8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 12, 2014

Angie’s List, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-35339	27-2440197
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1030 E. Washington Street

Indianapolis, IN 46202

(Address of principal executive offices, including zip code)

(888) 888-5478

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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

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

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

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

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On February 12, 2014, Angie’s List, Inc. issued a press release announcing its financial results for the fiscal quarter and full year ended December 31, 2013. A copy of the press release is furnished as Exhibit 99.1 to this current report and is incorporated herein by reference.

The information furnished on this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Exhibit Description
99.1	Press Release dated February 12, 2014

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: February 12, 2014

ANGIE’S LIST, INC.

/s/ Shannon M. Shaw

By: Shannon M. Shaw

Its: Vice President, General Counsel

EXHIBIT INDEX

Exhibit No.	Exhibit Description
99.1	Press Release dated February 12, 2014

EX-99

Exhibit 99.1 

	www.angieslist.com

Angie’s List Reports Fourth Quarter and Fiscal Year 2013 Results

● Fourth quarter revenue was $68.8 million, up 49% over the prior year quarter; Fiscal year 2013 revenue was $245.6 million, up 58% compared to fiscal year 2012

● Cost per acquisition ("CPA") in the fourth quarter was $52; Fiscal year 2013 CPA was $72, a decrease of 1% over the prior year period

● Fourth quarter earnings per share of $0.05, includes $4.0 million accrual for pending settlement of litigation

● Cash provided by operations for fiscal year 2013 was $8.9 million

INDIANAPOLIS – February 12, 2014 – Angie’s List, Inc. (NASDAQ: ANGI) announced today fourth quarter and fiscal year 2013 financial results for the year ended December 31, 2013.

“We are reporting a solid fourth quarter capping a year that included many significant milestones,” said Angie’s List CEO Bill Oesterle. “We executed well on our strategic objectives in 2013, including making meaningful investments in our products and technology, strengthening our ability to monetize our membership through our marketplace initiatives and delivering excellent improvements in operating leverage.”

Key Operating Metrics

Three months ended
	12/31/13			12/31/12			Change
Total paid memberships (end of period)		2,484,059			1,787,394			39	%
Gross paid memberships added (in period)		224,702			230,921			(3%	)
Marketing cost per paid membership acquisition (in period)	$	52		$	39			33	%
First-year membership renewal rate (in period)		71	%		71	%	flat
Average membership renewal rate (in period)		75	%		75	%	flat
Participating service providers (end of period)		46,329			35,952			29	%
Total service provider contract value (end of period, in thousands)	$	194,137		$	132,646			46	%

Twelve months ended
	12/31/13			12/31/12			Change
Gross paid memberships added (in period)		1,218,258			1,092,935			11	%
Marketing cost per paid membership acquisition (in period)	$	72		$	73			(1%	)
First-year membership renewal rate (in period)		74	%		75	%	(1.0) pts
Average membership renewal rate (in period)		78	%		78	%	flat

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Market Cohort Analysis

“We recorded very good performance from each of our cohorts in 2013,” continued Oesterle. “Each one demonstrated growing membership, deepening penetration rates and increasing contribution.”     

Cohort	# of Markets		Avg. Revenue/ Market		Membership Revenue/Paid Membership		Service Provider Revenue/Paid Membership		Avg. Marketing Expense/ Market		Total Paid Memberships		Estimated Penetration Rate *			Annual Membership Growth Rate
Pre 2003		10	$	6,329,201	$	39.16	$	113.65	$	1,317,075		470,206		11.5	%		31	%
2003 - 2007		35		4,385,040		34.39		97.74		1,384,373		1,350,130		9.0	%		39	%
2008 - 2010		103		253,976		16.84		36.08		193,802		574,024		9.3	%		38	%
Post 2010		105		24,119		12.46		26.17		56,170		89,699		4.9	%		**
		253										2,484,059

Cohort table presents financial and operational data for the twelve months ended 12/31/2013

* Demographic information used in penetration rate calculations is based on a third party study we commissioned in January, 2014.

   According to the study, the number of U.S. households in our target demographic was 30 million.

