| [February 15, 2012] |
 |
ReachLocal Reports Fourth Quarter and Fiscal Year 2011 Results
WOODLAND HILLS, Calif. --(Business Wire)--
ReachLocal,
Inc. (NASDAQ:RLOC), a leader in local online marketing solutions for
small- and medium-sized businesses (SMBs), today reported financial
results for the fourth quarter and fiscal year ended December 31, 2011.
Q4 Year-Over-Year Highlights
-
Revenue growth of 24%, highlighted by 56% growth in international
markets and 28% growth in the direct local channel
-
International revenue represents 25% of total revenue up from 20% in
2010
-
Income from continuing operations of $0.3 million, compared to a loss
of $2.8 million in 2010 and a Net Loss of $1.2 million, compared to a
Net Loss of $3.6 million in 2010
-
Non-GAAP Net Income of $3.5 million, compared to a loss of $0.4
million in 2010
-
Adjusted EBITDA of $5.2 million, compared to $0.6 million in 2010
FY 2011 Highlights
-
Revenue growth of 29%, highlighted by 72% growth in international
markets and 34% growth in the direct local channel
-
Signed Global Reseller Agreement with Google
-
Expanded to Germany and the Netherlands
-
Repurchased $6.7 million, or 869,000 shares of common stock during
2011 ($8.5 million or 1,164,000 shares to date) under the $20 million
buy-back authorization
-
Loss from continuing operations of $4.0 million, compared to a loss of
$8.3 million in 2010 and a Net Loss of $10.2 million, compared to a
Net Loss of $11.1 million in 2010
-
Adjusted EBITDA of $15.9 million, compared to $3.1 million in 2010
-
Non-GAAP Net Income of $9.6 million, compared to a loss of $0.8
million in 2010
Management Commentary
"ReachLocal capped off 2011 with strong 29% year-over-year growth in
sales, driven by 72% growth in international revenue. This continued
strong revenue performance drove a significant increase in Adjusted
EBITDA of $15.9 million, up 408% from a year earlier," said Zorik
Gordon, CEO. "In 2011 our international IMCs drove greatly increased
levels of sales productivity. We expanded our international presence to
include Germany and the Netherlands, and I'm also pleased to announce
that our Tokyo office is now open for business with our first class of
Japanese IMCs."
"The global shift in SMB marketing dollars from offline to online
continues and, we believe, is still in its early stages. We intend to
increase investment in 2012, focusing on our substantial global
opportunities and our commitment to product innovation, which we believe
will drive sustained revenue and profitability growth for the
long-term," concluded Gordon.
|
Quarterly Results at a Glance
|
|
|
|
|
|
|
|
|
|
(Table amounts in 000's except key metrics and per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
Q4 2011
|
|
Q4 2010
|
|
% Change
|
|
|
Revenue
|
|
$ 99,802
|
|
|
$ 80,580
|
|
|
24
|
%
|
|
Net Income (Loss) from Continuing Operations
|
|
$308
|
|
|
$(2,806
|
)
|
|
111
|
%
|
|
Net Income (Loss) from Continuing Operations per Diluted Share
|
|
$0.01
|
|
|
$(0.10
|
)
|
|
110
|
%
|
|
Net Loss
|
|
$(1,187
|
)
|
|
$(3,628
|
)
|
|
67
|
%
|
|
Net Loss per Diluted Share
|
|
$(0.04
|
)
|
|
$(0.13
|
)
|
|
69
|
%
|
|
Non-GAAP Net Income (Loss)
|
|
$ 3,508
|
|
|
$(433
|
)
|
|
910
|
%
|
|
Non-GAAP Net Income (Loss) per Diluted Share
|
|
$0.12
|
|
|
$(0.02
|
)
|
|
700
|
%
|
|
Adjusted EBITDA
|
|
$ 5,241
|
|
|
$644
|
|
|
714
|
%
|
|
Underclassmen Expense
|
|
$ 11,774
|
|
|
$ 10,048
|
|
|
17
|
%
|
|
Cash Flow from Continuing Operations
|
|
$967
|
|
|
$ 11,953
|
|
|
(92
|
)%
|
|
Cash Flow from Operating Activities
|
|
$402
|
|
|
$11,506
|
|
|
(97
|
)%
|
|
|
|
ReachLocal's Bizzy operations are reported as a discontinued
operation. The Company recorded a loss of $1.5 million from those
discontinued operations during the fourth quarter and does not
anticipate any additional charges with respect to the closure of
this business. A table reconciling the impact of this
classification on prior periods is available on the Company's
investor relations site.
