EX-99.1 2 a08-27685_1ex99d1.htm EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE:

 

Interval Leisure Group Reports Third Quarter 2008 Results

 

Third Quarter 2008 Highlights

 

·                  Consolidated revenue increased 4.9% year-over-year

 

·                  Net income was $12.5 million and EBITDA was $36.6 million

 

·                  Results impacted by $5.3 million of interest expense, approximately $2.5 million of incremental non-cash compensation expense and $1.2 million of incremental stand-alone and public company costs for the third quarter of 2008, all related to our spin-off from our former parent on August 20, 2008

 

·                  Greater than 10% revenue growth and more than 5% EBITDA growth for Interval business segment versus prior year, even with incremental stand-alone and public company costs

 

·                  Net cash provided by operating activities of $97.7 million and free cash flow of $88.1 million for the nine months ended September 30, 2008

 

·                  Recurring revenue, strong free cash flow and low capital intensive business model positions Interval Leisure Group well in current environment and over long term

 

·                  RQH tracking comparable properties in Hawaii market

 

·                  Completed spin-off from former parent on August 20, 2008

 

Miami, FL, November 5, 2008 – Interval Leisure Group (NASDAQ: IILG) (“ILG”) today announced that its revenue for the third quarter 2008 was $100.8 million, an increase of 4.9% over $96.0 million for the third quarter of 2007.  ILG’s net income for the third quarter of 2008, was $12.5 million or $0.22 per diluted share, compared to $16.5 million, or $0.29 per diluted share, for the third quarter of 2007. This reduction was due to spin-off related transactions and expenses, including the incurrence of $426.5 million of indebtedness in connection with ILG’s spin-off from IAC/InterActiveCorp, which caused a significant increase in interest expense of $5.3 million for the third quarter 2008. Because of the spin-off, we also incurred approximately $2.5 million of incremental non-cash compensation expense and $1.2 million of incremental stand-alone and public company costs.

 

Revenue for the first nine months of 2008 was $319.9 million, an increase of 19.2% over $268.3 million for the nine months ended September 30, 2007.  ILG’s net income for the nine months ended September 30, 2008 was $56.8 million, or $1.01 per diluted share, compared to $55.1 million, or $0.98 per diluted share, for the same period in 2007.

 

ILG achieved EBITDA (defined below) of $36.6 million in the third quarter 2008.  For the first nine months of 2008, EBITDA was $122.6 million.

 

After close of the NASDAQ market on August 20, 2008, the Company completed its spin-off from IAC/InterActiveCorp and became a newly independent public company.  As a result, ILG incurred incremental stand-alone and public company related costs of $1.2 million during

 



 

the third quarter 2008.  Excluding these expenses, ILG’s EBITDA was $37.8 million in the third quarter 2008, representing an increase of 4.8% over the Company’s EBITDA of $36.0 million in the third quarter 2007.

 

“We had a solid first quarter as a newly independent public company, which is a testament to the strength of our services offering, customer base, people and business model,” said Craig M. Nash, Chairman, President and Chief Executive Officer of Interval Leisure Group.  “Our recurring revenue stream, strong balance sheet and value-added services position us well amid the current challenging macro economic environment and will enable us to achieve sustainable growth over the long term when the market rebounds.  As we have throughout our more than 30 years in business, we remain focused on managing our costs while taking a disciplined approach to growth initiatives worldwide.”

 

Interval Results

 

ILG’s principal business is Interval International (Interval), which offers vacation ownership membership services to the individual members of its exchange networks and related services to the developers of the resorts that participate in its programs worldwide.  Interval International was founded in 1976.

 

Interval’s revenue for the three months and nine months ended September 30, 2008, was $85.5 million and $271.0 million, respectively. The segment’s operating income for the third quarter and first nine months of 2008 was $22.8 million and $85.8 million, respectively.

 

Total active members at September 30, 2008 were 2,014,000 an increase of 3.3% over total active members of 1,949,000 at September 30, 2007.  Average revenue per member during the third quarter 2008 was $40.05, a 6.7% increase over average revenue per member of $37.52 during the third quarter 2007.

 

Interval achieved EBITDA of $34.0 million and $114.8 million in the third quarter and first nine months of 2008, respectively.  Excluding the incremental stand-alone and public company costs referenced above, Interval’s EBITDA for the third quarter 2008 was $35.2 million, an increase of 9.4% over EBITDA of $32.2 million in the third quarter 2007.