** Not meaningful

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Fourth Quarter Results

Fourth quarter 2013 total revenue was $68.8 million, an increase of 49 percent compared to $46.2 million in the prior year period. Membership revenue in the fourth quarter of 2013 was $17.7 million, an increase of 29 percent compared to the prior year period. Service provider revenue was the largest component of total revenue at $51.0 million, and the fastest growing with a 57 percent growth rate year-over-year. Service provider revenue includes revenue from advertising contracts and fees from e-commerce transactions. Advertising revenue was $45.0 million in the fourth quarter of 2013, an increase of 55 percent compared to the prior year period and e-commerce revenue was $6.0 million, an increase of 72 percent year-over-year.   

Marketing expense increased 30 percent, or $2.7 million, compared to the prior year period. General and Administrative expense in the fourth quarter of 2013 includes a $4.0 million accrual for the pending settlement of certain litigation. Angie’s List and Plaintiff have agreed in principle to settlement terms, which remain subject to court approval. Including the pending settlement accrual, net income was $2.8 million, with selling expense of $24.6 million and marketing expense of $11.6 million, compared to a net income of $2.4 million with selling expense of $15.6 million and marketing expense of $8.9 million in the prior year period. Adjusted EBITDA, a non-GAAP financial measure, was $9.9 million, compared to $4.4 million in the prior year period.

Fiscal Year 2013 Results

Fiscal year 2013 revenue was $245.6 million, an increase of 58 percent from $155.8 million in the prior year period. Membership revenue of $65.3 million increased 37 percent year-over-year and service provider revenue of $180.3 million increased 67 percent compared to the prior year period. Marketing expense increased 9 percent, or $7.3 million, over the prior year period while CPA decreased to $72 from $73. Total new gross paid memberships added in 2013 were 1,218,258 compared to adding 1,092,935 in 2012.

Net loss was $33.0 million for fiscal year 2013, with selling expense of $90.1 million and marketing expense of $87.5 million, compared to a net loss of $52.9 million with selling expense of $58.6 million and marketing expense of $80.2 million in the prior year period.

Adjusted EBITDA, a non-GAAP financial measure, was a loss of $18.9 million, compared to a loss of $45.3 million in the prior year period. The cash and investments balance at December 31, 2013 was $55.9 million. In addition, we have $15.0 million of unused capacity on our line of credit.

“We made investments across the business in 2013 to grow our membership and service provider base and develop innovative products and tools to ease the challenges our members face in fulfilling their local service needs,” said Tom Fox, Angie’s List CFO. “We are very pleased with our continued operating leverage progress and the significant improvement in our cash generation. Looking ahead, we will continue to invest to drive growth in the business with a keen focus on products that enhance the experience for both members and service providers.”

Business Outlook

The Company’s financial and operating expectations for the first quarter of 2014 are as follows:

● Total revenue of $71.5 million to $72.5 million.

● Marketing expense of $22.5 million to $23.5 million.

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Conference Call Information

The company will host a conference call on February 12, 2014 at approximately 5:00 PM (ET) / 2:00 PM (PT) to discuss the quarterly financial results with the investment community. A live webcast of the event will be available on the Angie’s List Investor Relations website at http://investor.angieslist.com/

A live domestic dial-in is available at (877) 380-5664 or (253) 237-1143 internationally. An audio replay will be available at (855) 859-2056 domestically or (404) 537-3406 internationally, using Conference ID 34824285 through February 18, 2014.

Live audio webcast of the presentation will be available on the Angie’s List Investor Relations website at http://investor.angieslist.com/

About Angie’s List

Angie’s List helps consumers have happy transactions with local service professionals in more than 720 categories of service, ranging from home improvement to health care. More than 2 million subscribers across the U.S. share their consumer experiences and use Angie’s List to gain unlimited access to local ratings, exclusive discounts, the Angie’s List magazine, the Angie’s List complaint resolution service and information about how to make the most of their home improvement projects.

