0001104659-14-011838.txt : 20140220 0001104659-14-011838.hdr.sgml : 20140220 20140220162110 ACCESSION NUMBER: 0001104659-14-011838 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140220 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140220 DATE AS OF CHANGE: 20140220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TREMOR VIDEO INC. CENTRAL INDEX KEY: 0001375796 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35982 FILM NUMBER: 14629872 BUSINESS ADDRESS: STREET 1: 53 WEST 23RD STREET, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 646-723-5309 MAIL ADDRESS: STREET 1: 53 WEST 23RD STREET, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 FORMER COMPANY: FORMER CONFORMED NAME: TREMOR MEDIA INC DATE OF NAME CHANGE: 20060918 8-K 1 a14-6400_18k.htm 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

 

February 20, 2014

Date of Report (Date of earliest event reported)

 


 

Tremor Video, Inc.

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-35982

 

20-5480343

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

53 West 23rd Street

 

 

New York, New York

 

10010

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (646) 723-5300

 


 

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

 

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

 

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

 

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

 

o            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 February 20, 2014, Tremor Video, Inc., or the Company, issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2013. The Company’s press release is furnished as Exhibit 99.1 to this report.

 

The information included in this report and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.

 

Item 9.01.                Financial Statements and Exhibits.

 

(d)  Exhibits.

 

The Company hereby furnishes the following exhibit:

 

99.1 Press release dated February 20, 2014.

 

2



 

SIGNATURES

 

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.

 

 

Tremor Video, Inc.

 

 

Dated: February 20, 2014

 

 

 

By:

/s/ Todd Sloan

 

 

Todd Sloan

 

 

Senior Vice President, Chief Financial Officer and Treasurer

 

3



 

INDEX TO EXHIBITS

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press release dated February 20, 2014.

 

4


EX-99.1 2 a14-6400_1ex99d1.htm EX-99.1

Exhibit 99.1

 

TREMOR VIDEO REPORTS FOURTH QUARTER AND FULL YEAR 2013 FINANCIAL RESULTS

 

Full year 2013 revenue growth tops 25%

 

For the full year:

 

·                  Total revenue grew 25.3% year-over-year to $131.8 million

·                  In-stream revenue grew 28.7% year-over-year to $128.3 million

·                  Net loss of ($13.5) million; Non-GAAP Adjusted EBITDA of ($2.1) million

·                  Net loss per share of ($0.47); Non-GAAP Adjusted EBITDA per share of ($0.07)

 

For the fourth quarter:

 

·                  Total revenue grew 11.7% year-over-year to $36.3 million

·                  In-stream revenue grew 13% year-over-year to $35.5 million

·                  Net loss of ($5.8) million; Non-GAAP Adjusted EBITDA of ($1.5) million

·                  Net loss per share of ($0.12); Non-GAAP Adjusted EBITDA per share of ($0.03)

 

New York, NY —February 20, 2014 — Tremor Video, Inc. (NYSE: TRMR), a leading provider of technology-driven video advertising solutions, today announced financial results for the fourth quarter and full year ended December 31, 2013.

 

“We believe our results in 2013 leave us strategically well-positioned to continue to deliver high quality revenue growth, which is increasingly driven by programmatic and performance based buying,” said Bill Day, President & CEO of Tremor Video. “Furthermore, we continue to corner the market on premium desktop and mobile video content across all screens with new exclusive relationships with Meredith Digital, Sony Crackle and USA Today Sports.”

 

Q4 2013 Financial Summary

 

Revenue: For the fourth quarter of 2013, total revenue was $36.3 million compared to $32.5 million for the fourth quarter of 2012, representing an 11.7% increase over the same period one year ago. In-stream revenue was $35.5 million, representing a 13% increase over the same period one year ago.

 

Gross Margin: For the fourth quarter 2013, gross margin was 33.7% compared to 45.1% for the same period one year ago.

