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8-K - FORM 8-K - MARIN SOFTWARE INCd529044d8k.htm

Exhibit 99.1

Marin Software Announces First Quarter 2013 Financial Results

 

   

Record first quarter net revenues of $17.2 million, up 32% year-over-year

 

   

16th consecutive quarter of sequential quarterly revenue growth

San Francisco, CA (May 8, 2013) – Marin Software Incorporated (NYSE: MRIN), provider of a leading Revenue Acquisition Management platform for advertisers and agencies, today announced financial results for the first quarter ended March 31, 2013.

“Our strong growth in the first quarter of 2013 was driven by advertisers’ continued shift toward digital marketing and growing demand for a single, integrated platform to manage their online programs,” said Chris Lien, founder and chief executive officer at Marin. “As advertisers look to maximize the return on their online marketing campaigns, Marin offers them a powerful, intuitive application designed specifically to meet their needs.”

“The completion of our initial public offering during the first quarter provides us with increased financial resources and market awareness, which further strengthens Marin’s ability to execute on its growth strategy and expand its leadership position in the growing, multi-billion dollar digital advertising industry,” said Lien.

First Quarter 2013 Financial Highlights:

 

   

Net Revenues: Net revenues totaled $17.2 million, a year-over-year increase of 32% when compared to $13.0 million in the prior year period.

 

   

Gross profit: GAAP gross profit was $9.8 million, resulting in gross margin of 57%, compared to GAAP gross margin of 60% during the first quarter of 2012. Non-GAAP gross profit was $10.2 million, resulting in non-GAAP gross margin of 60%, compared to non-GAAP gross margin of 61% during the first quarter of 2012.

 

   

Loss from operations: GAAP loss from operations was ($9.8) million, compared to ($6.5) million for the first quarter of 2012. GAAP operating margin was (57%), compared to (50%) during the first quarter of 2012. Non-GAAP loss from operations was ($9.0) million, compared to ($3.8) million for the first quarter of 2012. Non-GAAP operating margin was (52%), compared to (29%) during the first quarter of 2012.

 

   

Net loss: Net loss was ($10.5) million or ($1.43) per share based on 7.4 million weighted average shares outstanding. This compares to a net loss of ($6.8) million or ($1.59) per share based upon 4.3 million weighted average shares outstanding for the first quarter of 2012.

 

   

Non-GAAP net loss: Non-GAAP net loss was ($9.4) million or ($0.39) per share based upon 24.2 million weighted average shares outstanding, which assumes our convertible preferred stock was converted to common stock for the full first quarter. This compares to ($3.8) million or ($0.18) per share based on 21.5 million weighted average shares outstanding during the first quarter of 2012.

 

   

Adjusted EBITDA: Adjusted EBITDA was a loss of ($8.0) million, as compared to a loss of ($3.3) million for the first quarter of 2012.


   

Balance Sheet: At March 31, 2013, cash and cash equivalents totaled $115.5 million, compared to $31.5 million as of December 31, 2012. The Company received $97.3 million in proceeds, net of issuance costs paid, from its initial public offering during the first quarter.

A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial statement tables included in this press release. An explanation of these measures is also included below, under the heading “Non-GAAP Financial Measures.”

First Quarter 2013 Business Highlights

 

   

Introduced enhancements to our platform enabling advertisers to optimize for Google’s increasingly popular Product Listing Ads (PLAs). PLAs allow retailers to promote their products with more information, including price and images to better engage shoppers. The Marin platform allows marketers to efficiently create and edit PLA campaigns, optimize product target bids, and generate actionable PLA specific performance reports so retailers can maximize revenue.

 

   

Released initial features for Google Enhanced Campaigns that simplify multi-device marketing in Google AdWords. Through the Marin platform, marketers can migrate existing ad campaigns to Enhanced Campaigns, set campaign-level bid adjustments, and create mobile-preferred ads. Marin plans additional support of Enhanced Campaigns in the second quarter.

 

   

Launched support for additional Facebook ad formats, including homepage ads, mobile app install ads, page like ads in newsfeeds, and unpublished page posts. Additionally, users can now utilize Facebook social metric and conversion data, providing marketers with deeper insight into the performance of their social advertising efforts.

 

   

Increased the number of active advertisers leveraging the Marin platform. During the first quarter, 542 active advertisers utilized the Marin platform, compared to 436 during the first quarter of 2012. The Company defines active advertisers as an advertiser from whom the Company recognized revenues in excess of $2,000 in at least one month during the quarter.