Non-GAAP Financial Measures

In addition to providing financial measurements based on generally accepted accounting principles in the United States (GAAP), Angie’s List has disclosed in this press release financial information that has not been prepared in accordance with GAAP. This information includes non-GAAP Adjusted EBITDA, which Angie’s List defines as earnings before interest, income taxes, depreciation and amortization, and excluding non-cash stock-based compensation and the litigation settlement accrual. Angie’s List uses Adjusted EBITDA internally in analyzing its financial results and has determined to disclose this measure to investors because it believes it will be useful to them, as a supplement to GAAP measures, in evaluating Angie’s List’s operating performance relative to its industry sector and competitors. Angie’s List believes that the use of Adjusted EBITDA provides additional insight for investors to use in evaluation of ongoing operating results and trends from period to period. However, non-GAAP financial measures such as Adjusted EBITDA should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Angie’s List is subject to litigation in the ordinary course of its business, and the settlement of litigation can adversely affect its operating results and financial condition. Angie’s List has significant uses of cash flows, including capital expenditures and other contractual commitments, interest payments and income taxes that are not reflected in Adjusted EBITDA. Adjusted EBITDA does not consider the potentially dilutive impact of issuing non-cash stock-based compensation to Angie’s List’s management and other employees. It should also be noted that other companies, including companies in the same industry, may calculate Adjusted EBITDA in a different manner than Angie’s List. Angie's List has provided a reconciliation of Adjusted EBITDA measure to the most directly comparable GAAP financial measure.

Forward-Looking and Cautionary Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding expected revenue, future marketing expense and growth opportunities. These forward-looking statements are based on Angie’s List’s current assumptions, expectations and beliefs and involve substantial risks and uncertainties that may cause results, performance or achievement to materially differ from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: our ability to accurately measure and predict revenue per paid membership, membership acquisition costs or costs associated with servicing our members; our ability to protect our brand and maintain our reputation among consumers and local service providers; our ability to attract and retain local service providers to advertise on our service; our ability to increase our pricing on memberships and service provider contracts as we increase our market penetration; our ability to replicate our business model in our less penetrated markets; our success in converting consumers and local service providers into paid memberships and participating service providers; competitive factors; our ability to stay abreast of modified or new laws and regulations applying to our business, including those regarding sales or transaction taxes and privacy regulation; threatened or actual litigation; our ability to adequately protect our intellectual property; our ability to manage our growth; the fact that the settlement of pending litigation remains subject to court approval; other threatened or actual litigation; and general economic conditions worldwide.

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Further information on these factors and other risks that may affect our business is included in filings we make with the Securities and Exchange Commission from time to time, including Angie’s List’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

These documents are or will be available online from the SEC or on the SEC Filings section of the Investor Relations section of our website at http://investor.angieslist.com. Information on our website is not part of this release. All forward-looking statements in this press release are based on information currently available to us, and we assume no obligation to update these forward-looking statements in light of new information or future events.

CONTACT:

Investor Relations at Angie’s List

888-619-2655

investorrelations@angieslist.com

Or

Tom Ward	Cheryl Reed
Investor Relations	Public Relations
317-808-4527	317-396-9134
tomw@angieslist.com	cherylr@angieslist.com

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Angie’s List, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

	December 31,			December 31,
	2013			2012
	(Unaudited)
Assets
Cash and cash equivalents	$	34,803		$	42,638
Restricted cash		50			50
Short term investments		21,055			10,460
Accounts receivable, net		12,385			7,787
Prepaid expenses and other current assets		13,651			19,810
Total current assets		81,944			80,745
Property and equipment, net		18,657			12,079
Goodwill		1,145			415
Amortizable intangible assets, net		3,500			2,356
Deferred financing fees, net		397			634
Total assets	$	105,643		$	96,229
Liabilities and stockholders’ equity (deficit)
Accounts payable	$	6,838		$	6,489
Accrued liabilities		21,770			14,058
Deferred membership revenue		35,560			27,627
Deferred advertising revenue		39,448			23,160
Total current liabilities		103,616			71,334
Long-term debt, including accrued interest		14,918			14,869
Deferred membership revenue, noncurrent		4,909			4,330
Deferred advertising revenue, noncurrent		521			214
Deferred income taxes		169			163
Total liabilities		124,133			90,910
Stockholders’ equity (deficit):
Common stock		67			66
Additional paid-in-capital		257,505			248,326
Treasury stock		(23,719	)		(23,719	)
Accumulated deficit		(252,343	)		(219,354	)
Total stockholders’ equity (deficit)		(18,490	)		5,319
Total liabilities and stockholders’ equity (deficit)	$	105,643		$	96,229