 

Net Loss:  For the fourth quarter 2013, net loss was ($5.8) million compared to a net loss of ($1.1) million for the same period one year ago.

 

Adjusted EBITDA: For the fourth quarter 2013, Adjusted EBITDA, a non-GAAP financial measure, was ($1.5) million compared to Adjusted EBITDA of $1.3 million for the same period one year ago.

 



 

EPS:  For the fourth quarter 2013, basic and diluted net loss per share was ($0.12). Non-GAAP basic and diluted Adjusted EBITDA per share was ($0.03). Basic and diluted net loss per share are based on 49.8 million weighted average shares of common stock for the quarter ended December 31, 2013. Non-GAAP basic and diluted Adjusted EBITDA per share are based on 49.8 million weighted average shares of common stock for the quarter ended December 31, 2013.

 

Full Year 2013 Financial Summary

 

Revenue: For the full year 2013, total revenue was $131.8 million, representing a 25.3% increase over the same period one year ago. In-stream revenue was $128.3 million, representing a 28.7% increase over the same period one year ago.

 

Gross Margin: For the full year 2013, gross margin was 40.9% compared to 41.7% for the full year 2012.

 

Net Loss:  For the full year 2013, net loss was ($13.5) million compared to a net loss of ($16.6) million for the full year 2012.

 

Adjusted EBITDA: For the full year 2013, Adjusted EBITDA, a non-GAAP financial measure, was ($2.1) million compared to Adjusted EBITDA of ($7.2) million for the full year 2012.

 

EPS:  For the full year of 2013, basic and diluted net loss per share was ($0.47). Non-GAAP basic and diluted Adjusted EBITDA per share was $(0.07). Basic and diluted net loss per share is based on 28.8 million weighted average shares of common stock for the year ended December 31, 2013. Non-GAAP basic and diluted Adjusted EBITDA per share is based on 28.8 million weighted average shares of common stock for the year ended December 31, 2013.

 

A description of the non-GAAP calculations and reconciliation to comparable GAAP measures is provided in the accompanying tables entitled “Reconciliation of Non-GAAP Financial Information” and “Reconciliation of Non-GAAP Financial Information-Per Share.”

 

Business & Financial Highlights

 

As a percentage of total revenue, revenue attributable to performance-based pricing for the fourth quarter of 2013 was 25.4% compared to 25.0% for the same period one year ago and for the full year of 2013 was 29.8% compared to 22.7% for the full year 2012.

 

As a percentage of total revenue, mobile revenue for the fourth quarter of 2013 was 14.7% compared to 8.2% for the same period one year ago and for the full year of 2013 was 11.8% compared to 6.2% for the full year 2012.

 

Guidance

 

Based on information available as of February 20, 2014, the Company expects the following:

 

2



 

Q1 2014:  First quarter revenue is expected to be in the range of $29.0 million to $31.0 million and Adjusted EBITDA is expected to be in the range of ($7.5) million to ($6.5) million.

 

Full Year 2014:  Full year 2014 revenue is expected to be in the range of $155.0 million to $160.0 million and Adjusted EBITDA is expected to be in the range of ($11.0) million to ($8.0) million.

 

Q4 2013 and Full Year 2013 Financial Results Conference Call: Tremor Video will host a conference call today at 4:30 p.m. ET to discuss its fourth quarter and full year 2013 financial results with the investment community. A live webcast of the event will be available on the Tremor Video Investor Relations website at http://investor.tremorvideo.com. A live domestic dial-in is available at (877) 407-9039 or internationally at (201) 689-8470, using passcode 13575434. Until March 6, 2014, a domestic replay will be available at (877) 870-5176 or internationally at (858) 384-5517, using passcode 13575434, and via webcast on the Tremor Video Investor Relations website.