 

“Interval generated strong top- and bottom-line growth during the third quarter,” said Mr. Nash.  “Thus far in the fourth quarter, we are experiencing a softening of consumer demand, primarily in Getaway bookings.  We are seeing a tightening of receivables financing for resort developers, which is impacting their sales and marketing and development initiatives, which will most likely reduce the flow of new members to our exchange networks.  We are monitoring developments in the global shared ownership market and are taking appropriate cost containment actions so that we can capitalize on growth opportunities as they arise.”

 



 

ResortQuest Hawaii Results

 

ILG’s other business, ResortQuest Hawaii (RQH), provides vacation rental and property management services to vacationers and vacation property owners across Hawaii.  RQH, which was acquired by ILG in May 2007, traces its roots in lodging back nearly 60 years.  RQH was acquired on May 31, 2007, therefore the nine month period ended September 30, 2007 only includes results of operations for four months.

 

RQH’s revenue for the three months and nine months ended September 30, 2008, was $15.2 million and $48.9 million, respectively, including $8.2 million and $26.2 million of Pass-through Revenue (defined below).

 

Gross margin for the RQH segment was 31.0% for the third quarter and 29.3% for the nine months ended September 30, 2008 compared to 31.7% for the third quarter and 31.2% for the nine months ended September 30, 2007.  Excluding the Pass-through Revenue, gross margin was 66.9% and 63.3% for the three and nine month periods ended September 30, 2008, respectively, and 67.1% and 66.8% for the three and nine month periods ended September 30, 2007, respectively. The segment’s operating income for the third quarter and first nine months of 2008 was $1.1 million and $3.3 million, respectively.

 

RQH achieved EBITDA of $2.6 million in the third quarter of 2008, a decrease of 32.5% from EBITDA of $3.8 million in the prior year’s third quarter.  RQH’s EBITDA for the first nine months of 2008 was $7.8 million compared to EBITDA of $4.9 million for the same period in 2007 which only included four months of results from the acquisition date.

 

“RQH’s performance during the third quarter was impacted by continued contraction of consumer demand for travel to Hawaii, exacerbated by lower airline capacity and higher airfare prices to the region,” said Mr. Nash.  “We expect RQH’s performance to generally track the overall Hawaiian tourism market, which is forecast to continue to decline through 2009.”

 

Capital

 

As of September 30, 2008, ILG’s cash and cash equivalents totaled $129.9 million, compared to $67.1 million as of December 31, 2007.  The Company’s total debt outstanding was $426.7 million as of September 30, 2008, which was incurred in connection with the spin-off, compared to no debt as of December 31, 2007.

 

ILG’s capital expenditures totaled $9.6 million, or 3.0% of revenue, and net cash provided by operating activities was $97.7 million for the first nine months of 2008.  In the first nine months of 2008, ILG had free cash flow (defined below) of $88.1 million.

 



 

Presentation of Financial Information

 

Interval Leisure Group management believes that the presentation of non-generally accepted accounting principles (non-GAAP) financial measures, including, among others, EBITDA and free cash flow, serves to enhance the understanding of ILG’s performance.  These non-GAAP financial measures should be considered in addition to and not as substitutes for, or superior to, measures of financial performance prepared in accordance with GAAP.  In addition, EBITDA (with certain additional add-backs) is used to calculate compliance with certain financial covenants in our credit agreement.  Management believes that consolidated and segment EBITDA as well as free cash flow are useful measures in evaluating financial performance and are commonly used by readers of financial information in assessing performance. More information about the non-GAAP financial measures, including reconciliations of GAAP results to the non-GAAP measures, is available in the financial tables that accompany this press release.

 

Conference Call

 

ILG will host a conference call today at 5:00 p.m. Eastern Standard Time to discuss its results for the third quarter and first nine months of 2008, with access via the Internet and telephone.  Investors and analysts may participate in the live conference call by dialing (877) 292-5984 (toll-free domestic) or (706) 679-5584 (international); password: Interval.  Please register at least 10 minutes before the conference call begins.  A live webcast of the conference call will be available on the Investor Relations section of ILG’s Web site at www.iilg.com.  A replay of the call will be available for 10 days via telephone starting approximately two hours after the call ends.  The replay can be accessed at (800) 642-1687 (toll-free domestic) or (706) 645-9291 (international); passcode: 67941983.  The webcast will be archived on ILG’s Web site for 90 days after the call.