|
|
|
|
Revenue by Channel and Geography:
|
|
Direct Local Revenue
|
|
$ 78,275
|
|
|
$ 61,030
|
|
|
28
|
%
|
|
National Brands, Agencies and Resellers (NBAR) Revenue
|
|
$ 21,527
|
|
|
$ 19,550
|
|
|
10
|
%
|
|
International Revenue (included above)
|
|
$ 24,555
|
|
|
$ 15,718
|
|
|
56
|
%
|
|
|
|
|
|
|
|
|
|
2011 Annual Results and Key Metrics at a
Glance
|
|
|
|
|
|
|
|
|
|
(Table amounts in 000's except key metrics and per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
FY 2011
|
|
FY 2010
|
|
% Change
|
|
|
Revenue
|
|
$375,241
|
|
|
$ 291,689
|
|
|
29
|
%
|
|
Net Loss from Continuing Operations
|
|
$(3,969
|
)
|
|
$(8,303
|
)
|
|
52
|
%
|
|
Net Loss from Continuing Operations per Diluted Share
|
|
$(0.14
|
)
|
|
$(0.32
|
)
|
|
56
|
%
|
|
Net Loss
|
|
$(10,184
|
)
|
|
$(11,147
|
)
|
|
9
|
%
|
|
Net Loss per Diluted Share
|
|
$(0.35
|
)
|
|
$(0.42
|
)
|
|
17
|
%
|
|
Non-GAAP Net Income (Loss)
|
|
$ 9,620
|
|
|
$ (844
|
)
|
|
1,240
|
%
|
|
Non-GAAP Net Income (Loss) per Diluted Share
|
|
$0.31
|
|
|
$(0.03
|
)
|
|
1,133
|
%
|
|
Adjusted EBITDA
|
|
$ 15,915
|
|
|
$ 3,133
|
|
|
408
|
%
|
|
Underclassmen Expense
|
|
$ 44,488
|
|
|
$ 36,073
|
|
|
23
|
%
|
|
Cash Flow from Continuing Operations
|
|
$ 20,861
|
|
|
$ 19,805
|
|
|
5
|
%
|
|
Cash Flow from Operating Activities
|
|
$18,989
|
|
|
$17,675
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
The Company recorded a loss of $6.2 million with respect to the
Bizzy discontinued operations in 2011.
|
|
|
|
|
|
|
|
|
|
Revenue by Channel and Geography:
|
|
|
|
|
|
|
|
|
|
|
Direct Local Revenue
|
|
$ 291,444
|
|
|
$ 217,846
|
|
|
34
|
%
|
|
National Brands, Agencies and Resellers (NBAR) Revenue
|
|
$ 83,797
|
|
|
$ 73,843
|
|
|
13
|
%
|
|
International Revenue (included above)
|
|
$ 85,992
|
|
|
$ 49,993
|
|
|
72
|
%
|
|
Key Metrics (at period end):
|
|
|
|
|
|
|
|
Active Advertisers
|
|
19,100
|
|
|
16,900
|
|
|
13
|
%
|
|
Active Campaigns
|
|
27,500
|
|
|
22,700
|
|
|
21
|
%
|
|
Total Upperclassmen
|
|
372
|
|
|
286
|
|
|
30
|
%
|
|
Total Underclassmen
|
|
424
|
|
|
379
|
|
|
12
|
%
|
|
Total IMCs
|
|
796
|
|
|
665
|
|
|
20
|
%
|
Business Outlook
"Our 2011 revenue and Adjusted EBITDA performance demonstrates the
continued scaling of our business," said Ross Landsbaum, Chief Financial
Officer. "In 2012, we are investing in existing and new international
markets, new sales channels and continued product innovation to expand
our global market share. Our guidance for 2012 reflects these
investments, continued growth in our international markets and moderate
growth in North America."
The Company's outlook for the first quarter and fiscal year 2012 is as
follows:
First Quarter 2012
-
Revenues in the range of $102 million to $104 million
-
Adjusted EBITDA in the range of $3 million to $4 million
-
Ending Upperclassmen headcount of 370 to 390
-
Ending Underclassmen headcount of 385 to 405
-
Ending total IMC headcount of 755 to 795
Fiscal Year 2012
-
Revenues in the range of $435 million to $450 million
-
Adjusted EBITDA in the range of $17 million to $21 million
-
Ending Upperclassmen headcount of 420 to 460
-
Ending Underclassmen headcount of 390 to 430
-
Ending total IMC headcount of 810 to 890
Conference Call and Webcast Information
The ReachLocal fourth quarter and fiscal year 2011 teleconference and
webcast is scheduled to begin at 2:00 p.m., Pacific Time, on Wednesday,
February 15, 2012, during which the Company will provide forward-looking
information. To participate on the live call, analysts and investors
should dial 877-941-4774 at least ten minutes prior to the call.
ReachLocal will also offer a live and archived webcast of the conference
call, accessible from the "Investors" section of the Company's Web site
at www.reachlocal.com.
Use of Non-GAAP Measures
ReachLocal management evaluates and makes operating decisions using
various financial and operational metrics. In addition to the
Company's GAAP results, Management also considers non-GAAP measures of
net income (loss), net income (loss) per share, and Adjusted EBITDA. Management
believes that these non-GAAP measures provide useful information about
the Company's core operating results and thus are appropriate to enhance
the overall understanding of the Company's past financial performance
and its prospects for the future. The attached tables provide a
reconciliation of these non-GAAP financial measures with the most
directly comparable GAAP financial measures. Management also
tracks and reports on Underclassmen Expense, Active Advertisers, Active
Campaigns and the total number of Internet Marketing Consultants (IMCs),
as management believes that these metrics are important gauges of the
progress of the Company's performance.
The non-GAAP net income is defined as net income (loss) from
continuing operations before (a) stock-based compensation related
expense (including the related adjustment to amortization of capitalized
software development costs) and (b) acquisition related costs. Adjusted
EBITDA is defined as net income (loss) from continuing operations before
interest, income taxes, depreciation and amortization expenses,
excluding, when applicable, stock-based compensation, the effects of
accounting for business combinations (including any impairment of
acquired intangibles and, in the case of the acquisition of SMB:LIVE,
the deferred cash consideration) and amounts included in other
non-operating income or expense.