 

   

Completed our initial public offering on the New York Stock Exchange, raising $94.9 million of net proceeds.


Financial Outlook:

As of May 8th, 2013, Marin is initiating guidance for its second quarter and full year 2013 as follows:

Forward-Looking Guidance

In millions, except per share data

 

     Range of Estimate  
     From     To  

Three Months Ending June 30, 2013

    

Revenues, net

   $ 17.6      $ 18.0   

Non GAAP loss from operations

   $ (9.8   $ (9.4

Non GAAP net loss per share

   $ (0.33   $ (0.31

Weighted average shares outstanding

     32.2     

Twelve Months Ending December 31, 2013

    

Revenues, net

   $ 75.0      $ 76.2   

Non GAAP loss from operations

   $ (34.5   $ (33.5

Non GAAP net loss per share

   $ (1.19   $ (1.16

Weighted average shares outstanding

     30.7     

Non-GAAP loss from operations and non-GAAP net loss per share excludes the effects of stock-based compensation, amortization of internally developed software, noncash expenses related to warrants and capitalization of internally developed software. Additionally, the weighted average shares outstanding for the twelve months ending December 31, 2013 gives effect to the conversion of convertible preferred stock at the beginning of the period.

Quarterly Results Conference Call

Marin Software will host a conference call today at 2:00 PM Pacific Time (5:00 PM Eastern Time) to review the company’s financial results for the quarter ended March 31, 2013 and its outlook for the future. To access the call, please dial (877) 705-6003 in the U.S. or (201) 493-6725 internationally. Passcode is 411944. A live webcast of the conference will be accessible from Marin Software’s website at: http://investor.marinsoftware.com/. A recording will be available for replay at: http://investor.marinsoftware.com/.

About Marin Software

Marin Software Incorporated (NYSE: MRIN) provides a leading Revenue Acquisition Management platform used by advertisers and agencies to manage more than $4 billion in annualized ad spend. Offering an integrated platform for search, social, display, and mobile advertising, Marin helps advertisers and agencies improve financial performance, save time, and make better decisions. Headquartered in San Francisco, with offices worldwide, Marin’s technology powers marketing campaigns in more than 160 countries. For more information about Marin’s products, please visit: http://www.marinsoftware.com/solutions/overview.

Non-GAAP Financial Measures

The Company uses certain non-GAAP financial measures in this release. The Company uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating its ongoing operational performance. The Company believes that the use of these non-GAAP financial measures provides an additional tool for


investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in its industry, many of which present similar non-GAAP financial measures to investors. Non-GAAP financial measures that the Company uses may differ from measures that other companies may use.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. A reconciliation of the non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures.

The Company defines non-GAAP gross profit, operating loss and net loss as the respective GAAP balances, adjusted for stock-based compensation expense, capitalized internal-use software development costs, noncash expenses from the issuance of warrants, and the amortization of capitalized internal-use software. Non-GAAP net loss per share is calculated as non-GAAP net loss divided by the weighted average shares outstanding that are adjusted to assume the conversion of outstanding preferred shares to common shares as of the beginning of the period.

The Company defines Adjusted EBITDA as net loss, adjusted for stock-based compensation expense, depreciation and amortization, capitalized internal-use software development costs, interest expense, net, provision for income taxes and other income (expenses), net. These amounts are often excluded by other companies to help investors understand the operational performance of their business. The Company uses Adjusted EBITDA as a measurement of its operating performance because it assists in comparing the operating performance on a consistent basis by removing the impact of certain non-cash and non-operating items. Adjusted EBITDA reflect an additional way of viewing aspects of the operations that the Company believes, when viewed with the GAAP results and the accompanying reconciliations to corresponding GAAP financial measures, provide a more complete understanding of factors and trends affecting its business.

Forward-Looking Statements

This press release contains forward-looking statements including, among other things, statements regarding our business, momentum, growth, future plans, future product releases, market share and future financial results, including its outlook for Q2 2013 and FY 2013. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to (i) adverse changes in general economic or market conditions; (ii) delays, reductions or slower growth in the amount spent on online and mobile advertising and the development of the market for cloud-based software; (iii) competitive factors, including but not limited to pricing pressures, entry of new competitors and new applications; (iv) adverse changes in our relationships with and access to publishers and advertising agencies; (v) level of usage and advertising spend managed on our platform; (vi) our ability to expand sales of our solutions in channels other than search advertising; (v) our ability to expand our sales and marketing capabilities and manage our growth effectively; (vii) the development of the market for digital advertising or revenue acquisition management; (viii) acceptance and continued usage of our platform and services by customers and our ability to provide high-quality technical support to our customers; (ix) material defects in our platform, service interruptions at our single third-party data center or breaches in our security measures; (x) our ability to develop enhancements to our platform; (xi) our ability to protect