 

About Interval Leisure Group

 

Interval Leisure Group (“ILG”) is a leading global provider of membership and leisure services to the vacation industry.  Its principal business, Interval, has offered its resort developer clients and consumer members high-quality programs and services for more than 30 years.  Its two million member families have access to a comprehensive package of year-round benefits, including the opportunity to trade the use of their shared ownership vacation time for comparable accommodations within the network’s more than 2,400 resorts in over 75 countries.  ILG’s other business segment is ResortQuest Hawaii, which provides vacation rental and property management services for more than 4,500 units throughout the Hawaiian islands.  ILG is headquartered in Miami, Florida, and operates through 28 offices in 17 countries.  More information about the Company is available at www.iilg.com.

 

#            #            #

 

Investor Contact:

William L. Harvey

 

Chief Financial Officer

 

Interval Leisure Group

 

305-925-6030

 



 

Media Contact:

Christine Boesch

 

Corporate Communications

 

Interval Leisure Group

 

305-925-7267

 

Forward-Looking Statements

 

This press release contains “forward looking statements” within the meaning of Section 21E of the  Securities Exchange Act of 1934, as amended, relating to: our future financial performance, our business prospects and strategy, anticipated financial position, liquidity and capital needs and other similar matters. These forward looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict.

 

Actual results could differ materially from those contained in the forward looking statements included herein for a variety of reasons, including, among others: changes in economic conditions generally or in any of the markets or industries in which we operate; adverse changes to, or interruptions in, relationships with third parties; lack of available financing for developers and prospective purchasers of vacation interests; changes in our senior management; regulatory changes; our ability to compete effectively; the effects of our significant indebtedness and our compliance with the terms thereof; failure to comply with existing laws; the ability to offer new or alternative products and services in a cost-effective manner and customer acceptance of these products and services; and our ability to expand successfully in international markets and manage risks specific to international operations. Certain of these and other risks and uncertainties are discussed in our filings with the SEC. Other unknown or unpredictable factors that could also adversely affect our business, financial condition and results of operations may arise from time to time. In light of these risks and uncertainties, the forward looking statements discussed in this release may not prove to be accurate. Accordingly, you should not place undue reliance on these forward-looking statements, which only reflect the views of our management as of the date of this press release. Except as required be applicable laws, ILG does not undertake to update these forward-looking statements.

 



 

INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

(In thousands, except per share data)

 

Revenue

 

$

100,755

 

$

96,019

 

$

319,876

 

$

268,337

 

Cost of sales

 

32,201

 

30,266

 

102,522

 

71,718

 

Gross profit

 

68,554

 

65,753

 

217,354

 

196,619

 

Selling and marketing expense

 

12,303

 

11,580

 

38,078

 

34,655

 

General and administrative expense

 

23,509

 

19,021

 

63,643

 

52,086

 

Amortization expense of intangibles

 

6,476

 

7,851

 

19,430

 

20,461

 

Depreciation expense

 

2,429

 

2,247

 

7,056

 

6,100

 

Operating income

 

23,837

 

25,054

 

89,147

 

83,317

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest income

 

3,658

 

2,416

 

10,793

 

7,694

 

Interest expense

 

(5,374

)

(49

)

(5,487

)

(165

)

Other income (expense)

 

1,375

 

233

 

835

 

(616

)

Total other income, net

 

(341

)

2,600

 

6,141

 

6,913

 

Earnings before income taxes and minority interest

 

23,496

 

27,654

 

95,288

 

90,230

 

Income tax provision

 

(10,975

)

(11,103

)

(38,460

)

(35,108

)

Minority interest in income of consolidated subsidiaries

 

(3

)

(5

)

(10

)

(8

)

Net income

 

$

12,518

 

$

16,546

 

$

56,818

 

$

55,114

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.22

 

$

0.29

 

$

1.01

 

$

0.98

 

Diluted

 

$

0.22

 

$

0.29

 

$

1.01

 

$

0.98

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

56,190

 

56,179

 

56,183

 

56,179

 

Diluted

 

56,551

 

56,179

 

56,303

 

56,179

 

 



 

INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

September 30,

 

December 31,

 

 

 

2008

 

2007

 

 

 

(Unaudited)

 

 

 

 

 

(In thousands)

 

ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

129,921

 

$

67,113

 

Deferred membership costs

 

14,428

 

13,688

 

Other current assets

 

66,690

 

66,762

 

Total current assets

 

211,039

 

147,563

 

Goodwill and intangible assets, net

 

685,610

 

703,203

 

Deferred membership costs

 

22,367

 

21,217

 

Other non-current assets

 

62,513

 

