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
November 3, 2016
Date of Report (Date of earliest event reported)
Tremor Video, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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001-35982 |
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20-5480343 |
(State or other jurisdiction |
|
(Commission |
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(IRS Employer |
of incorporation) |
|
File Number) |
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Identification No.) |
1501 Broadway, 8th Floor |
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New York, New York |
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10036 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants 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 November 3, 2016, Tremor Video, Inc., or the Company, issued a press release announcing its financial results for the quarter ended September 30, 2016. The Companys 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 November 3, 2016.
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.
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Tremor Video, Inc. | |
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Dated: November 3, 2016 |
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|
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By: |
/s/ John Rego |
|
|
John Rego |
|
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Chief Financial Officer |
Exhibit 99.1
TREMOR VIDEO REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS
New York, NY November 3, 2016 Tremor Video, Inc. (NYSE:TRMR), a provider of software for video ad effectiveness, today announced financial results for the quarter ended September 30, 2016.
Third Quarter 2016 Highlights:
· Revenue of $41.3 million, down 1% year-over-year
· Total Spend(1) of $63.5 million, up 29% year-over-year
· Gross profit of $18.6 million, up 6% year-over-year
· Net loss of ($3.6) million; net loss per share of ($0.07)
· Adjusted EBITDA(2) of $0.04 million
· Repurchased 621,528 shares during the third quarter at an average price per share of $1.86
(1) We define Total Spend as the aggregate gross spend transacted through our platforms. Total Spend is a non-GAAP financial measure. Please see the discussion in the section called Non-GAAP Financial Measures and the reconciliations included at the end of this press release.
(2) Adjusted EBITDA is a non-GAAP financial measure. Please see the discussion in the section called Non-GAAP Financial Measures and the reconciliations included at the end of this press release.
In the third quarter we delivered profitable EBITDA and strong growth in our Total Spend, said Bill Day, Tremor Video CEO. Our platform continues to scale, with programmatic spend more than doubling year-over-year. The growth of this predominantly self-service business is enabling us to achieve meaningful operating leverage.
The table below presents revenue, Total Spend, gross profit, net loss, Adjusted EBITDA, and net loss per share for the three month and nine month periods ended September 30, 2016 and September 30, 2015.
Third Quarter and Year-to-Date Results Summary(1)
(in millions, except per share amounts), (unaudited)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||||||
|
|
September 30, |
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September 30, |
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% |
|
September 30, |
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September 30, |
|
% |
| ||||
Revenue |
|
$ |
41.3 |
|
$ |
41.6 |
|
(1)% |
|
$ |
113.0 |
|
$ |
122.1 |
|
(7)% |
|
Total Spend |
|
$ |
63.5 |
|
$ |
49.3 |
|
29% |
|
$ |
169.4 |
|
$ |
135.9 |
|
25% |
|
Gross profit |
|
$ |
18.6 |
|
$ |
17.6 |
|
6% |
|
$ |
52.0 |
|
$ |
51.8 |
|
0% |
|
Net loss |
|
$ |
(3.6 |
) |
$ |
(28.6 |
) |
87% |
|
$ |
(20.5 |
) |
$ |
(40.8 |
) |
50% |
|
Adjusted EBITDA |
|
$ |
0.0 |
|
$ |
(1.5 |
) |
NM |
|
$ |
(5.4 |
) |
$ |
(6.8 |
) |
20% |
|
Net loss per share |
|
$ |
(0.07 |
) |
$ |
(0.55 |
) |
87% |
|
$ |
(0.39 |
) |
$ |
(0.79 |
) |
51% |
|
(1) As discussed in our Form 10-K for the year ended December 31, 2015, filed with the SEC on March 15, 2016, the previously issued quarterly financial statements for the periods ended March 31, 2015, June 30, 2015, and September 30, 2015 were restated to reflect the reporting of revenue attributable to the Companys seller platform on a net instead of a gross basis. The restatement has the effect of decreasing both revenue and cost of revenue in a like amount in such quarterly financial statements, and has no impact on reported gross profit, net loss or Adjusted EBITDA.