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Angie’s List, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

	Three Months Ended December 31,					Twelve Months Ended December 31,
	2013			2012		2013			2012
	(Unaudited)					(Unaudited)
Revenue
Membership	$	17,709		$	13,681	$	65,307		$	47,717
Service provider		51,047			32,498		180,335			108,082
Total revenue		68,756			46,179		245,642			155,799
Operating expenses
Operations and support		10,654			7,450		40,072			27,081
Selling		24,561			15,622		90,143			58,596
Marketing		11,613			8,914		87,483			80,230
Technology		6,848			4,647		26,197			16,870
General and administrative		11,809			6,635		32,828			24,055
Total Operating Expenses		65,485			43,268		276,723			206,832
Operating income (loss)		3,271			2,911		(31,081	)		(51,033	)
Interest expense, net		473			476		1,868			1,856
Income (loss) before income taxes		2,798			2,435		(32,949	)		(52,889	)
Income tax (benefit) expense		(5	)		5		40			5
Net income (loss)	$	2,803		$	2,430	$	(32,989	)	$	(52,894	)
Net income (loss) per common share
Basic	$	0.05		$	0.04	$	(0.57	)	$	(0.92	)
Diluted	$	0.05		$	0.04	$	(0.57	)	$	(0.92	)
Weighted average common shares outstanding
Basic		58,429			57,831		58,231			57,486
Diluted		58,893			57,889		58,231			57,486
Non-cash stock-based compensation
Operations and support	$	12		$	--	$	64		$	--
Selling		46			--		147			--
Technology		73			199		17			762
General and administrative		1,267			531		3,836			2,181
Total non-cash stock-based compensation	$	1,398		$	730	$	4,064		$	2,943
Reconciliation of adjusted EBITDA (loss) to net income (loss) (Unaudited):
Net income (loss):	$	2,803		$	2,430	$	(32,989	)	$	(52,894	)
Income tax (benefit) expense		(5	)		5		40			5
Interest expense, net		473			476		1,868			1,856
Depreciation and amortization		1,195			793		4,069			2,753
Pending litigation settlement accrual		4,000			---		4,000			----
Non-cash stock-based compensation		1,398			730		4,064			2,943
Adjusted EBITDA (loss)	$	9,864		$	4,434	$	(18,948	)	$	(45,337	)

7

Angie’s List, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

	Twelve Months Ended December 31,
	2013			2012
	(Unaudited)
Operating activities
Net loss	$	(32,989	)	$	(52,894	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization		4,069			2,753
Deferred income taxes		6			5
Amortization of debt discount, deferred financing fees and bond premiums		527			312
Non-cash stock-based compensation expense		4,064			2,943
Changes in certain assets:
Accounts receivable, net		(4,598	)		(3,850	)
Prepaid expenses and other current assets		6,159			(7,975	)
Changes in certain liabilities:
Accounts payable		(1,151	)		1,223
Accrued liabilities		7,712			3,541
Deferred advertising revenue		16,595			9,492
Deferred membership revenue		8,512			11,053
Net cash provided by (used in) operating activities		8,906			(33,397	)
Investing activities
Restricted cash		--			250
Purchases of short-term investments, net		(10,836	)		(10,491	)
Acquisition of business assets		(2,150	)		--
Property and equipment		(8,102	)		(9,730	)
Data acquisition costs		(769	)		(2,035	)
Net cash used in investing activities		(21,857	)		(22,006	)
Financing activities
Proceeds from common stock issuances under employee stock option plans		5,116			807
Sale of common stock, net of costs		--			8,627
Net cash provided by financing activities		5,116			9,434
Net decrease in cash and cash equivalents		(7,835	)		(45,969	)
Cash and cash equivalents at beginning of period		42,638			88,607
Cash and cash equivalents at end of period	$	34,803		$	42,638

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