EX-99.1 2 a07-27538_1ex99d1.htm EX-99.1

Exhibit 99.1

United Online Reports Third-Quarter Results

 

                  Content & Media Revenues Increase 37% and Expand to 41% of Total Revenues

                  Quarterly Net Growth of 255,000 Content & Media Pay Accounts

                  Free Cash Flow Increases 16% to $28.5 Million

 

WOODLAND HILLS, Calif., OCTOBER 25, 2007 — United Online, Inc. (Nasdaq:UNTD), a leading provider of consumer Internet and media services, today reported financial results for its third quarter ended September 30, 2007.

 

“United Online delivered another strong quarter, particularly in our Content & Media segment that now represents 41% of total revenues and 58% of total pay accounts,” said Mark R. Goldston, chairman, president and chief executive officer.  “Our exceptional growth in Content & Media pay accounts continued in the third quarter, which, along with our strong performance in advertising sales, generated organic revenue growth of 37% for the segment.”

 

Summary Results for Third Quarter Ended September 30, 2007:

The following table summarizes key financial results for the third quarter ended September 30, 2007:

 

 

(in millions, except per share and account figures)

 

Financial Highlights

 

Q3 2007

 

Q3 2006

 

% Change

 

Content & Media revenues

 

$

51.4

 

$

37.5

 

37

%

Communications revenues

 

75.4

 

92.2

 

(18

)%

Consolidated revenues

 

$

126.8

 

$

129.6

 

(2

)%

 

 

 

 

 

 

 

 

GAAP operating income

 

$

23.3

 

$

21.9

 

6

%

Adjusted OIBDA(1)

 

$

37.2

 

$

36.8

 

1

%

Adjusted OIBDA as a % of consolidated revenues

 

29.3

%

28.4

%

 

 

 

 

 

 

 

 

 

 

GAAP net income

 

$

14.0

 

$

13.4

 

4

%

GAAP diluted net income per share

 

$

0.20

 

$

0.20

 

 

 

 

 

 

 

 

 

 

Adjusted net income(2)

 

$

20.5

 

$

19.7

 

4

%

Adjusted diluted net income per share(2)

 

$

0.29

 

$

0.29

 

 

 

 

 

 

 

 

 

 

Change in total pay accounts(3)

 

121,000

 

(84,000

)

 

 

 



 

                  Consolidated advertising revenues were $32.2 million, an increase of 27% versus the year-ago quarter.

                  Q3 2007 operating income and adjusted OIBDA(1) were impacted by pretax expenses of $2.0 million in connection with the S-1 registration statement filing by the company’s Classmates Media Corporation (CMC) subsidiary relating to a proposed initial public offering for CMC.

                  Pay accounts(3) and active accounts(3) totaled 5.2 million and 16.3 million, respectively, at September 30, 2007.

 

“United Online delivered strong profitability during the third quarter, as operating income and adjusted operating income before depreciation and amortization (adjusted OIBDA) exceeded our guidance and reflected an increase compared to the year-ago quarter,” Goldston said. “Our financial results demonstrate the flexibility of our business model that allows us to profitably and efficiently manage a mature Communications business while continuing to achieve strong growth in our Content & Media segment.”

 

Cash Flows, Balance Sheet and Dividend Highlights for Q3 2007:

                  Cash flows from operations increased 30% to $33.6 million, and free cash flow(4) increased 16% to $28.5 million during the third quarter of 2007 compared to the year-ago quarter.

                  Cash balances at September 30, 2007 increased to $205.4 million from $191.4 million at June 30, 2007, including cash, cash equivalents and short-term investments.

                  During the third quarter and nine months ended September 30, 2007, the company paid $14.4 million and $42.6 million in cash dividends, respectively.

                  The company’s Board of Directors has declared a regular quarterly cash dividend of $0.20 for the eleventh consecutive quarter. The dividend is payable on November 30, 2007 to shareholders of record on November 14, 2007.

 

Third Quarter 2007 Segment Results:

Content & Media:

 

 

 

(in millions, except percentages)

 

Financial Highlights

 

Q3 2007

 

Q3 2006

 

% Change

 

Billable services revenues

 

$

29.4

 

$

22.1

 

33

%

Advertising revenues

 

22.0

 

15.3

 

43

%

Segment revenues

 

$

51.4

 

$

37.5

 

37

%

as a % of consolidated revenues

 

40.5

%

28.9

%

 

 

 

 

 

 

 

 

 

 

Segment income from operations

 

$

11.3

 

$

5.0

 

126

%

Segment adjusted OIBDA(1)

 

$

11.3

 

$

5.0

 

126

%

Segment adjusted OIBDA as a % of segment revenues(1)

 

22.0

%

13.3

%

 

 

 



 

                 Segment adjusted OIBDA(1) as a percentage of segment revenues increased to 22.0%, its highest percentage in six quarters, reflecting operating leverage associated with higher revenues.