Third Quarter and Year-to-Date Breakdown of Total Spend(1)
(in thousands), (unaudited)
|
|
Three Months Ended |
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Nine Months Ended |
| ||||||||||||
|
|
September 30, |
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September 30, |
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% |
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September 30, |
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September 30, |
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% |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Programmatic |
|
$ |
35,490 |
|
$ |
17,019 |
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109% |
|
$ |
88,667 |
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$ |
38,270 |
|
132% |
|
Non-programmatic higher function |
|
22,239 |
|
22,372 |
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(1)% |
|
65,050 |
|
62,125 |
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5% |
| ||||
Non-programmatic media network |
|
5,745 |
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9,882 |
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(42)% |
|
15,656 |
|
35,553 |
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(56)% |
| ||||
Total Spend |
|
$ |
63,474 |
|
$ |
49,273 |
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29% |
|
$ |
169,373 |
|
$ |
135,948 |
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25% |
|
(1) Please see the discussion in the section called Non-GAAP Financial Measures.
Guidance
Based on information available as of November 3, 2016, the Company expects the following:
Full Year 2016 Outlook
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Full Year 2016 |
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|
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Revenue |
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$155.0 - $160.0 million |
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Total Spend |
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$245.0 - $255.0 million |
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Adjusted EBITDA |
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$(2.5) - $0.0 million |
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Q3 2016 Financial Results Webcast: Tremor Video will host a conference call today at 4:30 p.m. ET to discuss its third quarter financial results. 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 (800) 449-5865 or internationally at (719) 325-2475. Until November 17, 2016, a domestic replay will be available at (844) 512-2921 or internationally at (412) 317-6671, using passcode 6750502, and via webcast on the Tremor Video Investor Relations website.
About Tremor Video: Tremor Video (NYSE:TRMR) provides software for video advertising effectiveness. Our buyer and seller platforms enable seamless transactions in a premium video marketplace by offering control and transparency to clients. We employ patented all-screen technology to make every advertising moment more relevant for consumers, and deliver maximum results for buyers and sellers.
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 Videos future financial results or growth potential, including 2016 full year financial guidance and statements with respect to future revenue mix or the development or adoption of the companys solutions. 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 companys continuing development of its business model; unfavorable conditions in the global economy or reductions in digital advertising spend; the companys ability
to effectively innovate and adapt to rapidly changing technology and client needs; increased competition as well as innovations by new and existing competitors; expansion of the online video advertising market; the companys ability to attract new advertisers and increase spend from existing advertisers; the companys ability to attract advertising spend from TV media buyers; risks of entering new markets in which we have limited or no experience and difficulty adapting our solutions for new markets; adoption of brand-centric metrics, advanced ad formats and performance-based pricing models by advertisers; the companys ability to effectively deliver video ad campaigns with demo guarantees; the rate of decline of the Companys non-programmatic media network; adoption of the companys programmatic solutions by advertisers and publishers; adoption of the companys All-Screen product and other higher-function buying products by advertisers; the companys ability to acquire an adequate supply of premium video advertising inventory from publishers on terms that are favorable to it; the companys 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 companys solutions; the companys ability to collect and use data to deliver video ads; the impact of tools that block the display of video ads; the effect of regulatory developments and industry standards regarding internet privacy and other matters; maintaining, protecting and enhancing the companys 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 Videos filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2015, filed with the U.S. Securities and Exchange Commission on March 15, 2016, its Quarterly Report on Form 10-Q for the period ended March 31, 2016, filed with the Security and Exchange Commission on May 10, 2016, its Quarterly Report on Form 10-Q for the period ended June 30, 2016, filed with the Security and Exchange Commission on August 9, 2016, and future filings and reports by the company, including its Quarterly Report on Form 10-Q for the quarter ended September 30, 2016.