 

About Tremor Video
Tremor Video, Inc. is a leading provider of technology-driven video advertising solutions enabling brand advertisers to engage consumers across multiple internet-connected devices including computers, smartphones, tablets and connected TVs. Our clients include some of the largest brand advertisers and agencies in the world. These relationships have helped us create a robust online video ecosystem that includes more than 500 premium websites and mobile applications, over 200 of which partner with us on an exclusive basis. Our proprietary technology, VideoHub, analyzes in-stream video content, detects viewer and system attributes, and leverages our large repository of stored data to optimize video ad campaigns for brand-centric metrics. Through our VideoHub for Advertisers (VHA) enterprise solution, VideoHub also provides advertisers and agencies with advanced analytics and measurement tools enabling them to understand why, when and where viewers engage with their video ads.

 

Tremor Video is based in New York and has offices in Atlanta, Boston, Chicago, Dallas, Detroit, Los Angeles, and San Francisco, with international offices in London, Singapore, and Toronto. For more information, visit tremorvideo.com and find Tremor Video on Twitter, Facebook and LinkedIn.

 

“Safe harbor” Statement:

 

This press release contains forward-looking statements that involve risks, uncertainties, assumptions and other factors that could cause actual results and the timing of certain events to differ materially from those set forth in or implied by such forward-looking statements. All statements other than statements of historical fact are forward-looking statements, including, but not limited to, statements related to Tremor Video’s future financial results or growth potential, including first quarter 2014 and 2014 full year financial guidance, and statements with respect to future revenue mix.

 

Important factors that could cause actual results or the timing of events to differ materially from those set forth in or implied by any forward-looking statements include, without limitation, risks and uncertainties associated with: the company’s limited operating history and the continuing development of its business model; unfavorable conditions in the global economy or reductions in digital advertising spend; the company’s ability to effectively innovate and adapt to rapidly

 

3



 

changing technology and client needs; increased competition as well as innovations by new and existing competitors; expansion of the online video advertising market; the company’s ability to attract new advertisers and increase spend from existing advertisers; adoption of brand-centric metrics, advanced ad formats and performance-based pricing models by advertisers; the company’s ability to effectively deliver video ad campaigns with demo guarantees; a delay in, or failure of advertisers to adopt, the company’s programmatic buying solution; the company’s ability to acquire an adequate supply of premium video advertising inventory from publishers on terms that are favorable to it; the company’s ability to detect fraudulent or malicious activity and ensure a high level of brand safety for its clients; identifying, attracting and retaining qualified personnel; defects, errors or interruptions in the company’s solutions; the company’s ability to collect and use data to deliver video ads; the effect of regulatory developments and industry standards regarding internet privacy and other matters; maintaining, protecting and enhancing the company’s intellectual property; costs associated with defending intellectual property infringement, securities litigation and other claims; future opportunities and plans, including the uncertainty of expected future financial performance and results; as well as other risks and uncertainties detailed from time-to-time under the caption “Risk Factors” and elsewhere in Tremor Video’s filings with the Securities and Exchange Commission, including its Quarterly Report on Form 10-Q for the quarter ended September 30, 2013 filed with the Securities and Exchange Commission on November 14, 2013, and future filings and reports by the company, including its Annual Report on Form 10-K for the year ended December 31, 2013.

 

Forward-looking statements are based on current expectations and beliefs and are not guarantees of future performance or events.  Investors are cautioned not to place undue reliance on any forward-looking statements.  Furthermore, forward-looking statements speak only as of the date on which they are made, and, except as required by law, Tremor Video disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

 

Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), Tremor Video reports Adjusted EBITDA and basic and diluted Adjusted EBITDA per share which are non-GAAP financial measures. We define Adjusted EBITDA as net loss plus (minus): net interest expense and other (income) expense, income tax (benefit) expense, depreciation and amortization expense, non-cash stock-based compensation expense, non-cash stock-based long-term incentive compensation expense, and litigation costs associated with pending class action securities litigation. We define Adjusted EBITDA per share as Adjusted EBITDA divided by weighted average common shares outstanding. We use these non-GAAP financial measures for financial and operational decision making and as a means to evaluate period-to-period comparisons. We believe that these measures provide useful information about our operating results, enhance the overall understanding of our past financial performance and future prospects, and allow for greater transparency with respect to key metrics used by management in its financial and operational decision making. Non-GAAP financial measures should be considered in addition to results and guidance prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. The non-GAAP financial measures included in this press release have been reconciled to the nearest GAAP measure in the table following the financial statements attached to this press release.  With respect to our expectations under “Guidance” above, reconciliation of Adjusted EBITDA guidance to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and low visibility with respect to the charges excluded from these non-GAAP measures, in particular, the measures and effects of stock-based compensation

 

4



 

expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in our stock price.  We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future GAAP financial results.

 

###

 

Investor Relations Contact:

Andrew Posen

Senior Director Investor Relations

212-792-2315

IR@TremorVideo.com

 

Public Relations Contact:

Melinda McLaughlin
Chief Marketing Officer

212-584-0346
mmclaughlin@tremorvideo.com

 

5



 

Tremor Video, Inc.

Consolidated Balance Sheets

(in thousands)

 

 

 

December 31,

 

December 31,

 

 

 

2013

 

2012

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

92,691

 

$

32,533

 

Restricted cash, short-term

 

 

21

 

Accounts receivable, net

 

41,458

 

36,011

 

Prepaid expenses and other current assets

 

1,912

 

953

 

Total current assets

 

136,061

 

69,518

 

 

 

 

 

 

 

Long-term assets:

 

 

 

 

 

Restricted cash, long-term

 

600

 

1,200

 

Property and equipment, net

 

3,388

 

1,995

 

Intangible assets, net

 

20,387

 

25,385

 

Goodwill

 

29,719

 

29,719

 

Deferred tax assets, long-term

 

189

 

1,695

 

Other long-term assets

 

216

 

211

 

Total long-term assets

 

54,499

 

60,205

 

Total assets

 

$

190,560

 

$

129,723

 

 

 

 

 

 

 

Liabilities, mandatorily redeemable securities and stockholders’ equity (deficit)

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable and accrued expenses

 

$

32,312

 

$

21,075

 

Deferred rent and security deposits payable

 

756

 

627

 

Deferred revenue

 

271

 

210

 

Deferred tax liabilities, short-term

 

189

 

1,695

 

Amounts outstanding under credit facility and accrued interest expenses

 

 

6,019

 

Total current liabilities

 

33,528

 

29,626

 

Warrants for purchase of mandatorily redeemable convertible preferred stock

 

 

1,103

 

Total liabilities

 

33,528

 

30,729

 

 

 

 

 

 

 

Mandatorily redeemable convertible preferred stock

 

 

162,466

 

 

 

 

 

 

 

Stockholders’ equity (deficit):

 

 

 

 

 

Common stock

 

5

 

1

 

Additional paid-in capital

 

267,767

 

17,752

 

Accumulated other comprehensive income

 

195

 

345

 

Accumulated deficit

 

(110,935

)

(81,570

)

Total stockholders’ equity (deficit)

 

157,032

 

(63,472

)

Total liabilities, mandatorily redeemable securities and stockholders’ equity (deficit)

 

$

190,560

 

$

129,723

 

 

6



 

Tremor Video, Inc.