                 Pay accounts(3) increased by a net 255,000 during the third quarter to 3.1 million. The quarterly increase reflects net growth of 273,000 social networking pay accounts during the quarter, partially offset by a loss of 18,000 pay accounts resulting from the company’s decision to exit the photo sharing business.

                 The segment represented 58.3% of total pay accounts(3) at September 30, 2007, compared to 54.7% at June 30, 2007 and 44.1% in the year-ago quarter.

 

Communications:

 

 

 

(in millions, except percentages)

 

Financial Highlights

 

Q3 2007

 

Q3 2006

 

% Change

 

Billable services revenues

 

$

65.2

 

$

82.1

 

(21

)%

Advertising revenues

 

10.3

 

10.1

 

2

%

Segment revenues

 

$

75.4

 

$

92.2

 

(18

)%

as a % of consolidated revenues

 

59.5

%

71.1

%

 

 

 

 

 

 

 

 

 

 

Segment income from operations

 

$

29.9

 

$

35.4

 

(16

)%

Segment adjusted OIBDA(1)

 

$

29.9

 

$

36.1

 

(17

)%

Segment adjusted OIBDA as a % of segment revenues(1)

 

39.6

%

39.1

%

 

 

 

                  Pay accounts(3) declined by 134,000 to 2.2 million.

                  The segment represented 41.7% of total pay accounts(3) at September 30, 2007, compared to 45.3% at June 30, 2007 and 55.9% in the year-ago quarter.

                  The increase in segment adjusted OIBDA(1) as a percentage of segment revenues reflects the company’s continuing focus on managing the Communications segment for profitability and cash flow.

                  The company has reduced the number of employees within its Communications segment to better align the segment’s cost structure within a mature business for dial-up Internet access services. The company has eliminated 69 positions, which will result in restructuring and related charges during the fourth quarter of 2007 of approximately $3.5 million. In addition, 11 employees have been transferred from the company’s Communications segment to the Content & Media segment.

 

Other:

                  Other reconciling items (unallocated corporate expenses) to arrive at consolidated adjusted OIBDA(1) totaled $4.0 million, versus $4.3 million in the year-ago quarter.

 

Business Outlook:

“I am encouraged that our operating income as a percentage of revenues increased in both segments versus the year-ago quarter, despite our incurring significant audit and other expenses

 



 

related to the Classmates Media IPO,” commented Scott H. Ray, executive vice president and chief financial officer. “We remain confident in our ability to again deliver strong adjusted OIBDA in the fourth quarter, reflecting the company’s disciplined financial management and continued focus on enhancing shareholder value.”

 

The following forward-looking information includes certain projections made by management as of the date of this press release. United Online does not intend to revise or update this information and may not provide this type of information in the future. Due to a variety of factors, actual results may differ significantly from those projected. Factors include, without limitation, the factors referenced later in this announcement under the caption “Cautionary Information Regarding Forward-Looking Statements.” These and other factors are discussed in more detail in the company’s filings with the Securities and Exchange Commission.

Below is the company’s guidance for the fourth quarter and the year ending December 31, 2007. The guidance may be affected by the company’s ongoing analysis of the accounting treatment related to its VoIP and photo sharing operations, which may result in reporting these operations as discontinued operations in the future.The company previously disclosed its intention to exit its VoIP and photo sharing businesses and recognized an impairment charge relating to its VoIP and photo sharing assets during the fourth quarter of 2006.

 

Fourth Quarter 2007 (in millions)

 

Guidance

 

Revenues

 

$124.9 — $128.9

 

Adjusted OIBDA(1)

 

  $37.1 —   $39.1

 

 

Full Year 2007 (in millions)

 

Guidance

 

Prior Guidance

 

Revenues

 

$513.0 — $517.0

 

$512.0 $520.0

 

Adjusted OIBDA(1)

 

$145.0 — $147.0

 

$143.0 $147.0

 

 

 

The table below reconciles the company’s guidance for adjusted operating income before depreciation and amortization (adjusted OIBDA(1)) to operating income, a GAAP measure.