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 Total Spend and Adjusted EBITDA, which are non-GAAP financial measures. We define Total Spend as the aggregate gross spend transacted through our platforms. Total Spend does not represent revenue earned by us. Within total spend, we closely monitor the percentage contributions among the following operational metrics: programmatic; non-programmatic higher function; and non-programmatic media. Programmatic includes all spend attributable to the Tremor Video SSP, Tremor Video DSP and agency trading desks. We define non-programmatic higher-function as non-programmatic spend running through our buyer platform that utilizes our higher-function products, including our all-screen optimization solution, our advanced data targeting solutions, and our proprietary outcome-based pricing models. We define non-programmatic media as non-programmatic spend running through our buyer platform that is purchased without any of our higher-function products. We track these operational metrics in order to better understand how
our clients are transacting on our platforms, which informs decisions as to the allocation of resources and capital. We define Adjusted EBITDA as net loss plus (minus): interest expense and other income (expense), net, provision for income taxes, depreciation and amortization expense, non-cash stock-based compensation expense, non-cash stock-based long-term incentive compensation, executive severance costs, acquisition related costs, litigation costs associated with class action securities litigation, mark-to-market expense, impairment charges, and other adjustments. 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 Total Spend and 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 costs and charges excluded from these non-GAAP measures, in particular, the measures and effects of stock-based compensation expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in our stock price. We expect the variability of these costs and 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:
Mandy Robinson
Tremor Video Corporate Communications
646-278-7416
MRobinson@TremorVideo.com
Exhibit A
Tremor Video, Inc.
Consolidated Balance Sheets
(in thousands)
|
|
September 30, |
|
December 31, |
| ||
|
|
2016 |
|
2015 |
| ||
|
|
(unaudited) |
|
|
| ||
|
|
|
|
|
| ||
Assets |
|
|
|
|
| ||
Current assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
47,552 |
|
$ |
59,887 |
|
Accounts receivable, net |
|
60,364 |
|
70,778 |
| ||
Prepaid expenses and other current assets |
|
2,674 |
|
3,721 |
| ||
Total current assets |
|
110,590 |
|
134,386 |
| ||
Long-term assets: |
|
|
|
|
| ||
Restricted cash |
|
770 |
|
600 |
| ||
Property and equipment, net |
|
9,308 |
|
10,094 |
| ||
Intangible assets, net |
|
8,128 |
|
11,469 |
| ||
Goodwill |
|
10,863 |
|
10,781 |
| ||
Other assets |
|
1,159 |
|
794 |
| ||
Total long-term assets |
|
30,228 |
|
33,738 |
| ||
Total assets |
|
$ |
140,818 |
|
$ |
168,124 |
|
|
|
|
|
|
| ||
Liabilities and stockholders equity |
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
| ||
Accounts payable and accrued expenses |
|
$ |
49,053 |
|
$ |
58,742 |
|
Deferred rent |
|
485 |
|
401 |
| ||
Contingent consideration on acquisition, short-term |
|
1,608 |
|
987 |
| ||
Deferred revenue |
|
48 |
|
108 |
| ||
Total current liabilities |
|
51,194 |
|
60,238 |
| ||
Long-term liabilities: |
|
|
|
|
| ||
Deferred rent, long-term |
|
6,383 |
|
5,237 |
| ||
Contingent consideration on acquisition, long-term |
|
|
|
443 |
| ||
Deferred tax liabilities |
|
502 |
|
510 |
| ||
Other long-term liabilities |
|
|
|
264 |
| ||
Total liabilities |
|
58,079 |
|
66,692 |
| ||
Stockholders equity: |
|
|
|
|
| ||
Common stock |
|
5 |
|
5 |
| ||
Treasury stock |
|
(1,516 |
) |
|
| ||
Additional paid-in capital |
|
282,630 |
|
279,136 |
| ||
Accumulated other comprehensive loss |
|
(180 |
) |
(55 |
) | ||
Accumulated deficit |
|
(198,200 |
) |
(177,654 |
) | ||
Total stockholders equity |
|
82,739 |
|
101,432 |
| ||
Total liabilities and stockholders equity |
|
$ |
140,818 |
|
$ |
168,124 |
|
Tremor Video, Inc.
