EX-99.1 2 g89983exv99w1.htm EX-99.1: PRESS RELEASE Ex-99.1: Press Release
 

Exhibit 99.1

     
(CATALINA MARKETING LOGO)
  NEWS

 
INVESTOR CONTACT:
  FOR IMMEDIATE RELEASE

Christopher W. Wolf
Executive Vice President and Chief Financial Officer
(727) 579-5218

Joanne Freiberger
Vice President, Finance
(727) 579-5116

MEDIA CONTACT:
Susan Gear
Executive Director, Marketing
(727) 579-5452

     CATALINA MARKETING REPORTS FINANCIAL RESULTS FOR FISCAL 2004

     Annual Report on Form 10-K Filed Today with SEC

ST. PETERSBURG, Fla., July 15, 2004 – Catalina Marketing Corporation (NYSE: POS) today reported that the company has filed its Annual Report on Form 10-K for the year ended March 31, 2004 with the Securities and Exchange Commission (SEC). Investors are urged to review the 2004 Form 10-K for a detailed discussion of the financial results and business status descriptions.

For the twelve-month period ended March 31, 2004, revenues were $473.0 million compared with revenues of $470.7 million reported for the comparable prior year period. The company incurred a net loss of $19.3 million, or $0.37 per diluted share, for fiscal 2004 compared to net income of $55.1 million, or $1.00 per diluted share, for fiscal 2003. Cash flows from operating activities were $138.1 million and $118.5 million for the years ended March 31, 2004 and 2003, respectively. On a pro forma non-GAAP basis (to exclude the results of businesses being planned for disposition, as described further below) revenues increased 6.5% to $408.6 million during the year ended March 31, 2004 from $383.8 million in fiscal year 2003. Pro forma non-GAAP net income was $62.1 million for the twelve months ended March 31, 2004, a 17.7% increase over $52.8 million of net income from the comparable prior year period.

The reporting of fiscal year 2004 had been delayed because of the time and resources required to complete and file the company’s Annual Report on Form 10-K for fiscal year 2003, which included the restated financial statements for fiscal years 2002 and 2001. This filing was made on May 17, 2004. The company reiterated that the timing of the filing of the 2004 annual report on Form 10-K did not have an impact on its credit facilities and that it is currently in compliance with all related financial covenants.

 


 

“We are very pleased to have completed this process,” said L. Dick Buell, chief executive officer. “Today’s filing marks a significant milestone for Catalina Marketing, in that we have addressed the financial reporting and restatement issues that have faced the company for the past 13 months and can focus solely on building our core businesses.”

Pro Forma Non-GAAP Adjustments

The pro forma non-GAAP financial information herein includes the results of the company’s on-going business operations and, accordingly, excludes the financial results of the business units designated to be divested by the company including Direct Marketing Services (DMS), Japan Billboard and Catalina Marketing Research Solutions (CMRS). It should be noted that the company recognized impairment charges in fiscal 2004 with respect to each of these businesses and that the pro forma non-GAAP financial information does not reflect such impairment charges.

During the third quarter of fiscal year 2004, the company announced its intent to divest DMS, Japan Billboard and CMRS. These businesses were deemed not to be strategically aligned with Catalina’s current core competencies. The company tested the goodwill related to these operations for possible impairment in accordance with Statement of Financial Accounting Standards (SFAS) No. 142, “Goodwill and Other Intangible Assets.” As a result of this testing, the company recorded impairment charges related to goodwill in the amount of $81.5 million on the consolidated income statement for fiscal year 2004. The impairment charges consisted of $29.8 million related to DMS, $30.5 million related to Japan Billboard and $21.2 million related to CMRS.

In addition to the $81.5 million of goodwill impairment charges described above, the company recognized an impairment charge on its billboard assets in Japan. The increased regulatory limitations on tobacco advertising on billboards in Japan resulted in a charge of $4.1 million related to the impairment of long-lived assets pursuant to SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.”

Additional information related to how these impairment charges were derived is available in Management’s Discussion and Analysis and the company’s consolidated financial statements contained in the fiscal year 2004 Annual Report on Form 10-K.