 

 

 

Q4 2007

 

FY 2007

 

Prior 2007

 

Fourth Quarter and Full Year 2007 (in millions)

 

Guidance

 

Guidance

 

Guidance

 

GAAP Operating Income

 

$18.7 — $20.7

 

   $88.8 — $90.8

 

    $90.1 — $94.1

 

Depreciation

 

                  5.2

 

                     20.2

 

                     20.7

 

Amortization

 

                  3.0

 

                     12.8

 

                     12.8

 

Stock-based compensation

 

                  6.7

 

                     19.3

 

                     19.0

 

Restructuring and related charges

 

                  3.5

 

                      3.9

 

                      0.4

 

Adjusted OIBDA(1)

 

$37.1 — $39.1

 

$145.0 — $147.0

 

$143.0 — $147.0

 

 


 


 

(1) Adjusted operating income before depreciation and amortization (adjusted OIBDA) is defined by the company as operating income before depreciation; amortization; stock-based compensation; restructuring and related charges; and impairment of goodwill, intangible assets and long-lived assets.  Management believes that because adjusted OIBDA excludes (1) certain non-cash expenses (such as depreciation, amortization, stock-based compensation, and impairment of goodwill, intangible assets and long-lived assets); and (2) expenses that are not reflective of the company’s core operating results over time, this measure provides investors with additional useful information to measure the company’s performance, particularly with respect to changes in performance from period to period.  Management uses adjusted OIBDA to measure the company’s performance.  The company’s board of directors uses this measure in determining certain compensation incentives for certain members of the company’s management.  Adjusted OIBDA is not determined in accordance with accounting principles generally accepted in the United States of America (GAAP) and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP.  A limitation associated with the use of adjusted OIBDA is that it does not reflect the periodic costs of certain tangible and intangible assets used in generating revenues in the company’s business.  Management evaluates the costs of such tangible and intangible assets through other financial activities such as evaluations of capital expenditures and purchase accounting.  An additional limitation associated with this measure is that it does not include stock-based compensation expenses related to the company’s workforce.  Management compensates for this limitation by providing a summary of stock-based compensation expenses on the face of the consolidated statements of operations.  A further limitation associated with the use of this measure is that it does not reflect the costs of restructuring and related charges and impairment of goodwill, intangible assets and long-lived assets.  Management compensates for this limitation by providing supplemental information about restructuring and related charges and impairment charges within its financial press releases and SEC filings, when applicable.   A reconciliation to operating income, its most comparable GAAP financial measure, is provided in the accompanying tables.

 

Adjusted OIBDA for each of the company’s segments is defined by the company as segment income from operations, as set forth in the company’s Forms 10-K and Forms 10-Q, before restructuring and related charges and impairment of goodwill, intangible assets and long-lived assets. Management believes that because segment adjusted OIBDA and segment adjusted OIBDA as a percentage of segment revenues exclude certain non-cash expenses and expenses that are not reflective of the segment’s core operating results over time, these measures provide investors with additional useful information to evaluate the company’s segment performance, particularly with respect to changes in performance from period to period.  Segment adjusted OIBDA and segment adjusted OIBDA as a percentage of segment revenues are not determined in accordance with GAAP and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP.  A limitation associated with the use of these measures is that they do not reflect the costs of restructuring and related charges and impairment charges related to an operating segment.  Management compensates for this limitation by providing supplemental information about restructuring and related charges and impairment charges by segment within its financial press releases and SEC filings, when applicable.  A reconciliation to segment income from operations, its most comparable GAAP financial measure, is provided in the accompanying tables.

 



 

 

 (2) Adjusted net income is defined by the company as net income before the after-tax effect of amortization of intangible assets; stock-based compensation; restructuring and related charges; impairment of goodwill, intangible assets and long-lived assets; and the cumulative effect of a change in accounting principle as a result of the adoption of SFAS 123R, and the re-measurement of certain deferred tax assets.  Management believes that adjusted net income and adjusted diluted net income per share provide investors with additional useful information to measure the company’s financial performance, particularly from period to period, because these measures are exclusive of (1) certain non-cash expenses (such as amortization, stock-based compensation and impairment of goodwill, intangible assets and long-lived assets) and (2) expenses that are not reflective of the company’s core results over time.  Management also uses adjusted net income and adjusted diluted net income per share for this purpose.  Adjusted net income and adjusted diluted net income per share are not determined in accordance with accounting principles generally accepted in the United States of America (GAAP) and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP.  The limitations of adjusted net income and adjusted diluted net income per share are that, similar to adjusted OIBDA, they do not include certain costs, and the terms adjusted net income and adjusted diluted net income per share do not have standardized meanings.  Therefore, other companies may use the same or similarly named measures but exclude different items or use different computations, which may not provide investors a comparable view of the company’s performance in relation to other companies in the same industry.  Management compensates for this limitation by presenting the most comparable GAAP measures, net income and diluted net income per share, directly ahead of adjusted net income and adjusted diluted net income per share within its financial press releases and SEC filings and by providing a reconciliation that shows and describes the adjustments made.  Reconciliations to net income and diluted net income per share are provided in the accompanying tables.