Consolidated Statements of Operations

(in thousands, except share and per share data)

 

 

 

Three Months Ended

 

Years Ended

 

 

 

December 31,

 

December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

36,299

 

$

32,538

 

$

131,796

 

$

105,190

 

Cost of revenue

 

24,056

 

17,864

 

77,925

 

61,317

 

Gross profit

 

12,243

 

14,674

 

53,871

 

43,873

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Technology and development (1)

 

3,289

 

2,282

 

11,637

 

8,144

 

Sales and marketing (1)

 

10,233

 

8,963

 

38,496

 

35,042

 

General and administrative (1)

 

2,881

 

2,833

 

10,950

 

10,824

 

Depreciation and amortization

 

1,734

 

1,524

 

6,310

 

5,992

 

Total operating expenses

 

18,137

 

15,602

 

67,393

 

60,002

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

(5,894

)

(928

)

(13,522

)

(16,129

)

 

 

 

 

 

 

 

 

 

 

Interest and other income (expense):

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(58

)

(127

)

(227

)

Other income (expense)

 

16

 

(6

)

339

 

(8

)

Total interest and other income (expense), net

 

16

 

(64

)

212

 

(235

)

 

 

 

 

 

 

 

 

 

 

Loss before income taxes

 

(5,878

)

(992

)

(13,310

)

(16,364

)

Income tax benefit (expense)

 

37

 

(70

)

(206

)

(280

)

Net loss

 

(5,841

)

(1,062

)

(13,516

)

(16,644

)

Series F preferred stock deemed dividend

 

 

 

(15,849

)

 

Net loss attributable to common stockholders

 

$

(5,841

)

$

(1,062

)

$

(29,365

)

$

(16,644

)

 

 

 

 

 

 

 

 

 

 

Net loss per share:

 

 

 

 

 

 

 

 

 

Basic and diluted

 

$

(0.12

)

$

(0.14

)

$

(0.47

)

$

(2.22

)

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common stockholders per share:

 

 

 

 

 

 

 

 

 

Basic and diluted

 

$

(0.12

)

$

(0.14

)

$

(1.02

)

$

(2.22

)

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares of common stock outstanding:

 

 

 

 

 

 

 

 

 

Basic and diluted

 

49,755,820

 

7,683,193

 

28,761,700

 

7,499,986

 

 

7



 


(1)         Stock-based compensation expense included above:

 

 

 

Three Months Ended

 

Years Ended

 

 

 

December 31,

 

December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Technology and development

 

$

158

 

$

110

 

$

549

 

$

422

 

Sales and marketing

 

305

 

244

 

1,188

 

1,020

 

General and administrative

 

522

 

346

 

1,667

 

1,477

 

Total stock-based compensation expense

 

$

985

 

$

700

 

$

3,404

 

$

2,919

 

 

8



 

Tremor Video, Inc.

Reconciliation of Non-GAAP Financial Information

(in thousands)

 

 

 

Three Months Ended

 

Years Ended

 

 

 

December 31,

 

December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(5,841

)

$

(1,062

)

$

(13,516

)

$

(16,644

)

Adjustments:

 

 

 

 

 

 

 

 

 

Depreciation and amortization expense

 

1,734

 

1,524

 

6,310

 

5,992

 

Stock-based compensation expense

 

985

 

700

 

3,404

 

2,919

 

Stock-based long-term incentive compensation expense

 

1,614

 

 

1,614

 

 

Interest and other (income) expense, net

 

(16

)

64

 

(212

)

235

 

Income tax (benefit) expense

 

(37

)

70

 

206

 

280

 

Litigation costs

 

82

 

 

82

 

 

Total net adjustments

 

4,362

 

2,358

 

11,404

 

9,426

 

Adjusted EBITDA

 

$

(1,479

)

$

1,296

 

$

(2,112

)

$

(7,218

)

 

Tremor Video, Inc.