Acquisition Related Costs: Acquisition related costs, including the
amortization and any impairment of acquired intangibles and the deferred
cash consideration for the SMB:LIVE acquisition, are excluded from the
non-GAAP operating results as these are non-recurring charges which the
Company would not have incurred as part of continuing operations. This
definition excludes the effect of the impairment of certain intangibles
acquired in the DealOn acquisition.
Each of these non-GAAP measures, while having utility, also have
limitations as an analytical tool, and should not be considered in
isolation or as a substitute for analysis of the Company's results as
reported under GAAP. Some of these limitations are:
-
Adjusted EBITDA does not reflect the Company's cash expenditures
for capital equipment or other contractual commitments;
-
Although depreciation and amortization are non-cash charges, the
assets being depreciated and amortized may have to be replaced in the
future, and Adjusted EBITDA does not reflect capital expenditure
requirements for such replacements;
-
Adjusted EBITDA does not reflect changes in, or cash requirements
for, the Company's working capital needs;
-
Adjusted EBITDA and non-GAAP net income (loss) do not consider the
potentially dilutive impact of issuing equity-based compensation to
the Company's management and other employees;
-
Adjusted EBITDA does not reflect the potentially significant
interest expense or the cash requirements necessary to service
interest or principal payments on indebtedness that the Company may
incur in the future;
-
Adjusted EBITDA does not reflect income and expense items that
relate to the Company's financing and investing activities, any of
which could significantly affect the Company's results of operations
or be a significant use of cash;
-
Adjusted EBITDA and non-GAAP net income (loss) do not reflect costs
or expenses associated with accounting for business combinations;
-
Adjusted EBITDA does not reflect certain tax payments that may
represent a reduction in cash available to the Company; and
-
Other companies, including companies in the same industry,
calculate Adjusted EBITDA and non-GAAP net income (loss) measures
differently, which reduces their usefulness as a comparative measure.
Adjusted EBITDA is not intended to replace operating income (loss),
net income (loss) and other measures of financial performance reported
in accordance with GAAP. Rather, Adjusted EBITDA is a measure of
operating performance that may be considered in addition to those
measures. Because of these limitations, Adjusted EBITDA should not be
considered as a measure of discretionary cash available to the Company
to invest in the growth of the business.
Underclassmen Expense is a number the Company calculates to
approximate its investment in Underclassmen and is comprised of the
selling and marketing expenses allocated to Underclassmen during a
reporting period. The amount includes the direct salaries and allocated
benefits of the Underclassmen (excluding commissions), training and
sales organization expenses including depreciation allocated based on
relative headcount and marketing expenses allocated based on relative
revenue. While management believes that Underclassmen Expense provides
useful information regarding the Company's approximated investment in
Underclassmen, the methodology used to arrive at the estimated
Underclassmen Expense was developed internally by the Company, is not a
concept or method recognized by GAAP and other companies may use
different methodologies to calculate or approximate measures similar to
Underclassmen Expense. Accordingly, the calculation of Underclassmen
Expense may not be comparable to similar measures used by other
companies. Management refers to sales through its sales force of
Internet Marketing Consultants as its Direct Local channel. As
the sale to agencies, resellers and national brands involves
negotiations with businesses that generally represent an aggregated
group of SMB advertisers, management groups them together as the
National Brands, Agencies and Resellers (NBAR) channel.
Active Advertisers is a number the Company calculates to approximate
the number of clients directly served through our Direct Local channel
as well as clients served through our National Brands, Agencies and
Resellers channel but excludes advertisers sold by the Company's
dedicated deal marketing consultants. We calculate Active Advertisers by
adjusting the number of Active Campaigns to combine clients with more
than one Active Campaign as a single Active Advertiser. Clients with
more than one location are generally reflected as multiple Active
Advertisers. Because this number includes clients served through the
National Brands, Agencies and Resellers channel, Active Advertisers
includes entities with which we do not have a direct client
relationship. Numbers are rounded to the nearest hundred.
Active Campaigns is a number we calculate to approximate the number
of individual products or services we are managing under contract for
Active Advertisers but excludes campaigns sold by the Company's
dedicated deal marketing consultants. For example, if we were performing
both ReachSearch and ReachDisplay campaigns for a client, we consider
that two Active Campaigns. Similarly, if a client purchased ReachSearch
campaigns for two different products or purposes, we consider that two
Active Campaigns. Numbers are rounded to the nearest hundred.
Caution Concerning Forward-Looking Statements
Statements in this press release regarding the Company's guidance for
future periods and the quotes from management constitute
"forward-looking" statements within the meaning of the Securities
Exchange Act of 1934. These statements reflect the Company's
current views about future events and involve known and unknown risks,
uncertainties and other factors that may cause our actual results,
levels of activity, performance or achievement to materially differ from
those expressed or implied by the forward-looking statements. Actual
events or results could differ materially from those expressed or
implied by these forward-looking statements as a result of various
factors, including: (i) the Company's ability to purchase media
and receive rebates from Google, Yahoo! and Microsoft under commercially
reasonable terms; (ii) the Company's ability to recruit, train and
retain its Internet Marketing Consultants; (iii) the Company's ability
to attract and retain customers; (iv) the Company's ability to
successfully enter new markets and manage its international expansion;
(v) the Company's ability to successfully develop and offer new products
and services in the highly competitive online advertising industry; (vi)
the impact of worldwide economic conditions, including the resulting
effect on advertising budgets; and (vii) our ability to comply with
government regulation affecting our business, including regulations or
policies governing consumer privacy. More information about these
factors and other potential factors that could affect the Company's
business and financial results is contained in its Annual Report on Form
10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K .