 

(3) A pay account represents a unique billing relationship with a customer who subscribes to one or more of the company’s services.   A pay account does not equate to a unique subscriber since one subscriber could have several pay accounts.  Active accounts are defined as: all pay accounts as of the date presented; the monthly average for the quarter ended, as of the date presented, of all free social networking accounts who have visited the company’s domestic or international Web sites (excluding The Names Database) at least once during the reporting period; and the monthly average for the period of all loyalty marketing members who have earned or redeemed points during such period.  Active accounts also include the number of free Communications accounts (access and email users) that logged on to the company’s services at least once during the preceding 31 days.  Prior to the quarter ended September 30, 2007, we measured active accounts using a different methodology for our free social networking and loyalty marketing members.  Until the quarter ended September 30, 2007, active accounts for each quarterly period included all free social networking accounts that had logged on to our services at least once during the prior 31 days and loyalty marketing members who earned or redeemed points within the preceding 90 days.  Prior to the quarter ended June 30, 2007, active accounts also included free accounts associated with VoIP and The Names Database that had logged on to the company’s services within the preceding 31 days, Web hosting free accounts that received a Web site visit within the preceding 90 days, and photo sharing free accounts that logged on to the service within the preceding 90 days.  These free accounts were removed from the active

 



 

accounts definition in anticipation of the company’s curtailment of photo sharing and VoIP services, and to better reflect the activity level of the company’s member base.

 

(4) Free cash flow is defined by the company as net cash provided by operating activities, less capital expenditures and including the excess tax benefits from stock-based compensation and cash paid for restructuring and related charges.  Management believes that free cash flow provides investors with additional useful information to measure operating liquidity because it reflects the company’s operating cash flows after investing in capital assets and prior to cash paid for restructuring and related charges.  It also fully reflects the tax benefits realized from stock-based compensation.  This measure is used by management, and may also be useful for investors, to assess the company’s ability to pay its quarterly dividend, repay debt obligations, generate cash flow for a variety of strategic opportunities, including reinvestment in the business, and effect potential acquisitions and share repurchases.  Free cash flow is not determined in accordance with accounting principles generally accepted in the United States of America (GAAP) and should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP.  The limitation of free cash flow is that it does not represent the total increase or decrease in cash during the period.  A reconciliation to net cash provided by operating activities, its most comparable GAAP financial measure, is provided in the accompanying tables.

 

Investor Conference Call Today at 4:30 p.m. ET

United Online will host a conference call today at 4:30 p.m. ET (1:30 p.m. PT) to discuss its quarterly results.  A live Webcast of the call can be accessed through the Investors section of the company’s Web site at www.unitedonline.com. A recording of the call will be available on the site for seven days, or by dialing (800) 642-1687 (or 706-645-9291 outside of the United States) and the reservation number, 20875010.

 

About United Online

United Online, Inc. (Nasdaq:UNTD) is a leading provider of consumer Internet and media services. The company’s Content & Media services include online social networking (Classmates) and online loyalty marketing (MyPoints). Its Communications services include Internet access (NetZero, Juno) and email. United Online is headquartered in Woodland Hills, CA, with offices in New York, NY; Fort Lee, NJ; Renton, WA; San Francisco, CA; Schaumburg, IL; Orem, UT; Erlangen, Germany; and Hyderabad, India. For more information about United Online, please visit www.unitedonline.com.

 

Cautionary Information Regarding Forward-Looking Statements

This release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. Statements containing words such as “guidance,” “may,” “believe,” “expect,” “project,” “projections,” “business outlook” and “estimate” or similar expressions constitute forward-looking statements. These statements include, without limitation, expectations regarding future: financial performance; weighted-average diluted shares; depreciation and amortization; stock-based compensation; and restructuring charges. Any such forward-looking statements are not guarantees of future performance or results, and involve risks and uncertainties that may cause actual performance and results to differ materially from those predicted and reported results

 