50,634

 

TOTAL ASSETS

 

$

981,529

 

$

922,617

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY LIABILITIES:

 

 

 

 

 

Accounts payable, trade

 

$

12,047

 

$

10,981

 

Deferred revenue

 

102,319

 

97,898

 

Current portion of long-term debt

 

11,250

 

 

Other current liabilities

 

66,672

 

51,396

 

Total current liabilities

 

192,288

 

160,275

 

Long-term debt, net of current portion

 

415,481

 

 

Deferred revenue

 

141,258

 

139,044

 

Other long-term liabilities

 

87,370

 

109,931

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

145,132

 

513,367

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$

981,529

 

$

922,617

 

 



 

INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

Nine Months Ended
September  30,

 

 

 

2008

 

2007

 

 

 

(In thousands)

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

56,818

 

$

55,114

 

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

 

 

 

 

 

Amortization expense of intangibles

 

19,430

 

20,461

 

Amortization of debt issuance costs

 

247

 

 

Depreciation expense

 

7,056

 

6,100

 

Accretion of original issue discount

 

231

 

 

Non-cash compensation expense

 

6,927

 

2,242

 

Deferred income taxes

 

504

 

(4,635

)

Minority interest in income of consolidated subsidiaries

 

10

 

8

 

Changes in assets and liabilities

 

6,452

 

17,771

 

Net cash provided by operating activities

 

97,675

 

97,061

 

Cash flows from investing activities:

 

 

 

 

 

Acquisitions, net of cash acquired

 

(1,000

)

(109,411

)

Transfers (to) from IAC

 

(68,635

)

42,251

 

Capital expenditures

 

(9,596

)

(6,878

)

Other, net

 

(3,717

)

(96

)

Net cash used in investing activities

 

(82,948

)

(74,134

)

Cash flows from financing activities:

 

 

 

 

 

Proceeds from issuance of term loan facility

 

150,000

 

 

Payments of debt issue costs

 

(10,569

)

 

Dividend payment to IAC in connection with spin-off

 

(89,431

)

 

Other, net

 

26

 

258

 

Net cash provided by (used in) financing activities

 

50,026

 

258

 

Effect of exchange rate changes on cash and cash equivalents

 

(1,945

)

1,643

 

Net increase in cash and cash equivalents

 

62,808

 

24,828

 

Cash and cash equivalents at beginning of period

 

67,113

 

37,557

 

Cash and cash equivalents at end of period

 

$

129,921

 

$

62,385

 

 



 

Operating Statistics

 

 

 

Three Months Ended September 30,

 

 

 

2008

 

% Change

 

2007

 

 

 

 

 

 

 

 

 

Interval

 

 

 

 

 

 

 

Total Active Members (000’s)

 

2,014

 

3.3

%

1,949

 

Average Revenue per Member

 

$

40.05

 

6.7

%

$

37.52

 

 

 

 

 

 

 

 

 

RQH

 

 

 

 

 

 

 

Available Room Nights (000’s)

 

401

 

(3.1

)%

414

 

RevPAR

 

$

114.23

 

(16.6

)%

$

137.00

 

 

 

 

Nine Months Ended September 30,

 

 

 

2008

 

% Change

 

2007

 

 

 

 

 

 

 

 

 

Interval

 

 

 

 

 

 

 

Total Active Members (000’s)

 

2,014

 

3.3

%

1,949

 

Average Revenue per Member

 

$

128.86

 

6.7

%

$

120.73

 

 

 

 

 

 

 

 

 

RQH

 

 

 

 

 

 

 

Available Room Nights (000’s)

 

1,198

 

NM

 

549

 

RevPAR

 

$

123.92

 

(7.8

)%

$

134.46

 

 

Additional Data

 

 

 

Three Months Ended September 30,

 

 

 

2008

 

% Change

 

2007

 

 

 

(Dollars in thousands)

 

 

 

 

 

 

 

 

Interval

 

 

 

 

 

 

 

Transaction Revenue

 

$

43,834

 

11.4

%

$

39,344

 

Membership Fee Revenue

 

33,879

 

8.7

%

31,161

 

Ancillary Member Revenue

 

2,510

 

12.2

%

2,238

 

Total Member Revenue

 

80,223

 

10.3

%

72,743

 

Other Revenue

 

5,320

 

20.7

%

4,411

 

Total Revenue

 

$

85,543

 

10.9

%

$

77,154

 

 

 

 

 

 

 

 

 

RQH

 

 

 

 

 

 