The Company does not intend, and undertakes no duty, to update this
information to reflect future events or circumstances.
About ReachLocal, Inc.
ReachLocal,
Inc.'s (NASDAQ: RLOC) mission is to help small- and medium-sized
businesses (SMBs) acquire, maintain and retain customers via the
Internet. ReachLocal offers a comprehensive suite of online marketing
solutions, including search engine marketing (ReachSearch™), Web
presence (ReachCast™), display advertising (ReachDisplay™), online
marketing analytics (TotalTrack®), and assisted chat service
(TotalLiveChat™), each targeted to the SMB market. ReachLocal delivers
this suite of services to SMBs through a combination of its proprietary
technology platform and its direct, "feet-on-the-street" sales force of
Internet Marketing Consultants and select third party agencies and
resellers. ReachLocal is headquartered in Woodland Hills, CA, with
offices throughout North America and in Australia, the United Kingdom,
Germany, the Netherlands and Japan.
|
REACHLOCAL, INC.
|
|
UNAUDITED BALANCE SHEETS
|
|
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2011
|
|
|
|
2010
|
|
|
Assets
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
84,525
|
|
|
$
|
79,906
|
|
|
Short-term investments
|
|
|
644
|
|
|
|
8,208
|
|
|
Accounts receivable, net
|
|
|
4,240
|
|
|
|
3,295
|
|
|
Other receivables and prepaid expenses
|
|
|
9,226
|
|
|
|
3,383
|
|
|
Assets of discontinued operations, net
|
|
|
-
|
|
|
|
2,026
|
|
|
Total current assets
|
|
|
98,635
|
|
|
|
96,818
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
9,885
|
|
|
|
6,531
|
|
|
Capitalized software development costs, net
|
|
|
10,942
|
|
|
|
8,829
|
|
|
Restricted certificates of deposit
|
|
|
1,286
|
|
|
|
801
|
|
|
Intangible assets, net
|
|
|
1,957
|
|
|
|
2,963
|
|
|
Goodwill
|
|
|
41,766
|
|
|
|
34,118
|
|
|
Other assets
|
|
|
1,966
|
|
|
|
1,339
|
|
|
Total assets
|
|
$
|
166,437
|
|
|
$
|
151,399
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
|
Accounts payable
|
|
$
|
29,831
|
|
|
$
|
28,482
|
|
|
Accrued expenses
|
|
|
19,537
|
|
|
|
14,042
|
|
|
Deferred payment obligations
|
|
|
1,924
|
|
|
|
530
|
|
|
Deferred revenue and other liabilities
|
|
|
28,823
|
|
|
|
24,656
|
|
|
Liabilities of discontinued operations, net
|
|
|
996
|
|
|
|
-
|
|
|
Total current liabilities
|
|
|
81,111
|
|
|
|
67,710
|
|
|
|
|
|
|
|
|
Deferred rent and deferred payment obligations
|
|
|
3,039
|
|
|
|
1,673
|
|
|
Total liabilities
|
|
|
84,150
|
|
|
|
69,383
|
|
|
|
|
|
|
|
|
Stockholders' Equity:
|
|
|
|
|
|
Common stock
|
|
|
-
|
|
|
|
-
|
|
|
Receivable from stockholder
|
|
|
(87
|
)
|
|
|
(87
|
)
|
|
Additional paid-in capital
|
|
|
108,883
|
|
|
|
98,140
|
|
|
Accumulated deficit
|
|
|
(26,234
|
)
|
|
|
(16,044
|
)
|
|
Accumulated other comprehensive income (loss)
|
|
|
(275
|
)
|
|
|
7
|
|
|
Total stockholders' equity
|
|
|
82,287
|
|
|
|
82,016
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
166,437
|
|
|
$
|
151,399
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
|
Note: During the year ended December 31, 2011, the Company recorded
the results of operations and financial position of its Bizzy
subsidiary as discontinued operations. Accordingly, related
prior-period amounts have been reclassified to conform to the
current period presentation.
|
|
REACHLOCAL, INC.