Consolidated Statements of Operations
(in thousands, except share and per share data)
(unaudited)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
September 30, |
|
September 30, |
| ||||||||
|
|
2016 |
|
2015(1) |
|
2016 |
|
2015(1) |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Revenue |
|
$ |
41,281 |
|
$ |
41,624 |
|
$ |
112,953 |
|
$ |
122,080 |
|
Cost of revenue |
|
22,698 |
|
24,024 |
|
60,952 |
|
70,277 |
| ||||
Gross profit |
|
18,583 |
|
17,600 |
|
52,001 |
|
51,803 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Operating expenses: |
|
|
|
|
|
|
|
|
| ||||
Technology and development(2) |
|
4,935 |
|
5,147 |
|
15,823 |
|
14,869 |
| ||||
Sales and marketing(2) |
|
11,403 |
|
12,112 |
|
35,409 |
|
35,780 |
| ||||
General and administrative(2) |
|
3,609 |
|
4,034 |
|
12,605 |
|
13,083 |
| ||||
Depreciation and amortization |
|
2,358 |
|
2,322 |
|
6,922 |
|
6,055 |
| ||||
Mark-to-market(3) |
|
6 |
|
|
|
1,095 |
|
|
| ||||
Impairment charges(4) |
|
|
|
22,665 |
|
|
|
22,665 |
| ||||
Total operating expenses |
|
22,311 |
|
46,280 |
|
71,854 |
|
92,452 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Loss from operations |
|
(3,728 |
) |
(28,680 |
) |
(19,853 |
) |
(40,649 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Interest and other income (expense), net: |
|
|
|
|
|
|
|
|
| ||||
Interest expense |
|
(4 |
) |
(2 |
) |
(19 |
) |
(7 |
) | ||||
Other income (expense), net |
|
72 |
|
79 |
|
(213 |
) |
102 |
| ||||
Total interest and other income (expense), net |
|
68 |
|
77 |
|
(232 |
) |
95 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Loss before provision for income taxes |
|
(3,660 |
) |
(28,603 |
) |
(20,085 |
) |
(40,554 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Provision for income taxes |
|
(43 |
) |
19 |
|
461 |
|
258 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net loss |
|
$ |
(3,617 |
) |
$ |
(28,622 |
) |
$ |
(20,546 |
) |
$ |
(40,812 |
) |
|
|
|
|
|
|
|
|
|
| ||||
Net loss per share: |
|
|
|
|
|
|
|
|
| ||||
Basic and diluted |
|
$ |
(0.07 |
) |
$ |
(0.55 |
) |
$ |
(0.39 |
) |
$ |
(0.79 |
) |
|
|
|
|
|
|
|
|
|
| ||||
Weighted-average number of shares of common stock outstanding: |
|
|
|
|
|
|
|
|
| ||||
Basic and diluted |
|
52,473,601 |
|
51,875,785 |
|
52,493,099 |
|
51,515,285 |
|
(1) As discussed in our Form 10-K for the year ended December 31, 2015, filed with the SEC on March 15, 2016, the previously issued quarterly financial statements for the periods ended March 31, 2015, June 30, 2015, and September 30, 2015 have been restated to reflect the reporting of revenue attributable to the Companys seller platform on a net instead of a gross basis. The restatement has the effect of decreasing both revenue and cost of revenue in a like amount in such quarterly financial statements, and has no impact on reported gross profit, net loss or Adjusted EBITDA.
(2) Stock-based compensation expense included above:
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
September 30, |
|
September 30, |
| ||||||||
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Technology and development |
|
$ |
237 |
|
$ |
209 |
|
$ |
699 |
|
$ |
641 |
|
Sales and marketing |
|
325 |
|
376 |
|
1,092 |
|
1,179 |
| ||||
General and administrative |
|
398 |
|
337 |
|
1,158 |
|
1,357 |
| ||||
Total stock-based compensation expense |
|
$ |
960 |
|
$ |
922 |
|
$ |
2,949 |
|
$ |
3,177 |
|
(3) Reflects expense incurred based on the Companys re-measurement, at September 30, 2016, of the estimated fair value of earn-out payments that have been paid or may become due in connection with the acquisition of The Video Network Pty Ltd, an Australian proprietary limited company (TVN), and which are not conditioned on continued employment with the Company.
(4) Reflects $22.7 million of non-cash impairment charges to goodwill, and certain intangible assets and property and equipment.
Tremor Video, Inc.
Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
|
|
Nine Months Ended |
| ||||
|
|
September 30, |
| ||||
|
|
2016 |
|
2015 |
| ||
|
|
|
|
|
| ||
Cash flows from operating activities: |
|
|
|
|
| ||
Net loss |
|
$ |
(20,546 |
) |
$ |
(40,812 |
) |
Adjustments required to reconcile net loss to net cash used in operating activities: |
|
|
|
|
| ||
Depreciation and amortization expense |
|
6,922 |
|
6,055 |
| ||
Bad debt recovery |
|
(61 |
) |
(8 |
) | ||
Mark-to-market expense |
|
1,095 |
|
|
| ||
Compensation expense related to the acquisition contingent consideration |
|
2,751 |
|
|
| ||
Stock-based compensation expense |
|
2,949 |
|
3,177 |
| ||
Stock-based long-term incentive compensation expense |
|
|
|
262 |
| ||
Loss from sublease |
|
341 |
|
|
| ||
Loss on fixed asset disposal |
|
23 |
|
|
| ||
Impairment Charges |
|
|
|
22,665 |
| ||
Net changes in operating assets and liabilities: |
|
|
|
|
| ||
Decrease (increase) in accounts receivable |
|
10,590 |
|
(5,476 |
) | ||
Decrease (increase) in prepaid expenses and other assets |
|
682 |
|
(1,129 |
) | ||
Increase (decrease) in accounts payable and accrued expenses |
|
(9,779 |
) |
8,009 |
| ||
Increase in deferred rent and security deposits payable |
|
889 |
|
3,763 |
| ||
Decrease in deferred tax benefit |
|
(8 |
) |
|
| ||
Increase in restricted cash |
|
(170 |
) |
|
| ||
Increase (decrease) in deferred revenue |
|
(60 |
) |
66 |
| ||
Net cash used in operating activities |
|
(4,382 |
) |
(3,428 |
) | ||
|
|
|
|
|
| ||
Cash flows from investing activities: |
|
|
|
|
| ||
Purchase of property and equipment |
|
(2,727 |
) |
(7,154 |
) | ||
Acquisition, net of cash acquired |
|
|
|
(1,191 |
) | ||
Net cash used in investing activities |
|
(2,727 |
) |
(8,345 |
) | ||
|
|
|
|
|
| ||
Cash flows from financing activities: |
|
|
|
|
| ||
Decrease in contingent consideration on acquisition |
|
(3,837 |
) |
|
| ||
Proceeds from common stock issuance |
|
500 |
|
|
| ||
Proceeds from the exercise of stock options awards |
|
150 |
|
106 |
| ||
Treasury stock - repurchase of stock |
|
(1,516 |
) |
|
| ||
Tax withholdings related to net share settlements of restricted stock unit awards (RSUs) |
|
(405 |
) |
(463 |
) | ||
Net cash used in financing activities |
|
(5,108 |
) |
(357 |
) | ||
|
|
|
|
|
| ||
Net decrease in cash and cash equivalents |
|
(12,217 |
) |
(12,130 |
) | ||
|
|
|
|
|
| ||
Effect of exchange rate changes in cash and cash equivalents |
|
(118 |
) |
(126 |
) | ||
|
|
|
|
|
| ||
Cash and cash equivalents at beginning of period |
|
59,887 |
|
77,787 |
| ||
Cash and cash equivalents at end of period |
|
$ |
47,552 |
|
$ |
65,531 |
|
Tremor Video, Inc.
Reconciliation of Total Spend to Revenue
(in thousands)
(unaudited)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
September 30, |
|
September 30, |
| ||||||||
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total Spend |
|
$ |
63,474 |
|
$ |
49,273 |
|
$ |
169,373 |
|
$ |
135,948 |
|
SSP inventory costs(1) |
|
22,193 |
|
7,649 |
|
56,420 |
|
13,868 |
| ||||
Revenue |
|
$ |
41,281 |
|
$ |
41,624 |
|
$ |
112,953 |
|
$ |
122,080 |
|
(1) We record revenue from our buyer platform on a gross basis, including costs of inventory. Accordingly, for revenue generated from our buyer platform, total spend is equivalent to revenue. We record revenue from our seller platform, the Tremor Video SSP net of inventory costs. Total spend through the Tremor Video SSP is equal to the revenue generated from the Tremor Video SSP plus associated costs of inventory.
Tremor Video, Inc.
