Move uses a non-GAAP measure of income (loss) from continuing operations excluding litigation settlement charges and certain other non-cash and non-recurring items, principally depreciation, amortization and stock-based compensation and other charges, which is referred to as Adjusted EBITDA. The Company has also presented a non-GAAP table of Segment Data for the three and six month periods ended June 30, 2009 and 2008 that extracts stock-based compensation under SFAS 123R "Share Based Payment". A reconciliation of these non-GAAP measures to GAAP is provided in the attached tables. These non-GAAP adjustments are provided to enhance the user's overall understanding of Move's current financial performance and its prospects for the future and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. These non-GAAP measures are the primary basis management uses for planning and forecasting its future operations. Move believes these non-GAAP results provide useful information to both management and investors by excluding certain expenses that it believes are not indicative of its core operating results and a more consistent basis for comparison between quarters and should be carefully evaluated.

This press release may contain forward-looking statements, including information about management's view of Move's future expectations, plans and prospects, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of Move, its subsidiaries, divisions and concepts to be materially different than those expressed or implied in such statements. These risk factors and others are included from time to time in documents Move files with the Securities and Exchange Commission, including but not limited to, its Form 10-Ks, Form 10-Qs and Form 8-Ks. Other unknown or unpredictable factors also could have material adverse effects on Move's future results. The forward-looking statements included in this press release are made only as of the date hereof. Move cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, Move expressly disclaims any intent or obligation to update any forward-looking statements to reflect subsequent events or circumstances.

ABOUT MOVE, INC.

Move, Inc. (NASDAQ:MOVE) is the leader in online real estate with 8.3 million [1] monthly visitors to its online network of websites. Move, Inc. operates: Move.com, a leading destination for information on new homes and rental listings, moving, home and garden and home finance; REALTOR.com®, the official Web site of the National Association of REALTORS®; Moving.com; SeniorHousingNet; and TOP PRODUCER Systems. Move, Inc. is based in Westlake Village, California. For more information: www.move.com.

[1] comScore Media Metrix, June 2009


 

MOVE, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

       
Three Months Ended June 30, Six Months Ended June 30,
2009 2008 2009 2008
(unaudited) (unaudited)
Revenue $ 54,637 $ 61,437 $ 109,505 $ 123,379
Cost of revenue (1) 12,804   11,214   25,451   22,649  
Gross profit 41,833   50,223   84,054   100,730  
 
Operating expenses: (1)
Sales and marketing 21,387 23,140 42,149 47,266
Product and web site development 6,425 6,802 12,808 13,689
General and administrative 11,465 19,433 35,487 41,604
Amortization of intangible assets 108 197 259 394
Litigation settlement 975     975    
Total operating expenses 40,360   49,572   91,678   102,953  
Operating income (loss) from continuing operations 1,473 651 (7,624 ) (2,223 )
 
Interest income, net 314 1,521 449 3,578
Other income, net 386   109   491   180  
Income (loss) from continuing operations before income taxes 2,173 2,281 (6,684 ) 1,535
 
Provision for income taxes (81 ) (162 ) (177 ) (203 )
 
Income (loss) from continuing operations 2,092 2,119 (6,861 ) 1,332
 
Income (loss) from discontinued operations 107 (3,076 ) (249 ) (5,650 )
Gain on disposition of discontinued operations 2,303     2,303    
Net income (loss) 4,502 (957 ) (4,807 ) (4,318 )
 

Convertible preferred stock dividends and related accretion

(1,307 ) (1,272 ) (2,605 ) (2,537 )
Net income (loss) applicable to common stockholders $ 3,195   $ (2,229 ) $ (7,412 ) $ (6,855 )
 
Basic net income (loss) per share applicable to common stockholders
Continuing operations $ 0.01 $ 0.01 $ (0.06 ) $ (0.01 )
Discontinued operations 0.02   (0.02 ) 0.01   (0.04 )
Basic net income (loss) per share applicable to common stockholders $ 0.02   $ (0.01 ) $ (0.05 ) $ (0.05 )
 
Diluted net income (loss) per share applicable to common stockholders
Continuing operations $ 0.01 $ 0.01 $ (0.06 ) $ (0.01 )
Discontinued operations 0.02   (0.02 ) 0.01   (0.04 )
Diluted net income (loss) per share applicable to common stockholders $ 0.02   $ (0.01 ) $ (0.05 ) $ (0.05 )
 
 
Shares used in calculation of net income (loss) per share applicable to common stockholders:
 
Basic 152,920   151,551   153,019   151,383  
Diluted

156,552

  158,292   153,019   151,383  
 
 
(1) Includes stock-based compensation as follows:
 