Webcast Scheduled

The company also announced that it will host a webcast on Monday, July 19, 2004, at 10:00 a.m. EDT to discuss its financial results as filed in its fiscal year 2004 Annual Report on Form 10-K. The webcast may be accessed at http://www.corporate-ir.net/ireye/ir_site.zhtml?ticker=POS&script=1010&item_id=918706, and will be available for replay from Monday, July 19, 2004, through Monday, August 16, 2004.

 


 

Catalina Marketing Corporation
Selected Financial Data
(in thousands, except per share amounts)

                                 
    Twelve Months
  Twelve Months
Periods Ended March 31   2004   2004   2003   2003
 
  GAAP
  Pro-Forma
  GAAP
  Pro-Forma
Revenues
  $ 472,950     $ 408,632     $ 470,709     $ 383,848  
Direct Operating Expenses
    186,207       139,783       208,381       147,077  
Selling, General and Administrative
    140,815       123,095       125,449       107,958  
Impairment Charges
    85,565             1,225        
Depreciation and Amortization
    47,637       44,938       43,268       40,682  
 
   
 
     
 
     
 
     
 
 
Income from Operations
    12,726       100,816       92,386       88,131  
Other (Income) Expense
    793       538       3,135       2,862  
Provision for Income Taxes
    30,436       38,198       34,153       32,517  
 
   
 
     
 
     
 
     
 
 
Net Income (Loss) Before Accounting Change
    (18,503 )     62,080       55,098       52,752  
Cumulative Effect of Acctg Change
    (770 )                  
 
   
 
     
 
     
 
     
 
 
Net Income (Loss) After Acctg Change
  $ (19,273 )   $ 62,080     $ 55,098     $ 52,752  
 
   
 
     
 
     
 
     
 
 
Diluted:
                               
Earnings Per Share
  $ (0.37 )   $ 1.19     $ 1.00     $ 0.96  
Weighted Average Shares Outstanding
    52,304       52,304       54,885       54,885  
Basic:
                               
Earnings Per Share
  $ (0.37 )   $ 1.19     $ 1.01     $ 0.97  
Weighted Average Shares Outstanding
    52,304       52,304       54,474       54,474  

 


 

Selected Other Data

                 
    March 31
    2004
  2003
Balance Sheet and Cash Flow (in thousands):
               
Cash
  $ 72,704     $ 1,715  
Stockholders’ Equity
  $ 184,662     $ 215,995  
Cash Flows from Operating Activities
  $ 138,133     $ 118,503  
U.S. Core Domestic Business:
               
Number of Stores at Quarter End
    17,604       17,498  
Net Stores Installed During Quarter / YTD
    22/106       165/1,010  
Promotions Printed During Quarter / YTD (in millions)
    878/3,118       922/3,334  
Weekly Shopper Reach at Quarter End (in millions)
    209       203  
International Business:
               
Number of Stores at Quarter End
    5,545       4,069  
Net Stores Installed During Quarter / YTD
    287/1,476       271/731  
Promotions Printed During Quarter / YTD (in millions)
    230/757       156/455  
Weekly Shopper Reach at Quarter End (in millions)
    65       47  

 


 

Catalina Marketing Corporation
Reconciliation of GAAP to Pro forma Non-GAAP Net Income (1)
(in thousands, except per share amounts)

                         
            Adjustments to    
            reconcile from    
            GAAP to    
            Non-GAAP   Non-GAAP
Twelve Months Ended March 31, 2004
  GAAP
  Pro forma
  Pro forma
Revenues
  $ 472,950     $ 64,318     $ 408,632  
Direct Operating Expenses
    186,207       46,424       139,783  
Selling, General and Administrative
    140,815       17,720       123,095  
Impairment Charges
    85,565       85,565        
Depreciation and Amortization
    47,637       2,699       44,938  
 
   
 
     
 
     
 
 
Income from Operations
    12,726       (88,090 )     100,816  
Other (Income) Expense
    793       255       538  
Provision for Income Taxes
    30,436       (7,762 )     38,198  
 
   
 
     
 
     
 
 
Net Income (Loss) Before Accounting Change
    (18,503 )     (80,583 )     62,080  
Cumulative Effect of Acctg Change
    (770 )     (770 )      
 
   
 
     
 
     
 
 
Net Income (Loss) After Acctg Change
  $ (19,273 )   $ (81,353 )   $ 62,080  
 
   
 