|
|
UNAUDITED STATEMENTS OF OPERATIONS
|
|
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2011
|
|
|
|
2010
|
|
|
|
2011
|
|
|
|
2010
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
99,802
|
|
|
$
|
80,580
|
|
|
$
|
375,241
|
|
|
$
|
291,689
|
|
|
Cost of revenue
|
|
|
49,196
|
|
|
|
43,560
|
|
|
|
190,559
|
|
|
|
159,018
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
Selling and marketing
|
|
|
36,472
|
|
|
|
30,483
|
|
|
|
139,929
|
|
|
|
108,529
|
|
|
Product and technology
|
|
|
4,802
|
|
|
|
2,923
|
|
|
|
15,602
|
|
|
|
9,957
|
|
|
General and administrative
|
|
|
8,843
|
|
|
|
6,689
|
|
|
|
33,313
|
|
|
|
23,629
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses
|
|
|
50,117
|
|
|
|
40,095
|
|
|
|
188,844
|
|
|
|
142,115
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations
|
|
|
489
|
|
|
|
(3,075
|
)
|
|
|
(4,162
|
)
|
|
|
(9,444
|
)
|
|
Other income, net
|
|
|
231
|
|
|
|
191
|
|
|
|
928
|
|
|
|
601
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations before provision for income
taxes
|
|
|
720
|
|
|
|
(2,884
|
)
|
|
|
(3,234
|
)
|
|
|
(8,843
|
)
|
|
Provision (benefit) for income taxes
|
|
|
412
|
|
|
|
(78
|
)
|
|
|
735
|
|
|
|
(540
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations, net of income taxes
|
|
|
308
|
|
|
|
(2,806
|
)
|
|
|
(3,969
|
)
|
|
|
(8,303
|
)
|
|
Loss from discontinued operations, net of income taxes
|
|
|
(1,495
|
)
|
|
|
(822
|
)
|
|
|
(6,215
|
)
|
|
|
(2,844
|
)
|
|
Net loss
|
|
$
|
(1,187
|
)
|
|
$
|
(3,628
|
)
|
|
$
|
(10,184
|
)
|
|
$
|
(11,147
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share available to common stockholders
|
|
|
|
|
|
|
|
|
|
Basic income (loss) per share from continuing operations
|
|
$
|
0.01
|
|
|
$
|
(0.10
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.32
|
)
|
|
Basic loss per share from discontinued operations
|
|
|
(0.05
|
)
|
|
|
(0.03
|
)
|
|
|
(0.21
|
)
|
|
|
(0.11
|
)
|
|
Basic net loss per share
|
|
$
|
(0.04
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
(0.35
|
)
|
|
$
|
(0.42
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Diluted income (loss) per share from continuing operations
|
|
$
|
0.01
|
|
|
$
|
(0.10
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.32
|
)
|
|
Diluted loss per share from discontinued operations
|
|
|
(0.05
|
)
|
|
|
(0.03
|
)
|
|
|
(0.21
|
)
|
|
|
(0.11
|
)
|
|
Diluted net loss per share
|
|
$
|
(0.04
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
(0.35
|
)
|
|
$
|
(0.42
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares used in computation of net loss per
share (5)
|
|
|
|
|
|
|
|
Basic
|
|
|
29,089
|
|
|
|
27,995
|
|
|
|
28,974
|
|
|
|
26,286
|
|
|
Diluted
|
|
|
29,595
|
|
|
|
27,995
|
|
|
|
28,974
|
|
|
|
26,286
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation, net of capitalization, and depreciation
and amortization included in above line items:
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation:
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
$
|
24
|
|
|
$
|
32
|
|
|
$
|
200
|
|
|
$
|
244
|
|
|
Selling and marketing
|
|
|
334
|
|
|
|
444
|
|
|
|
1,402
|
|
|
|
1,202
|
|
|
Product and technology
|
|
|
411
|
|
|
|
337
|
|
|
|
1,387
|
|
|
|
1,104
|
|
|
General and administrative
|
|
|
1,296
|
|
|
|
892
|
|
|
|
5,392
|
|
|
|
3,123
|
|
|
|
|
$
|
2,065
|
|
|
$
|
1,705
|
|
|
$
|
8,381
|
|
|
$
|
5,673
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization:
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
$
|
94
|
|
|
$
|
97
|
|
|
$
|
645
|
|
|
$
|
364
|
|
|
Selling and marketing
|
|
|
363
|
|
|
|
294
|
|
|
|
1,443
|
|
|
|
1,038
|
|
|
Product and technology
|
|
|
1,731
|
|
|
|
1,267
|
|
|
|
6,764
|
|
|
|
3,822
|
|
|
General and administrative
|
|
|
451
|
|
|
|
291
|
|
|
|
1,422
|
|
|
|
1,078
|
|
|
|
|
$
|
2,639
|
|
|
$
|
1,949
|
|
|
$
|
10,274
|
|
|
$
|
6,302
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: During the year ended December 31, 2011, the Company recorded
the results of operations and financial position of its Bizzy
subsidiary as discontinued operations. Accordingly, related
prior-period amounts have been reclassified to conform to the
current period presentation.
|
|
REACHLOCAL, INC.