Reconciliation of Net Loss to Adjusted EBITDA
(in thousands)
(unaudited)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
September 30, |
|
September 30, |
| ||||||||
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net loss |
|
$ |
(3,617 |
) |
$ |
(28,622 |
) |
$ |
(20,546 |
) |
$ |
(40,812 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
| ||||
Depreciation and amortization expense |
|
2,358 |
|
2,322 |
|
6,922 |
|
6,055 |
| ||||
Stock-based compensation expense |
|
960 |
|
922 |
|
2,949 |
|
3,177 |
| ||||
Executive severance |
|
(9 |
) |
508 |
|
163 |
|
870 |
| ||||
Acquisition-related costs(1) |
|
616 |
|
337 |
|
2,764 |
|
559 |
| ||||
Litigation expenses |
|
13 |
|
226 |
|
194 |
|
294 |
| ||||
Stock-based long-term incentive compensation expense |
|
(183 |
) |
185 |
|
(183 |
) |
262 |
| ||||
Provision for income taxes |
|
(43 |
) |
19 |
|
461 |
|
258 |
| ||||
Mark-to-market expense(2) |
|
6 |
|
|
|
1,095 |
|
|
| ||||
Interest and other (income) expense, net |
|
(66 |
) |
(77 |
) |
234 |
|
(95 |
) | ||||
Other adjustments(3) |
|
|
|
|
|
520 |
|
|
| ||||
Impairment Charges(4) |
|
|
|
22,665 |
|
|
|
22,665 |
| ||||
Total net adjustments |
|
3,652 |
|
27,107 |
|
15,119 |
|
34,045 |
| ||||
Adjusted EBITDA |
|
$ |
35 |
|
$ |
(1,515 |
) |
$ |
(5,427 |
) |
$ |
(6,767 |
) |
(1) Reflects acquisition-related costs incurred in connection with the Companys acquisition of TVN. Includes $616 and $2,751 for the three and nine months ended September 30, 2016, respectively, of compensation-related expenses related earn-out payments that have been paid or may become due to certain TVN sellers that are subject to continued employment.
(2) Reflects expense incurred based on the Companys re-measurement, at September 30, 2016, of the estimated fair value of earn-out payments that have been paid or may become due in connection with the acquisition of TVN and which are not conditioned on continued employment with the Company.
(3) Reflects amounts accrued in connection with a one-time change in the Companys employee vacation policy.
(4) Reflects $22.7 million of non-cash impairment charges to goodwill, and certain intangible assets and property and equipment.
Tremor Video, Inc.
Consolidated Quarterly Statement of Operations
(in thousands)
(unaudited)
|
|
Q1 2015 |
|
Q2 2015 |
|
Q3 2015 |
|
Q4 2015 |
|
Q1 2016 |
|
Q2 2016 |
|
Q3 2016 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Revenue |
|
$ |
38,052 |
|
$ |
42,404 |
|
$ |
41,624 |
|
$ |
51,757 |
|
$ |
34,565 |
|
$ |
37,107 |
|
$ |
41,281 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Inventory costs |
|
20,317 |
|
22,991 |
|
22,494 |
|
27,206 |
|
16,368 |
|
17,922 |
|
19,198 |
| |||||||
Other cost of revenue |
|
1,542 |
|
1,403 |
|
1,530 |
|
1,783 |
|
1,979 |
|
1,985 |
|
3,500 |
| |||||||
Total cost of revenue |
|
21,859 |
|
24,394 |
|
24,024 |
|
28,989 |
|
18,347 |
|
19,907 |
|
22,698 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Gross Profit |
|
16,193 |
|
18,010 |
|
17,600 |
|
22,768 |
|
16,218 |
|
17,200 |
|
18,583 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Total operating expenses |
|
23,033 |
|
23,139 |
|
46,280 |
|
24,886 |
|
26,712 |
|
22,831 |
|
22,311 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Loss from operations |
|
(6,840 |
) |
(5,129 |
) |
(28,680 |
) |
(2,118 |
) |
(10,494 |
) |
(5,631 |
) |
(3,728 |
) | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Total interest and other (expense) income, net |
|
12 |
|
6 |
|
77 |
|
(75 |
) |
(254 |
) |
(46 |
) |
68 |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Loss before provision for income taxes |
|
(6,828 |
) |
(5,123 |
) |
(28,603 |
) |
(2,193 |
) |
(10,748 |
) |
(5,677 |
) |
(3,660 |
) | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Provision for income taxes |
|
122 |
|
117 |
|
19 |
|
225 |
|
326 |
|
178 |
|
(43 |
) | |||||||
Net loss |
|
$ |
(6,950 |
) |
$ |
(5,240 |
) |
$ |
(28,622 |
) |
$ |
(2,418 |
) |
$ |
(11,074 |
) |
$ |
(5,855 |
) |
$ |
(3,617 |
) |