 

should not be considered an indication of future performance. Potential risks and uncertainties include, among others: the effect of competition, including adoption of broadband services and changes in the company’s pricing or competitors’ pricing, and the use of promotional offers to acquire or retain subscribers; the company’s inability to retain its existing subscribers and the rate at which new subscribers sign up for the company’s services; changes in pay accounts and the mix of pay accounts; the effects of changes in marketing expenditures or shifts in marketing expenditures to support existing and new products and services; the effects of seasonality; changes in Internet usage; changes in the projected number of weighted-average diluted shares due to the issuance of stock, restricted stock units and stock options, stock repurchases, fluctuations in the company’s stock price or other factors; changes in stock-based compensation; changes in projected amortization and depreciation due to capital spending or other factors; potential impairment of goodwill and intangibles; that the company will incur additional restructuring charges or currently anticipated restructuring charges will be greater than anticipated; risks associated with the commercialization of new services; changes in tax laws, the company’s business or other factors that would impact anticipated tax benefits; changes in usage by subscribers, additional telecommunications costs or other factors negatively impacting the company’s cost of revenue; changes in active accounts; the company’s inability to maintain, renew, or enter into new agreements with telecommunications providers on attractive terms; the company’s ability to successfully integrate acquisitions; problems associated with the company’s billing systems; the company’s inability to retain key customers and key personnel; technological problems or developments; risks associated with litigation; governmental regulation; and the effects of discontinuing certain business operations.  In addition, the payment of future dividends is discretionary and will be subject to determination by the Board of Directors each quarter following its review of the company’s financial performance and other factors. From time to time, the company considers acquisitions or divestitures that, if consummated, could be material. Forward-looking statements regarding financial metrics are based upon the assumption that no such acquisition or divestiture is consummated during the relevant periods. If an acquisition or divestiture were consummated, actual results could differ materially from any forward-looking statements. More information about potential factors that could affect the company’s business and financial results is included in the company’s annual and quarterly reports filed with the Securities and Exchange Commission (http://www.sec.gov), including, without limitation, information under the captions “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors.”

 

CONTACT:  United Online, Inc.

 

          Investors:

          Erik Randerson, CFA

          818-287-3350

          investor@untd.com

 

          Press:

          Scott Matulis

          818-287-3388

          pr@untd.com

 



 

UNITED ONLINE, INC.  
Unaudited Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)   

 

 

 

Quarter Ended September 30,

 

 

 

2007

 

2006

 

 

 

 

 

 

 

Revenues

 

$

126,825

 

$

129,636

 

Operating expenses:

 

 

 

 

 

Cost of revenues(a)

 

27,865

 

28,987

 

Sales and marketing(a)

 

38,410

 

43,448

 

Product development(a)

 

12,276

 

13,170

 

General and administrative(a)

 

21,887

 

17,306

 

Amortization of intangible assets

 

3,090

 

4,213

 

Restructuring charges

 

34

 

627

 

Total operating expenses

 

103,562

 

107,751

 

 

 

 

 

 

 

Operating income

 

23,263

 

21,885

 

 

 

 

 

 

 

Interest and other income, net

 

1,874

 

1,457

 

Interest expense

 

(228

)

(199

)

 

 

 

 

 

 

Income before income taxes

 

24,909

 

23,143

 

Provision for income taxes

 

10,940

 

9,707

 

Net income

 

$

13,969

 

$

13,436

 

 

 

 

 

 

 

Basic net income per share

 

$

0.21

 

$

0.21

 

 

 

 

 

 

 

Diluted net income per share

 

$

0.20

 

$

0.20

 

 

 

 

 

 

 

Shares used to calculate basic net income per share

 

67,207

 

64,573

 

Shares used to calculate diluted net income per share

 

69,525

 

66,583

 

Shares outstanding at end of period

 

67,639

 

65,214

 


(a) Stock-based compensation was allocated as follows:

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues

 

$

247

 

$

176

 

Sales and marketing

 

1,128

 

727

 

Product development

 

1,358

 

1,137

 

General and administrative

 

3,050

 

2,264

 

Total stock-based compensation

 

$

5,783

 

$

4,304

 

 



 

UNITED ONLINE, INC.

Reconciliation of Non-GAAP Financial Data

(in thousands)

 

Reconciliation of Operating Income to Adjusted Operating Income Before Depreciation and Amortization (OIBDA)(1)

 

 

 

Quarter Ended September 30,

 

 

 

2007

 

2006

 

Operating income

 

$

23,263

 

$

21,885

 

Depreciation

 

5,021

 

5,737

 

Amortization of intangible assets

 

3,090

 

4,213

 

Operating income before depreciation and amortization

 

31,374

 

31,835

 

Stock-based compensation

 

5,783

 

4,304

 

Restructuring charges

 

34

 

627

 

Adjusted operating income before depreciation and amortization

 

$

37,191

 

$

36,766

 

 

Reconciliation of Segment Income from Operations to Segment Adjusted OIBDA(1)

 

 

 

Quarter Ended September 30,

 

 

 

2007

 

2006

 

Content & Media:

 

 

 

 

 

Segment income from operations

 

$

11,266

 

$

4,987

 

Restructuring charges

 

34

 

8

 

Segment adjusted operating income before depreciation and amortization

 

$

11,300

 

$

4,995

 

 

 

 

 

 

 

Communications:

 

 

 

 

 

Segment income from operations

 

$

29,863

 

$

35,437

 

Restructuring charges

 

 

619

 

Segment adjusted operating income before depreciation and amortization

 

$

29,863

 

$

36,056

 

 


 


UNITED ONLINE, INC.