|
|
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(in thousands, except per share data)
|
|
|
|
Year Ended December 31,
|
|
|
|
|
2011
|
|
|
|
2010
|
|
|
Cash flow from operating activities:
|
|
|
|
|
|
Net loss from continuing operations
|
|
$
|
(3,969
|
)
|
|
$
|
(8,303
|
)
|
|
Adjustments to reconcile net loss from continuing operations to net
cash provided by operating activities:
|
|
|
|
|
|
Depreciation and amortization
|
|
|
10,274
|
|
|
|
6,302
|
|
|
Stock-based compensation, net
|
|
|
8,381
|
|
|
|
5,673
|
|
|
Provision for doubtful accounts
|
|
|
172
|
|
|
|
252
|
|
|
Impairment of intangible assets
|
|
|
764
|
|
|
|
-
|
|
|
Provision for deferred income taxes
|
|
|
185
|
|
|
|
(702
|
)
|
|
Accrual of interest on deferred payment obligations
|
|
|
25
|
|
|
|
(102
|
)
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
Accounts receivable
|
|
|
(1,077
|
)
|
|
|
(171
|
)
|
|
Other receivables and prepaid expenses
|
|
|
(5,740
|
)
|
|
|
(1,785
|
)
|
|
Other assets
|
|
|
(673
|
)
|
|
|
(585
|
)
|
|
Accounts payable and accrued liabilities
|
|
|
7,076
|
|
|
|
11,228
|
|
|
Deferred revenue and deferred payment obligations
|
|
|
5,443
|
|
|
|
7,998
|
|
|
Net cash provided by operating activities, continuing operations
|
|
|
20,861
|
|
|
|
19,805
|
|
|
Net cash used for operating activities, discontinued operations
|
|
|
(1,872
|
)
|
|
|
(2,130
|
)
|
|
Net cash provided by operating activities
|
|
|
18,989
|
|
|
|
17,675
|
|
|
|
|
|
|
|
|
Cash flow from investing activities:
|
|
|
|
|
|
Additions to property, equipment and software
|
|
|
(12,441
|
)
|
|
|
(8,526
|
)
|
|
Purchase of ReachLocal Australia, net of acquired cash
|
|
|
-
|
|
|
|
(5,853
|
)
|
|
Purchase of DealOn, net of acquired cash
|
|
|
(5,828
|
)
|
|
|
-
|
|
|
Purchase of SMB:LIVE, net of acquired cash
|
|
|
-
|
|
|
|
(2,759
|
)
|
|
Payment of deferred obligation
|
|
|
(514
|
)
|
|
|
-
|
|
|
Proceeds from maturity of certificates of deposits
|
|
|
7,649
|
|
|
|
589
|
|
|
Purchases of certificates of deposit
|
|
|
(489
|
)
|
|
|
(204
|
)
|
|
Purchases of short term investments
|
|
|
(85
|
)
|
|
|
(171
|
)
|
|
Net cash used in investing activities, continuing operations
|
|
|
(11,708
|
)
|
|
|
(16,924
|
)
|
|
Net cash used in investing activities, discontinued operations
|
|
|
(1,140
|
)
|
|
|
(1,403
|
)
|
|
Net cash used in investing activities
|
|
|
(12,848
|
)
|
|
|
(18,327
|
)
|
|
|
|
|
|
|
|
Cash flow from financing activities:
|
|
|
|
|
|
Proceeds from exercise of stock options
|
|
|
5,495
|
|
|
|
1,068
|
|
|
Common stock repurchases
|
|
|
(6,468
|
)
|
|
|
-
|
|
|
Proceeds from initial public offering
|
|
|
-
|
|
|
|
47,649
|
|
|
Deferred offering costs
|
|
|
-
|
|
|
|
(4,620
|
)
|
|
Net cash provided by (used in) financing activities
|
|
|
(973
|
)
|
|
|
44,097
|
|
|
|
|
|
|
|
|
Effect of exchange rates on cash
|
|
|
(549
|
)
|
|
|
1,082
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
4,619
|
|
|
|
44,527
|
|
|
Cash and cash equivalents-beginning of period
|
|
|
79,906
|
|
|
|
35,379
|
|
|
|
|
|
|
|
|
Cash and cash equivalents-end of period
|
|
$
|
84,525
|
|
|
$
|
79,906
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: During the year ended December 31, 2011, the Company recorded
discontinued operations related to its Bizzy subsidiary.
Accordingly, certain prior-period amounts have been reclassified to
conform to current period presentation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2011
|
|
|
|
2010
|
|
|
|
2011
|
|
|
|
2010
|
|
|
Reconciliation of Adjusted EBITDA to income (loss) from
continuing operations
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations
|
|
$
|
489
|
|
|
$
|
(3,075
|
)
|
|
$
|
(4,162
|
)
|
|
$
|
(9,444
|
)
|
|
Add:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
2,639
|
|
|
|
1,949
|
|
|
|
10,274
|
|
|
|
6,302
|
|
|
Stock-based compensation, net
|
|
|
2,065
|
|
|
|
1,705
|
|
|
|
8,381
|
|
|
|
5,673
|
|
|
Acquisition and integration costs
|
|
|
48
|
|
|
|
65
|
|
|
|
1,422
|
|
|
|
602
|
|
|
Adjusted EBITDA (1)
|
|
$
|
5,241
|
|
|
$
|
644
|
|
|
$
|
15,915
|
|
|
$
|
3,133
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underclassmen Expense (2)
|
|
$
|
11,774
|
|
|
$
|
10,048
|
|
|
$
|
44,488
|
|
|
$
|
36,073
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: During the year ended December 31, 2011, the Company recorded
the results of operations and financial position of its Bizzy
subsidiary as discontinued operations. Accordingly, related
prior-period amounts have been reclassified to conform to the
current period presentation.
|
|
REACHLOCAL, Inc.