 

Pass-through Revenue

 

$

8,162

 

(18.0

)%

$

9,955

 

Management Fee Revenue

 

7,050

 

(20.9

)%

8,910

 

Total Revenue

 

$

15,212

 

(19.4

)%

$

18,865

 

RQH gross margin

 

31.0

%

(2.1

)%

31.7

%

RQH gross margin without pass-through

 

66.9

%

(0.3

)%

67.1

%

 



 

 

 

Nine Months Ended September 30,

 

 

 

2008

 

% Change

 

2007

 

 

 

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

Interval

 

 

 

 

 

 

 

Transaction Revenue

 

$

148,903

 

11.9

%

$

133,106

 

Membership Fee Revenue

 

100,434

 

9.6

%

91,632

 

Ancillary Member Revenue

 

6,726

 

6.4

%

6,324

 

Total Member Revenue

 

256,064

 

10.8

%

231,063

 

Other Revenue

 

14,959

 

17.7

%

12,707

 

Total Revenue

 

$

271,023

 

11.2

%

$

243,770

 

 

 

 

 

 

 

 

 

RQH

 

 

 

 

 

 

 

Pass-through Revenue

 

$

26,245

 

100.4

%

$

13,094

 

Management Fee Revenue

 

22,608

 

97.1

%

11,473

 

Total Revenue

 

$

48,853

 

98.9

%

$

24,567

 

RQH gross margin

 

29.3

%

(6.0

)%

31.2

%

RQH gross margin without pass-through

 

63.3

%

(5.2

)%

66.8

%

 

Reconciliation of Non-GAAP Measures

 

 

 

Nine Months Ended September 30,

 

 

 

2008

 

% Change

 

2007

 

 

 

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

Net Cash Provided by Operating Activities

 

$

97,675

 

0.6

%

$

97,061

 

Less: Capital Expenditures

 

(9,596

)

39.5

%

(6,878

)

Free Cash Flow

 

$

88,079

 

(2.3

)%

$

90,183

 

 

 

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

(In thousands)

 

Net Income

 

$

12,518

 

$

16,546

 

$

56,818

 

$

55,114

 

Non-cash compensation expense

 

3,834

 

885

 

6,927

 

2,242

 

Depreciation expense

 

2,429

 

2,247

 

7,056

 

6,100

 

Amortization expense of intangibles

 

6,476

 

7,851

 

19,430

 

20,461

 

Income tax provision

 

10,975

 

11,103

 

38,460

 

35,108

 

Minority interest in income of consolidated subsidiaries

 

3

 

5

 

10

 

8

 

Interest income

 

(3,658

)

(2,416

)

(10,793

)

(7,694

)

Interest expense

 

5,374

 

49

 

5,487

 

165

 

Other non operating (income) expense

 

(1,375

)

(233

)

(835

)

616

 

EBITDA

 

$

36,576

 

$

36,037

 

$

122,560

 

$

112,120

 

 



 

Glossary of Terms

 

EBITDA – Net income, excluding, if applicable (1) non-cash compensation expense, (2) depreciation, (3) amortization and impairment of intangibles, (4) goodwill impairments, (5) income tax provision, (6) minority interest in income of consolidated subsidiaries, (7) interest income and interest expense and (8) other non-operating income and expense.  The Company’s presentation of EBITDA may not be comparable to similarly-titled measures used by other companies.

 

Free Cash Flow – Cash provided by operating activities less capital expenditures.

 

Total Active Members – Active members of the Interval’s primary exchange network as of the end of the period.  Active members are members in good standing that have paid membership fees and any other applicable charges in full as of the end of the period or are within the allowed grace period.

 

Transaction Revenue – Transactional and service fees paid for exchanges, getaways, and reservation servicing.

 

Average Revenue per Member – Membership fee revenue, transaction revenue and ancillary revenue, such as revenue related to insurance and travel related services provided to members for the applicable period, divided by the monthly weighted average number of active members during the applicable period.

 

Pass-through Revenue – Represents the compensation and other employee-related costs directly associated with RQH’s management of the properties that are included in both revenues and cost of sales and that are passed on to the property owners without mark-up. Management believes presenting gross margin without these expenses provides management and investors a relevant period-over-period comparison.

 

Available Room Nights – Number of nights available at RQH–managed vacation properties during the period.

 

Gross Lodging Revenue – Total room revenue collected from all RQH-managed occupied rooms during the period.

 

RevPAR – Gross Lodging Revenue divided by Available Room Nights during the period.