Cost of revenue $ 46 $ 31 $ 83 $ 69
Sales and marketing 604 103 877 209
Product and web site development 187 84 327 269
General and administrative 435   1,777   10,858   4,847  
$ 1,272   $ 1,995   $ 12,145   $ 5,394  

 

MOVE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

   

Six Months Ended June 30,

2009 2008
Cash flows from continuing operating activities: (unaudited)
Income (loss) from continuing operations $ (6,861 ) $ 1,332
Adjustments to reconcile income (loss) from continuing operations to net cash provided by continuing operating activities:
Depreciation 5,287 5,512
Amortization of intangible assets 259 394
Provision for doubtful accounts 811 440
Loss (gain) on sale of property and equipment 51
Stock-based compensation and charges 12,411 5,503
Change in market value of embedded derivative liability (536 ) (155 )
Other non-cash items (56 ) 283
Changes in operating assets and liabilities, net of acquisitions and discontinued operations:
Accounts receivable (51 ) 2,116
Other assets 354 (2,865 )
Accounts payable and accrued expenses (1,774 ) (760 )
Deferred revenue (4,701 ) (1,092 )
 
Net cash provided by continuing operating activities 5,143 10,759
Net cash used in discontinued operating activities (1,225 ) (4,366 )
Net cash provided by operating activities 3,918   6,393  
 
Cash flows from investing activities:
Purchases of property and equipment (4,453 ) (5,130 )
Purchases of short-term investments (21,552 )
Maturities of short-term investments 1,800
Proceeds from sale of assets   31  
Net cash used in investing activities of continuing operations (4,453 ) (24,851 )
Net cash provided by investing activities of discontinued operations 1,739   799  
Net cash used in investing activities (2,714 ) (24,052 )
 
Cash flows from financing activities:
Proceeds from exercise of stock options 70 972
Tax withholdings related to net share settlements of restricted stock awards (1,064 )
Payments on capital lease obligations 81 (1,002 )
Restricted cash (339 ) 176  
Net cash provided by (used in) financing activities (1,252 ) 146  
 
Change in cash and cash equivalents (48 ) (17,513 )
 
Cash and cash equivalents, beginning of period 108,935   45,713  
 
Cash and cash equivalents, end of period $ 108,887   $ 28,200  

 

MOVE, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

   
June 30,

2009

December 31,

2008

(unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 108,887 $ 108,935
Accounts receivable, net 12,022 12,833
Other current assets 11,386 11,399
Restricted cash 3,128    
Total current assets 135,423 133,167
 
Property and equipment, net 21,178 21,934
Long-term investments 111,800 111,800
Goodwill, net 16,969 16,969
Intangible assets, net 3,674 3,933
Restricted cash 3,209
Other assets 1,629   995  
Total assets $ 290,673   $ 292,007  
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 3,032 $ 4,051
Accrued expenses 21,666 22,747
Obligation under capital leases 339
Deferred revenue 19,298 23,991
Line of credit 64,700   64,700  
Total current liabilities 108,696 115,828
 
Other non-current liabilities 1,162   2,043  
Total liabilities 109,858   117,871  
 
Series B convertible preferred stock 108,902 106,297
 
Stockholders’ equity:
Series A convertible preferred stock
Common stock 155 153
Additional paid-in capital 2,101,441 2,089,964
Accumulated other comprehensive income (17,176 ) (17,183 )
Accumulated deficit (2,012,507 ) (2,005,095 )
Total stockholders’ equity 71,913   67,839  
 
Total liabilities and stockholders’ equity $ 290,673   $ 292,007  

 

MOVE, INC.

SEGMENT OPERATING RESULTS

(in thousands)

       
Three Months Ended June 30, Six Months Ended June 30,
2009 2008 2009 2008
Revenue: (unaudited) (unaudited)
Real Estate Services $ 49,011 $ 54,214 $ 99,548 $ 110,008
Consumer Media 5,626   7,223   9,957   13,371  
Total revenue $ 54,637   $ 61,437   $ 109,505   $ 123,379  
 
Operating income (loss) from continuing operations (1)
Real Estate Services $ 10,194 $ 14,228 $ 22,664 $ 25,774
Consumer Media 910 623 532 (30 )
Unallocated (9,631 ) (14,200 ) (30,820 ) (27,967 )
Operating loss from continuing operations $ 1,473   $ 651   $ (7,624 ) $ (2,223 )
 
 
(1) Includes stock-based compensation as follows:
 
Real Estate Services $ 1,066 $ 669 $ 1,629 $ 2,400
Consumer Media 135 95 205 179
Unallocated 71   1,231   10,311   2,815  
$ 1,272   $ 1,995   $ 12,145   $ 5,394  

 

MOVE, INC.