|
|
Reconciliation of GAAP to Non-GAAP Operating Results for Three
Months Ended December 31, 2011 and 2010
|
|
(in thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2011
|
|
Three Months Ended December 31, 2010
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
Stock-based
|
|
|
|
|
|
|
Stock-based
|
|
|
|
|
|
|
GAAP
|
|
Compensation
|
|
Acquisition
|
|
Non-GAAP
|
|
GAAP
|
|
Compensation
|
|
Acquisition
|
|
Non-GAAP
|
|
|
|
Continuing Operations
|
|
Related
|
|
Related
|
|
Operating
|
|
Continuing Operations
|
|
Related
|
|
Related
|
|
Operating
|
|
|
|
"As Reported"
|
|
Expense (3)
|
|
Costs (4)
|
|
Results
|
|
"As Reported"
|
|
Expense (3)
|
|
Costs (4)
|
|
Results
|
|
Revenue
|
|
$
|
99,802
|
|
-
|
|
|
-
|
|
|
$
|
99,802
|
|
$
|
80,580
|
|
|
-
|
|
|
-
|
|
|
$
|
80,580
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue
|
|
|
49,196
|
|
(24
|
)
|
|
(11
|
)
|
|
|
49,161
|
|
|
43,560
|
|
|
(32
|
)
|
|
-
|
|
|
|
43,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales and marketing
|
|
|
36,472
|
|
(334
|
)
|
|
-
|
|
|
|
36,138
|
|
|
30,483
|
|
|
(444
|
)
|
|
-
|
|
|
|
30,039
|
|
|
Product and technology
|
|
|
4,802
|
|
(742
|
)
|
|
(416
|
)
|
|
|
3,644
|
|
|
2,923
|
|
|
(556
|
)
|
|
(235
|
)
|
|
|
2,132
|
|
|
General and administrative
|
|
|
8,843
|
|
(1,296
|
)
|
|
(192
|
)
|
|
|
7,355
|
|
|
6,689
|
|
|
(892
|
)
|
|
(214
|
)
|
|
|
5,583
|
|
|
Total Operating expenses
|
|
|
50,117
|
|
(2,372
|
)
|
|
(608
|
)
|
|
|
47,137
|
|
|
40,095
|
|
|
(1,892
|
)
|
|
(449
|
)
|
|
|
37,754
|
|
|
Income (Loss) from continuing operations
|
|
|
489
|
|
2,396
|
|
|
619
|
|
|
|
3,504
|
|
|
(3,075
|
)
|
|
1,924
|
|
|
449
|
|
|
|
(702
|
)
|
|
Other income, net
|
|
|
231
|
|
-
|
|
|
-
|
|
|
|
231
|
|
|
191
|
|
|
-
|
|
|
-
|
|
|
|
191
|
|
|
Income (Loss) from continuing operations before provision for income
taxes
|
|
|
720
|
|
2,396
|
|
|
619
|
|
|
|
3,735
|
|
|
(2,884
|
)
|
|
1,924
|
|
|
449
|
|
|
|
(511
|
)
|
|
Provision (benefit) for income taxes
|
|
|
412
|
|
-
|
|
|
(185
|
)
|
|
|
227
|
|
|
(78
|
)
|
|
-
|
|
|
-
|
|
|
|
(78
|
)
|
|
Net income (loss) from continuing operations
|
|
$
|
308
|
|
2,396
|
|
|
804
|
|
|
$
|
3,508
|
|
$
|
(2,806
|
)
|
|
1,924
|
|
|
449
|
|
|
$
|
(433
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share available to common stockholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income (loss) per share
|
|
$
|
0.01
|
|
|
|
|
|
$
|
0.12
|
|
$
|
(0.10
|
)
|
|
|
|
|
|
$
|
(0.02
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted income (loss) per share
|
|
$
|
0.01
|
|
|
|
|
|
$
|
0.12
|
|
$
|
(0.10
|
)
|
|
|
|
|
|
$
|
(0.02
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding (5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
29,089
|
|
|
|
|
|
|
29,089
|
|
|
27,995
|
|
|
|
|
|
|
|
27,995
|
|
|
Diluted
|
|
|
29,595
|
|
|
|
|
|
|
29,595
|
|
|
27,995
|
|
|
|
|
|
|
|
27,995
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: During the year ended December 31, 2011, the Company recorded
the results of operations and financial position of its Bizzy
subsidiary as discontinued operations. Accordingly, related
prior-period amounts have been reclassified to conform to the
current period presentation.
|
|
REACHLOCAL, Inc.