     
 
     
 
 
Earnings per Share, Diluted (52,304 shares)
  $ (0.37 )   $ (1.56 )   $ 1.19  
Earnings per Share, Basic (52,304 shares)
  $ (0.37 )   $ (1.56 )   $ 1.19  


(1)   The non-GAAP pro forma net income results are a supplement to the financial data based on accounting principals generally accepted in the United States of America (GAAP). These non-GAAP pro forma results reflect adjustments primarily to exclude from operating results the financial statement information for business units that have been identified for divestiture or disposal and as such are not viewed by the company as part of the ongoing business. The company believes this presentation provides useful information to investors because it assists investors in better understanding the company’s operations for the full fiscal year. It should be emphasized, however, that these measurements are not a substitution for GAAP-based financial statements.

 


 

Catalina Marketing Corporation
Reconciliation of GAAP to Pro forma Non-GAAP Net Income (1)
(in thousands, except per share amounts)

                         
            Adjustments to    
            reconcile from    
            GAAP to    
            Non-GAAP   Non-GAAP
    GAAP
  Pro forma
  Pro forma
Period Ended March 31, 2003
                       
Revenues
  $ 470,709     $ 86,861     $ 383,848  
Direct Operating Expenses
    208,381       61,304       147,077  
Selling, General and Administrative
    125,449       17,491       107,958  
Impairment Charges
    1,225       1,225        
Depreciation and Amortization
    43,268       2,586       40,682  
 
   
 
     
 
     
 
 
Income from Operations
    92,386       4,255       88,131  
Other (Income) Expense
    3,135       273       2,862  
Provision for Income Taxes
    34,153       1,636       32,517  
 
   
 
     
 
     
 
 
Net Income (Loss) Before Accounting Change
    55,098       2,346       52,752  
Cumulative Effect of Acctg Change
                 
 
   
 
     
 
     
 
 
Net Income (Loss) After Acctg Change
  $ 55,098     $ 2,346     $ 52,752  
 
   
 
     
 
     
 
 
Earnings per Share, Diluted (54,885 shares)
  $ 1.00     $ 0.04     $ 0.96  
Earnings per Share, Basic (54,474 shares)
  $ 1.01     $ 0.04     $ 0.97  


(1)   The non-GAAP pro forma net income results are a supplement to the financial data based on accounting principles generally accepted in the United States of America (GAAP). These non-GAAP pro forma results reflect adjustments primarily to exclude from operating results the financial statement information for business units that have been identified for divestiture or disposal and as such are not viewed by the company as part of the ongoing business. The company believes this presentation provides useful information to investors because it assists investors in better understanding the company’s operations for the full fiscal year. It should be emphasized, however, that these measurements are not a substitution for GAAP-based financial statements.

 


 

Based in St. Petersburg, FL, Catalina Marketing Corporation (www.catalinamarketing.com) was founded 20 years ago based on the premise that targeting communications based on actual purchase behavior would generate more effective consumer response. Today, Catalina Marketing combines unparalleled insight into consumer behavior with dynamic consumer access. This combination of insight and access provides marketers with the ability to execute behavior-based marketing programs, ensuring that the right consumer receives the right message at exactly the right time. Catalina Marketing offers an array of behavior-based promotional messaging, loyalty programs and direct-to-patient information. Personally identifiable data that may be collected from the company’s targeted marketing programs, as well as its research programs, are never sold or given to any outside party without the express permission of the consumer.

Certain statements in the preceding paragraphs are forward looking, and actual results may differ materially. Statements not based on historic facts involve risks and uncertainties, including, but not limited to, the changing market for promotional activities, especially as it relates to policies and programs of packaged goods and pharmaceutical manufacturers and retailers, government and regulatory statutes, rules, regulations and policies, the effect of economic and competitive conditions and seasonal variations, actual promotional activities and programs with the company’s customers, the pace of installation of the company’s store network, the success of new services and businesses and the pace of their implementation, the company’s ability to maintain favorable client relationships, the timing of the completion of the company’s future SEC filings, the outcome and impact of an ongoing SEC investigation into certain of the company’s prior fiscal years, and the outcome and impact of the pending shareholder class action and derivative lawsuits.

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