SEGMENT OPERATING RESULTS

NET OF STOCK-BASED COMPENSATION EXPENSE

(in thousands)

         
Three months ended
June 30, 2009
(unaudited)
Real Estate Consumer Stock-based
Services Media Unallocated Compensation Total
Revenue $ 49,011 $ 5,626 $ $ $

54,637

Cost of revenue 10,314       1,974       470   46   12,804  
Gross profit 38,697 3,652 (470 ) (46 ) 41,833
 
Sales and marketing 18,141 1,630 1,012 604 21,387
Product and web site development 5,145 487 606 187 6,425
General and administrative 4,151 490 6,389 435 11,465
Amortization of intangibles 108 108
Litigation Settlement     975     975  
Total operating expenses 27,437   2,607   9,090   1,226   40,360  
 
Operating income (loss) from continuing operations $ 11,260   $ 1,045   $ (9,560 ) $ (1,272 ) $ 1,473  
 
 
 
Three months ended
June 30, 2008
(unaudited)
Real Estate Consumer Stock-based
Services Media Unallocated Compensation Total
Revenue $ 54,214 $ 7,223 $ $ $ 61,437
Cost of revenue 9,424       1,531       228   31   11,214  
Gross profit 44,790 5,692 (228 ) (31 ) 50,223
 
Sales and marketing 17,998 3,402 1,637 103 23,140
Product and web site development 5,787 331 600 84 6,802
General and administrative 6,108 1,241 10,307 1,777 19,433
Amortization of intangibles    

197

    197  
Total operating expenses 29,893   4,974   12,741   1,964   49,572  
 
Operating income (loss) from continuing operations $ 14,897   $ 718   $ (12,969 ) $ (1,995 ) $ 651  

 

MOVE, INC.

SEGMENT OPERATING RESULTS

NET OF STOCK-BASED COMPENSATION EXPENSE

(in thousands)

         
Six months ended
June 30, 2009
(unaudited)
Real Estate Consumer Stock-based
Services Media Unallocated Compensation Total
Revenue $ 99,548 $ 9,957 $ $ $ 109,505
Cost of revenue 20,609       3,860       899   83   25,451  
Gross profit 78,939 6,097 (899 ) (83 ) 84,054
 
Sales and marketing 35,829 3,431 2,012 877 42,149
Product and web site development 10,378 1,015 1,088 327 12,808
General and administrative 8,439 914 15,276 10,858 35,487
Amortization of intangibles 259 259
Litigation settlement     975     975  
Total operating expenses 54,646   5,360   19,610   12,062   91,678  
 
Operating income (loss) from continuing operations $ 24,293   $ 737   $ (20,509 ) $ (12,145 ) $ (7,624 )
 
 
 
Six months ended
June 30, 2008
(unaudited)
Real Estate Consumer Stock-based
Services Media Unallocated Compensation Total
Revenue $ 110,008 $ 13,371 $ $ $ 123,379
Cost of revenue 18,902       3,098       580   69   22,649  
Gross profit 91,106 10,273 (580 ) (69 ) 100,730
 
Sales and marketing 37,264 6,776 3,017 209 47,266
Product and web site development 11,403 776 1,241 269 13,689
General and administrative 14,265 2,572 19,920 4,847 41,604
Amortization of intangibles     394     394  
Total operating expenses 62,932   10,124   24,572   5,325   102,953  
 
Operating income (loss) from continuing operations $ 28,174   $ 149   $ (25,152 ) $ (5,394 ) $ (2,223 )

 

MOVE, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURE

OPERATING INCOME (LOSS) FROM CONTINUING OPERATIONS EXCLUDING STOCK-BASED

COMPENSATION AND CHARGES, DEPRECIATION, AMORTIZATION, LITIGATION SETTLEMENT AND

NON-RECURRING SEVERANCE COSTS (EBITDA)

(in thousands)

           
Three Months Ended June 30, Six Months Ended June 30,
2009 2008 2009 2008
(unaudited) (unaudited)
Operating income (loss) from continuing operations $ 1,473 $ 651 (7,624 ) (2,223 )
 
Plus:
Stock-based charges 117 13 266 109
Amortization of intangible assets 108 197 259 394
Depreciation 2,668 2,883 5,287 5,512
Stock-based compensation 1,272 1,995 12,145 5,394
Litigation settlement 975 975
Non-recurring severance costs 497     2,397    
Adjusted EBITDA $ 7,110   $ 5,739   13,705   9,186  

CONTACT:
The Blueshirt Group
Todd Friedman, 415-217-7722
todd@blueshirtgroup.com
Stacie Bosinoff, 415-217-7722
Stacie@blueshirtgroup.com

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