Reconciliation of Net Income to Adjusted Net Income(2)

(in thousands, except per share amounts)

 

 

 

Quarter Ended September 30,

 

 

 

2007

 

2006

 

 

 

 

 

 

 

Net income

 

$

13,969

 

$

13,436

 

Add:

 

 

 

 

 

Stock-based compensation

 

5,783

 

4,304

 

Amortization of intangible assets

 

3,090

 

4,213

 

Restructuring charges

 

34

 

627

 

 

 

22,876

 

22,580

 

 

 

 

 

 

 

Income tax effect of adjusting entries

 

(2,349

)

(2,873

)

Adjusted net income

 

$

20,527

 

$

19,707

 

 

 

 

 

 

 

Basic net income per share

 

$

0.21

 

$

0.21

 

Diluted net income per share

 

$

0.20

 

$

0.20

 

 

 

 

 

 

 

Adjusted basic net income per share

 

$

0.31

 

$

0.31

 

Adjusted diluted net income per share

 

$

0.29

 

$

0.29

 

 

 

 

 

 

 

Shares used to calculate basic net income per share

 

67,207

 

64,573

 

Shares used to calculate diluted net income per share

 

69,525

 

66,583

 

 

 

 

 

 

 

Shares used to calculate adjusted basic net income per share

 

67,207

 

64,573

 

Shares used to calculate adjusted diluted net income per share(a)

 

71,171

 

67,482

 


(a) Includes the adjustment of shares used to calculate diluted net income per share resulting from the elimination of stock-based compensation.

 



 

 

UNITED ONLINE, INC.

Unaudited Condensed Consolidated Balance Sheets

(in thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2007

 

2006

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

Cash, cash equivalents and short-term investments

 

$

205,407

 

$

162,362

 

Accounts receivable, net

 

27,660

 

32,226

 

Deferred tax assets, net

 

65,976

 

71,360

 

Property and equipment, net

 

37,053

 

34,296

 

Goodwill and intangible assets, net

 

176,631

 

186,671

 

Other assets

 

20,575

 

16,104

 

Total assets

 

$

533,302

 

$

503,019

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Accounts payable

 

$

37,347

 

$

36,550

 

Accrued liabilities

 

28,383

 

39,547

 

Member redemption liability

 

23,523

 

19,989

 

Deferred revenue

 

68,327

 

56,348

 

Capital leases

 

18

 

30

 

Other liabilities

 

4,648

 

3,589

 

Total liabilities

 

162,246

 

156,053

 

 

 

 

 

 

 

Stockholders’ equity

 

371,056

 

346,966

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

533,302

 

$

503,019

 

 



 

 

UNITED ONLINE, INC.

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Quarter Ended September 30,

 

 

 

2007

 

2006

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

Net income

 

$

13,969

 

$

13,436

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation, amortization and stock-based compensation

 

13,894

 

14,254

 

Provision for doubtful accounts

 

1,267

 

(12

)

Deferred taxes and other

 

5,246

 

2,339

 

Tax benefits from stock-based compensation

 

521

 

1,118

 

Excess tax benefits from stock-based compensation

 

(199

)

(839

)

Change in operating assets and liabilities (excluding the effects of acquisitions):

 

 

 

 

 

Accounts receivable

 

1,332

 

761

 

Other assets

 

(234

)

899

 

Accounts payable and accrued liabilities

 

(5,504

)

(5,751

)

Member redemption liability

 

706

 

247

 

Deferred revenue

 

2,688

 

(695

)

Other liabilities

 

(117

)

(35

)

Net cash provided by operating activities

 

33,569

 

25,722

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

Purchases of property and equipment

 

(5,272

)

(2,939

)

Purchases of short-term investments

 

(40,846

)

(76,286

)

Proceeds from maturities and sales of short-term investments

 

97,663

 

69,245

 

Cash paid for acquisitions, net of cash acquired

 

 

(586

)

Increase in restricted cash

 

 

(1,450

)