our intellectual property; (xii) our ability to manage risks associated with international operations; (xiii) near term changes in sales of our software services or spend under management may not be immediately reflected in our results due to our subscription and business model; (xiv) our ability to retain and attract qualified management and technical personnel; and (xv) the ability to acquire and integrate other businesses. These forward looking statements are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including our registration statement on Form S-1, which are available free of charge at the SEC’s website at www.sec.gov, all of which could cause actual results to differ materially from expectations set forth in the forward-looking statements. All forward-looking statements in this press release reflect Marin’s expectations as of May 8, 2013. Marin assumes no obligation to, and expressly disclaims any obligation to update any such forward-looking statements after the date of this release.

Investor Relations Contact:

Greg Kleiner

ICR for Marin Software

415-762-0327

ir@marinsoftware.com

Media Contact:

Greg Kunkel

Corporate Communications, Marin Software

415-857-7663

press@marinsoftware.com


Condensed Consolidated Balance Sheets

(On a GAAP basis)

(Unaudited; in thousands, except par value)

 

     March 31,
2013
    December 31,
2012
 

Assets

    

Current assets

    

Cash and cash equivalents

   $ 115,490      $ 31,540   

Accounts receivable, net

     12,116        13,133   

Prepaid expenses and other current assets

     2,940        1,814   
  

 

 

   

 

 

 

Total current assets

     130,546        46,487   

Property and equipment, net

     11,326        9,224   

Other noncurrent assets

     397        1,513   
  

 

 

   

 

 

 

Total assets

   $ 142,269      $ 57,224   
  

 

 

   

 

 

 

Liabilities, Preferred Stock and Stockholders’ Equity (Deficit)

    

Current liabilities

    

Accounts payable

   $ 2,473      $ 1,268   

Accrued expenses

     11,015        9,661   

Deferred revenue

     1,382        618   

Current portion of long-term debt

     2,551        1,572   
  

 

 

   

 

 

 

Total current liabilities

     17,421        13,119   

Long-term debt, less current portion

     3,454        9,243   

Other long term liabilities

     1,670        1,858   
  

 

 

   

 

 

 

Total liabilities

     22,545        24,220   
  

 

 

   

 

 

 

Convertible preferred stock, $0.001 par value

     —         105,710   

Stockholders’ equity (deficit)

    

Common stock, $0.001 par value

     31        5   

Additional paid-in capital

     207,543        4,638   

Accumulated deficit

     (87,850     (77,349
  

 

 

   

 

 

 

Total stockholders’ equity (deficit)

     119,724        (72,706
  

 

 

   

 

 

 

Total liabilities, preferred stock and stockholders’ equity (deficit)

   $ 142,269      $ 57,224   
  

 

 

   

 

 

 


Condensed Consolidated Statements of Operations

(On a GAAP basis)

(Unaudited; in thousands, except per share data)

 

      Three Months Ended
March 31,
 
     2013     2012  

Revenues, net

   $ 17,155      $ 12,974   

Cost of revenues (1)

     7,372        5,254   
  

 

 

   

 

 

 

Gross profit

     9,783        7,720   
  

 

 

   

 

 

 

Operating expenses (1)

    

Sales and marketing

     10,459        6,852   

Research and development

     5,079        2,967   

General and administrative

     4,048        4,393   
  

 

 

   

 

 

 

Total operating expenses

     19,586        14,212   
  

 

 

   

 

 

 

Loss from operations

     (9,803     (6,492

Interest expense, net

     (184     (110

Other expenses, net

     (408     (103
  

 

 

   

 

 

 

Loss before provision for income taxes

     (10,395     (6,705

Provision for income taxes

     (106     (49
  

 

 

   

 

 

 

Net loss

   $ (10,501   $ (6,754
  

 

 

   

 

 

 

Net loss per common share, basic and diluted

   $ (1.43   $ (1.59
  

 

 

   

 

 

 

Weighted-average shares outstanding, basic and diluted

     7,365        4,254   
  

 

 

   

 

 

 

(1)    Includes stock-based compensation as follows:

    

Cost of revenues

   $ 205      $ 56   

Sales and marketing

     293        432   

Research and development

     308        364   

General and administrative

     419        2,039   
  

 

 

   

 

 