Reconciliation of Non-GAAP Financial Information-Per Share

 

 

 

Three Months Ended

 

Years Ended

 

 

 

December 31,

 

December 31,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(0.12

)

$

(0.14

)

$

(0.47

)

$

(2.22

)

Adjustments:

 

 

 

 

 

 

 

 

 

Depreciation and amortization expense

 

0.04

 

0.20

 

0.22

 

0.80

 

Stock-based compensation expense

 

0.02

 

0.09

 

0.12

 

0.39

 

Stock-based long-term incentive compensation expense

 

0.03

 

 

0.06

 

 

Interest and other (income) expense, net

 

 

0.01

 

(0.01

)

0.03

 

Income tax (benefit) expense

 

 

0.01

 

0.01

 

0.04

 

Litigation costs

 

 

 

 

 

Total net adjustments

 

0.09

 

0.31

 

0.40

 

1.26

 

Adjusted EBITDA per share-basic

 

$

(0.03

)

$

0.17

 

$

(0.07

)

$

(0.96

)

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares of common stock outstanding-basic

 

49,755,820

 

7,683,193

 

28,761,700

 

7,499,986

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA per share-diluted

 

$

(0.03

)

$

0.03

 

$

(0.07

)

$

(0.96

)

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares of common stock outstanding-diluted

 

49,755,820

 

43,236,153

 

28,761,700

 

7,499,986

 

 

9



 

Tremor Video, Inc.

Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Years Ended
December 31,

 

 

 

2013

 

2012

 

 

 

(unaudited)

 

 

 

Cash flows from operating activities

 

 

 

 

 

Net loss

 

$

(13,516

)

$

(16,644

)

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

 

 

 

 

 

Depreciation of property and equipment

 

1,312

 

1,104

 

Amortization of intangible assets

 

4,998

 

4,888

 

Bad debt (income) expense

 

(19

)

70

 

Mark-to-market (income) expense

 

(313

)

22

 

Stock-based compensation expense

 

3,404

 

2,919

 

Stock-based long-term incentive compensation expense

 

1,614

 

 

Change in unrealized gain on short-term investments available for sale

 

 

7

 

Net changes in operating assets and liabilities:

 

 

 

 

 

Increase in accounts receivable

 

(5,428

)

(2,242

)

Increase in prepaid expenses, other current assets and other long-term assets

 

(964

)

(355

)

Increase in accounts payable and accrued expenses

 

9,604

 

4,787

 

Increase in deferred rent and security deposits payable

 

129

 

166

 

Increase in deferred revenue

 

61

 

175

 

Net cash provided by (used in) operating activities

 

882

 

(5,103

)

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Purchase of property and equipment

 

(2,705

)

(1,156

)

Maturities of short-term investments

 

 

8,652

 

Change in restricted cash

 

621

 

36

 

Purchase of domain name

 

 

(50

)

Acquisition of InPlay

 

 

(1,950

)

Acquisition of Transpera, Inc., net of cash acquired

 

 

15

 

Net cash (used in) provided by investing activities

 

(2,084

)

5,547

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Net proceeds from common stock issuance

 

66,598

 

 

Repayment of amount outstanding under credit facility

 

(6,000

)

 

Proceeds from the exercise of stock options

 

912

 

433

 

Net cash provided by financing activities

 

61,510

 

433

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

60,308

 

877

 

 

 

 

 

 

 

Effect of exchange rate changes in cash and cash equivalents

 

(150

)

(58

)

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

32,533

 

31,714

 

Cash and cash equivalents at end of period

 

$

92,691

 

$

32,533

 

 

 

 

 

 

 

Supplemental disclosure of cash flow activities

 

 

 

 

 

Cash paid for income taxes

 

$

308

 

$

249

 

Cash paid for interest expense

 

$

127

 

$

234

 

 

 

 

 

 

 

Supplemental disclosure of non-cash investing activities

 

 

 

 

 

Common stock issued in connection with the acquisition of Transpera, Inc.

 

$

 

$

863

 

 

 

 

 

 

 

Supplemental disclosure of non-cash financing activities

 

 

 

 

 

Common stock issued in connection with the conversion of preferred stock

 

$

162,657

 

$

 

Common stock issued in connection with the Series F preferred stock deemed dividend

 

$

15,849

 

$

 

Reclassification of liability warrants to equity warrants

 

$

790

 

$

 

 

10