Payment related to settlement of pre-acquisition liability

 

 

(4,800

)

Proceeds from sales of assets, net

 

43

 

87

 

Net cash provided by (used for) investing activities

 

51,588

 

(16,729

)

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

Payments on capital leases

 

(4

)

(98

)

Proceeds from exercises of stock options

 

552

 

1,532

 

Repurchases of common stock

 

(890

)

(417

)

Payments for dividends

 

(14,392

)

(13,546

)

Excess tax benefits from stock-based compensation

 

199

 

839

 

Net cash used for financing activities

 

(14,535

)

(11,690

)

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

192

 

(6

)

 

 

 

 

 

 

Change in cash and cash equivalents

 

70,814

 

(2,703

)

Cash and cash equivalents, beginning of period

 

19,698

 

24,362

 

Cash and cash equivalents, end of period

 

$

90,512

 

$

21,659

 

 


 


 

UNITED ONLINE, INC.

Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow(4)

(in thousands)

 

 

 

 

Quarter Ended September 30,

 

 

 

2007

 

2006

 

Free Cash Flow

 

 

 

 

 

Net cash provided by operating activities

 

$

33,569

 

$

25,722

 

Add (deduct):

 

 

 

 

 

Capital expenditures

 

(5,272

)

(2,939

)

Excess tax benefits from stock-based compensation(a)

 

199

 

839

 

Cash paid for restructuring charges

 

34

 

995

 

Free cash flow

 

$

28,530

 

$

24,617

 


(a) In accordance with SFAS 123R, certain tax benefits from exercised stock options that were previously reflected in the operating section of the statements of cash flows are now presented in the financing section.

 



 

UNITED ONLINE, INC.

Unaudited Quarterly Segment Information

(in thousands)

 

 

 

Quarter Ended September 30, 2007

 

 

 

Content & Media

 

Communications

 

Unallocated Corporate Expenses

 

Total

 

 

 

 

 

 

 

 

 

 

 

Billable services

 

$

29,416

 

$

65,170

 

$

 

$

94,586

 

Advertising

 

21,959

 

10,280

 

 

32,239

 

Total revenues

 

51,375

 

75,450

 

 

126,825

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of revenue

 

10,742

 

16,876

 

247

 

27,865

 

Sales and marketing

 

19,586

 

17,697

 

1,127

 

38,410

 

Product development

 

4,170

 

6,748

 

1,358

 

12,276

 

General and administrative

 

7,723

 

7,066

 

7,098

 

21,887

 

Amortization of intangible assets

 

2,875

 

215

 

 

3,090

 

Restructuring charges

 

34

 

 

 

34

 

Total operating expenses

 

45,130

 

48,602

 

9,830

 

103,562

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

6,245

 

26,848

 

(9,830

)

23,263

 

 

 

 

 

 

 

 

 

 

 

Depreciation

 

2,146

 

2,800

 

75

 

5,021

 

Amortization of intangible assets

 

2,875

 

215

 

 

3,090

 

Operating income before depreciation and amortization

 

11,266

 

29,863

 

(9,755

)

31,374

 

Stock-based compensation

 

 

 

5,783

 

5,783

 

Restructuring charges

 

34

 

 

 

34

 

Adjusted operating income before depreciation and amortization

 

$

11,300

 

$

29,863

 

$

(3,972

)

$

37,191

 

 

 

 

Quarter Ended September 30, 2006

 

 

 

Content & Media

 

Communications

 

Unallocated Corporate Expenses

 

Total

 

 

 

 

 

 

 

 

 

 

 

Billable services

 

$

22,142

 

$

82,057

 

$

 

$

104,199

 

Advertising

 

15,341

 

10,096

 

 

25,437

 

Total revenues

 

37,483

 

92,153

 

 

129,636

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of revenue

 

8,532

 

20,279

 

176

 

28,987

 

Sales and marketing

 

17,197

 

25,524

 

727

 

43,448

 

Product development

 

4,279

 

7,754

 

1,137

 

13,170

 

General and administrative

 

5,057

 

5,673

 

6,576

 

17,306

 

Amortization of intangible assets

 

3,529

 

684

 

 

4,213

 

Restructuring charges

 

8

 

619

 

 

627

 

Total operating expenses

 

38,602

 

60,533

 

8,616

 

107,751

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

(1,119

)

31,620

 

(8,616

)

21,885

 

 

 

 

 

 

 

 

 

 

 

Depreciation

 

2,577

 

3,133

 

27

 

5,737

 

Amortization of intangible assets

 

3,529

 

684

 

 

4,213

 

Operating income before depreciation and amortization

 

4,987

 

35,437

 

(8,589

)

31,835

 

Stock-based compensation

 

 

 

4,304

 

4,304

 

Restructuring charges

 

8

 

619

 

 

627

 

Adjusted operating income before depreciation and amortization

 

$

4,995

 

$

36,056

 

$

(4,285

)

$

36,766

 

 



 

UNITED ONLINE, INC.