 
   $ 1,225      $ 2,891   
  

 

 

   

 

 

 


Condensed Consolidated Statements of Cash Flows

(On a GAAP basis)

(Unaudited; in thousands)

 

     Three Months Ended
March 31,
 
     2013     2012  

Operating activities

    

Net loss

   $ (10,501   $ (6,754

Adjustments to reconcile net loss to net cash used in operating activities

    

Depreciation and amortization

     1,008        488   

Amortization of internally developed software

     227        96   

Noncash expenses related to warrants

     310        223   

Stock-based compensation

     1,225        2,891   

Provision for bad debt

     84        140   

Other noncash expenses

     —         56   

Changes in operating assets and liabilities

    

Accounts receivable

     933        (1,102

Prepaid expenses and other current assets

     (757     403   

Other assets

     16        (71

Accounts payable

     496        (107

Accrued expenses and other liabilities

     769        730   
  

 

 

   

 

 

 

Net cash used in operating activities

     (6,190     (3,007
  

 

 

   

 

 

 

Investing activities

    

Purchases of property and equipment

     (992     (1,337

Capitalization of internally developed software

     (632     (303
  

 

 

   

 

 

 

Net cash used in investing activities

     (1,624     (1,640
  

 

 

   

 

 

 

Financing activities

    

Proceeds from issuance of common stock in initial public offering, net of issuance costs

     97,258        —    

Proceeds from issuance of note payable, net of issuance costs

     1,667        2,376   

Repayment of note payable

     (7,553     (2,921

Redemption of common stock and unvested shares subject to repurchase

     (15     (4,488

Proceeds from issuance of convertible, preferred stock, net of issuance costs

     —         34,294   

Proceeds from common stock purchase agreements and option exercises

     407        644   
  

 

 

   

 

 

 

Net cash provided by financing activities

     91,764        29,905   
  

 

 

   

 

 

 

Net increase in cash and cash equivalents

     83,950        25,258   

Cash and cash equivalents

    

Beginning of period

     31,540        1,719   
  

 

 

   

 

 

 

End of period

   $ 115,490      $ 26,977   
  

 

 

   

 

 

 


Reconciliation of GAAP to Non-GAAP Measures

(Unaudited; in thousands, except per share data)

 

      Three Months Ended
March 31,
 
     2013     2012  

Gross Profit (GAAP)

   $ 9,783      $ 7,720   

Plus Stock-based compensation

     205        56   

Plus Amortization of internally developed software

     227        96   
  

 

 

   

 

 

 

Gross Profit (Non-GAAP)

   $ 10,215      $ 7,872   

Operating loss (GAAP)

   $ (9,803   $ (6,492

Plus Stock-based compensation

     1,225        2,891   

Plus Amortization of internally developed software

     227        96   

Plus Noncash expenses related to warrants

     —         60   

Less Capitalization of internally developed software

     (632     (303
  

 

 

   

 

 

 

Operating loss (Non-GAAP)

   $ (8,983   $ (3,748

Net Loss (GAAP)

   $ (10,501   $ (6,754

Plus Stock-based compensation

     1,225        2,891   

Plus Amortization of internally developed software

     227        96   

Plus Noncash expenses related to warrants

     310        223   

Less Capitalization of internally developed software

     (632     (303
  

 

 

   

 

 

 

Net Loss (Non-GAAP)

   $ (9,371   $ (3,847

Weighted-average shares outstanding, basic and diluted

     7,365        4,254   

Additional weighted average shares giving effect to conversion of convertible preferred stock at the beginning of the period

     16,877        17,275   
  

 

 

   

 

 

 

Shares used in computing non-GAAP net loss per share, basic and diluted

     24,242        21,529   
  

 

 

   

 

 

 

Non-GAAP net loss per common share, basic and diluted

   $ (0.39   $ (0.18
  

 

 

   

 

 

 

Reconciliation of Net Loss to Adjusted EBITDA

(Unaudited; in thousands)

 

     Three Months Ended
March 31,
 
     2013     2012  

Net loss

   $ (10,501   $ (6,754

Depreciation

     1,008        488   

Amortization of internally developed software

     227        96   

Interest expense, net

     184        110   

Provision for income taxes

     106        49   
  

 

 

   

 

 

 

EBITDA

     (8,976     (6,011

Stock-based compensation

     1,225        2,891   

Capitalization of internally developed software

     (632     (303

Other (income) expenses, net

     408        103   
  

 

 

   

 

 

 

Adjusted EBITDA

   $ (7,975   $ (3,320