|
|
Reconciliation of GAAP to Non-GAAP Operating Results for Twelve
Months Ended December 31, 2011 and 2010
|
|
(in thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, 2011
|
|
Twelve Months Ended December 31, 2010
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
Stock-based
|
|
|
|
|
|
|
Stock-based
|
|
|
|
|
|
|
GAAP
|
|
Compensation
|
|
Acquisition
|
|
Non-GAAP
|
|
GAAP
|
|
Compensation
|
|
Acquisition
|
|
Non-GAAP
|
|
|
|
Continuing Operations
|
|
Related
|
|
Related
|
|
Operating
|
|
Continuing Operations
|
|
Related
|
|
Related
|
|
Operating
|
|
|
|
"As Reported"
|
|
Expense (3)
|
|
Costs (4)
|
|
Results
|
|
"As Reported"
|
|
Expense (3)
|
|
Costs (4)
|
|
Results
|
|
Revenue
|
|
$
|
375,241
|
|
|
-
|
|
|
-
|
|
|
$
|
375,241
|
|
$
|
291,689
|
|
|
|
-
|
|
|
|
-
|
|
|
$
|
291,689
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Cost of revenue
|
|
|
190,559
|
|
|
(200
|
)
|
|
(1,011
|
)
|
|
|
189,348
|
|
|
159,018
|
|
|
|
(244
|
)
|
|
|
-
|
|
|
|
158,774
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Sales and marketing
|
|
|
139,929
|
|
|
(1,402
|
)
|
|
-
|
|
|
|
138,527
|
|
|
108,529
|
|
|
|
(1,202
|
)
|
|
|
(7
|
)
|
|
|
107,320
|
|
|
Product and technology
|
|
|
15,602
|
|
|
(2,627
|
)
|
|
(1,532
|
)
|
|
|
11,443
|
|
|
9,957
|
|
|
|
(1,576
|
)
|
|
|
(932
|
)
|
|
|
7,449
|
|
|
General and administrative
|
|
|
33,313
|
|
|
(5,392
|
)
|
|
(1,226
|
)
|
|
|
26,695
|
|
|
23,629
|
|
|
|
(3,123
|
)
|
|
|
(1,076
|
)
|
|
|
19,430
|
|
|
Total Operating expenses
|
|
|
188,844
|
|
|
(9,421
|
)
|
|
(2,758
|
)
|
|
|
176,665
|
|
|
142,115
|
|
|
|
(5,901
|
)
|
|
|
(2,015
|
)
|
|
|
134,199
|
|
|
Income (Loss) from continuing operations
|
|
|
(4,162
|
)
|
|
9,621
|
|
|
3,769
|
|
|
|
9,228
|
|
|
(9,444
|
)
|
|
|
6,145
|
|
|
|
2,015
|
|
|
|
(1,284
|
)
|
|
Other income, net
|
|
|
928
|
|
|
-
|
|
|
14
|
|
|
|
942
|
|
|
601
|
|
|
|
-
|
|
|
|
-
|
|
|
|
601
|
|
|
Income (Loss) from continuing operations before provision for income
taxes
|
|
|
(3,234
|
)
|
|
9,621
|
|
|
3,783
|
|
|
|
10,170
|
|
|
(8,843
|
)
|
|
|
6,145
|
|
|
|
2,015
|
|
|
|
(683
|
)
|
|
Provision (benefit) for income taxes
|
|
|
735
|
|
|
-
|
|
|
(185
|
)
|
|
|
550
|
|
|
(540
|
)
|
|
|
-
|
|
|
|
701
|
|
|
|
161
|
|
|
Net income (loss) from continuing operations
|
|
$
|
(3,969
|
)
|
|
9,621
|
|
|
3,968
|
|
|
$
|
9,620
|
|
$
|
(8,303
|
)
|
|
$
|
6,145
|
|
|
$
|
1,314
|
|
|
$
|
(844
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share available to common stockholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income (loss) per share
|
|
$
|
(0.14
|
)
|
|
|
|
|
|
$
|
0.33
|
|
$
|
(0.32
|
)
|
|
|
|
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted income (loss) per share
|
|
$
|
(0.14
|
)
|
|
|
|
|
|
$
|
0.31
|
|
$
|
(0.32
|
)
|
|
|
|
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding (5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
28,974
|
|
|
|
|
|
|
|
28,974
|
|
|
26,286
|
|
|
|
|
|
|
|
26,286
|
|
|
Diluted
|
|
|
28,974
|
|
|
|
|
|
|
|
30,916
|
|
|
26,286
|
|
|
|
|
|
|
|
26,286
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: During the year ended December 31, 2011, the Company recorded
the results of operations and financial position of its Bizzy
subsidiary as discontinued operations. Accordingly, related
prior-period amounts have been reclassified to conform to the
current period presentation.
|
|
Footnotes
|
|
|
|
(1) Adjusted EBITDA is defined as net income (loss) from continuing
operations before interest, income taxes, depreciation and
amortization expenses, excluding, when applicable, stock-based
compensation, the effects of accounting for business combinations
(including any impairment of acquired intangibles and, in the case
of the acquisition of SMB:LIVE, the deferred cash consideration) and
amounts included in other non-operating income or expense.
|
|
|
|
(2) Underclassmen Expense is a number the Company calculates to
approximate its investment in Underclassmen and is comprised of the
selling and marketing expenses allocated to Underclassmen during a
reporting period. The amount includes the direct salaries and
allocated benefits of the Underclassmen (excluding commissions),
training and sales organization expenses including depreciation
allocated based on relative headcount and marketing expenses
allocated based on relative revenue.
|
|
|
|
(3) Stock-based Compensation Related Expense: Includes stock-based
compensation expense and the related adjustment to amortization of
capitalized software development costs.
|
|
|
|
(4) Acquisition related costs, including the amortization and any
impairment of acquired intangibles and the deferred cash
consideration for the SMB:LIVE acquisition, are excluded from the
non-GAAP operating results as these are non-recurring charges which
the Company would not have incurred as part of continuing operations.
|
|
|
|
(5) Weighted average shares outstanding: The weighted average shares
outstanding prior to the initial public offering date of May 19,
2010 have been retroactively adjusted to reflect the conversion of
the Company's preferred stock into common stock. The periods after
the initial public offering reflect the actual shares outstanding.
|

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