Selected Quarterly Historical Financial Data and Key Metrics(a)

 

 

 

September 30,

 

June 30,

 

March 31,

 

December 31,

 

September 30,

 

 

 

2007

 

2007

 

2007

 

2006

 

2006

 

Revenues (in thousands):

 

 

 

 

 

 

 

 

 

 

 

Content & Media

 

$

51,375

 

$

49,712

 

$

44,175

 

$

43,592

 

$

37,483

 

Communications

 

75,450

 

81,705

 

85,676

 

87,194

 

92,153

 

Total

 

$

126,825

 

$

131,417

 

$

129,851

 

$

130,786

 

$

129,636

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (in thousands)

 

$

13,969

 

$

16,208

 

$

13,028

 

$

4,559

 

$

13,436

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted net income per share

 

$

0.20

 

$

0.23

 

$

0.19

 

$

0.07

 

$

0.20

 

 

 

 

 

 

 

 

 

 

 

 

 

Pay accounts(3)(b) (in thousands)

 

5,239

 

5,118

 

4,984

 

4,854

 

4,912

 

Active accounts(3)(c) (in millions)

 

16.3

 

15.9

 

20.1

 

20.1

 

20.8

 

Number of employees at end of period

 

999

 

985

 

1,008

 

1,006

 

1,023

 


(a) More information on the financial results for these quarters can be found in the company’s filings with the Securities and Exchange Commission.

(b) Growth in pay accounts during the quarter ended September 30, 2007 includes a loss of 18,000 pay accounts resulting from the company’s decision to exit the photo sharing business.

(c) Prior to the quarter ended June 30, 2007, active accounts also included free accounts associated with VoIP and The Names Database that had logged on to our services within the preceding 31 days, web hosting free accounts that received a web site visit within the preceding 90 days, and photo sharing free accounts that logged on to the service within the preceding 90 days.  These free accounts were removed from the active accounts definition in anticipation of the company’s curtailment of photo sharing and VoIP services, and to better reflect the activity level of the company’s member base. Beginning with the quarter ended September 30, 2007, we measured active accounts using a different methodology for the company's free social networking and MyPoints members.  Until the quarter ended September 30, 2007, active accounts for each quarterly period included all free social networking accounts that had logged on to the company's services at least once during the prior 31 days and MyPoint members who earned points or spent points within the preceding 90 days.  Beginning with the quarter ended September 30, 2007, active accounts for free social networking members and MyPoints members reflect the following definitions: the monthly average for the quarter ended, as of the date presented, of all free social networking accounts who have visited the company’s domestic or international Web sites (excluding The Names Database) at least once during the reporting period, and the monthly average for the period of all loyalty marketing members who have earned or redeemed points during such period.

 

UNITED ONLINE, INC.

Analysis of Pay Accounts(3)

(in thousands)

 

 

 

September 30,

 

June 30,

 

March 31,

 

December 31,

 

September 30,

 

 

 

2007

 

2007

 

2007

 

2006

 

2006

 

Content & Media(a)

 

 

 

 

 

 

 

 

 

 

 

Social networking

 

2,983

 

2,710

 

2,433

 

2,169

 

2,079

 

Other(c)

 

70

 

88

 

87

 

86

 

85

 

Total(c)

 

3,053

 

2,798

 

2,520

 

2,255

 

2,164

 

 

 

 

 

 

 

 

 

 

 

 

 

Communications(b)

 

 

 

 

 

 

 

 

 

 

 

Access

 

1,886

 

2,016

 

2,158

 

2,282

 

2,425

 

Other

 

300

 

304

 

306

 

317

 

323

 

Total

 

2,186

 

2,320

 

2,464

 

2,599

 

2,748

 

 

 

 

 

 

 

 

 

 

 

 

 

Total pay accounts(3)(c)

 

5,239

 

5,118

 

4,984

 

4,854

 

4,912

 


(a) Content & Media includes social networking and Web hosting.  Periods prior to September 30, 2007 also include photo sharing.

(b) Communications includes Internet access, VoIP, premium content, premium email and security suite.

(c) Growth in pay accounts during the quarter ended September 30, 2007 includes a loss of 18,000 pay accounts resulting from the company’s decision to exit the photo sharing business.