SYS-CON MEDIA Authors: Gilad Parann-Nissany, Michael Bushong, Eric Brown, Kevin Benedict, PR.com Newswire

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Rosetta Stone Inc. Reports First Quarter 2014 Results

Rosetta Stone Inc. (NYSE:RST), a leading provider of technology-based language-learning, reading and brain fitness solutions, today announced financial results for the first quarter of 2014.

  • Company demonstrates continued progress and growth in Enterprise & Education (“E&E”) business with 70% bookings growth
  • Results from acquisitions on track and meeting or exceeding plans
  • Consumer business trending similar to last year but beginning to leverage marketing capabilities, including acceleration of Fit Brains results
  • Excluding the shuttered North American Kiosk channel, total bookings of $61.2 million grew 6%, while total revenue was down 1% to $60.8 million
  • Adjusted EBITDA of ($6.7) million versus guidance of ($8-$10) million
  • Confirms full year 2014 guidance

“The first quarter further demonstrated that we are making solid progress in transforming Rosetta Stone,” said Steve Swad, President and Chief Executive Officer of Rosetta Stone. Swad continued, “The expanded product portfolio from acquisitions and new development helped generate solid 70% bookings growth in our E&E segment. I was particularly encouraged by the immediate contribution from sales of the Tell Me More product and strong growth from Lexia Learning. Our Consumer business continued to reflect the effects of varying channel performance with the web channel continuing to drive positive results but retail creating significant drag on overall results. The addition of Fit Brains to the Rosetta Stone portfolio and our ability to accelerate their performance was evidence that we can leverage our marketing platform and cross-sell to our growing user base, now over 9 million.”

First Quarter 2014 Operational and Financial Highlights

Bookings: Total consolidated bookings, excluding the shuttered North American Kiosk channel, increased 6% to $61.2 million from $57.8 million in the year-ago period. North American Consumer segment (“NA Consumer”) bookings excluding Kiosk decreased 7% to $36.1 million from $38.8 million, primarily reflecting a $4.0 million or 47% decrease in retail channel bookings. Bookings from the direct-to-consumer (“DTC”) channel were flat, while bookings from Fit Brains added an incremental $1.4 million to NA Consumer. Rest of World (“ROW”) Consumer segment bookings declined 18%, primarily reflecting decreases in Asia as the company downsized these markets in the first quarter, partially offset by $0.3 million of incremental bookings from third-party partner sales. Bookings in the Global Enterprise & Education (“E&E”) segment increased 70% compared with a year-ago. Bookings from E&E Language decreased 4% on a pro forma basis while bookings from Lexia increased 35% on a pro forma basis compared with the first quarter of 2013.

     
US$ thousands Three Months Ended
March 31,
2014 2013 % change
Bookings from:
N.A. Consumer ex Kiosk $ 36,141 $ 38,758 -7 %
Rest of World Consumer 6,817 8,310 -18 %
Global Enterprise and Education   18,282   10,758 70 %
Total ex N.A. Kiosk $ 61,240 $ 57,826 6 %
Total $ 61,240 $ 60,371 1 %
 

Revenue: Total revenue excluding the shuttered North American Kiosk channel decreased 1% year-over-year to $60.8 million from $61.4 million. NA Consumer revenue excluding Kiosk decreased 7%, primarily reflecting weakness in the retail channel, which declined 37%, and a 1% decrease in DTC. Fit Brains contributed $0.2 million during the quarter. ROW Consumer revenue decreased 22% due mainly to decreases in Japan and Korea. E&E revenue grew 28% in the first quarter compared with a year ago.

   
US$ thousands Three Months Ended
March 31,
2014   2013 % change
Revenue from:
N.A. Consumer ex Kiosk $ 36,214 $ 38,859 -7 %
Rest of World Consumer 6,669 8,570 -22 %
Global Enterprise and Education   17,882   13,969 28 %
Total ex N.A. Kiosk $ 60,765 $ 61,397 -1 %
Total $ 60,765 $ 63,924 -5 %
 
  • Adjusted EBITDA: Adjusted EBITDA in the first quarter was negative $6.7 million vs. negative $1.1 million a year ago. The decrease in the quarter is mainly due to the $4.0 million decrease in retail bookings and the inclusion of the results from acquisitions this quarter, which operated at a seasonal loss in the first quarter. These decreases were partially offset by contribution from higher bookings from acquisitions and benefits from restructurings in Japan and Korea in the ROW Consumer segment. In connection with the downsizing of its operations in Asia in the first quarter, the company recorded a $2.2 million non-cash goodwill impairment charge for the ROW Consumer segment, which is excluded from Adjusted EBITDA.
  • Balance Sheet and Cash Flow: Cash at the end of the quarter was $56.0 million compared with $98.8 million at 12/31/13. The decrease in cash was mainly due to the acquisition of Tell Me More S.A. of $28.0MM, the negative Adjusted EBITDA in the quarter and other one-time cash expenses for restructurings, severance and acquisition transaction and integration expenses. Deferred revenue increased $2.7 million in the quarter to $81.5 million compared with $78.9 at 12/31/13. Free cash flow in the first quarter was negative $15.0 million compared with negative $8.2 million a year ago. The decline in free cash flow reflects the lower Adjusted EBITDA, higher one-time items of $4.1 million vs. $0.8 million a year ago and a decrease in working capital, which was partially offset by a decrease in capital expenditures to $1.4 million in the first quarter compared with $2.5 million a year ago.

Guidance

The company is maintaining its guidance for the full year 2014 as follows:

 
FY 2014 Guidance
   

Amount/Range

Commentary

Consolidated Bookings $315MM to $325MM Mid-single digit % growth
 
Adjusted EBITDA $18MM to $22MM ~5% margin
 
Shares outstanding ~22MM
 
Capital Expenditures $10MM to $14MM Acquisition Integrations
 
Long-term effective tax rate   39%    
 

Non-GAAP Financial Measures

This press release contains several non-GAAP financial measures.

  • Bookings represent executed sales contracts received by the Company that are either recorded immediately as revenue or as deferred revenue.
  • Adjusted EBITDA is GAAP net income/(loss) plus interest income and expense, income tax benefit and expense, depreciation, amortization and stock-based compensation expense, goodwill impairment plus the change in deferred revenue (excluding acquired deferred revenue) less the change in deferred commissions. In addition, Adjusted EBITDA excludes any items related to the litigation with Google Inc., restructuring and related wind down costs, severance costs and transaction and other costs associated with mergers and acquisitions as well as all adjustments related to recording the non-cash tax valuation allowance for deferred tax assets. Adjusted EBITDA for prior periods has been revised to conform to current definition.
  • Free cash flow is cash flow from operations less cash used in purchases of property and equipment.

Management believes that these non-GAAP measures of financial results provide useful information to investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. Management uses these non-GAAP measures to compare the Company's performance to that of prior periods for trend analyses, for purposes of determining executive incentive compensation, and for budgeting and planning purposes. These measures are used in monthly financial reports prepared for management and in quarterly financial reports presented to the Company's board of directors. Management 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 the Company's financial measures with other software and education-technology companies, many of which present similar non-GAAP financial measures to investors.

Management typically excludes the amounts described below when evaluating the Company’s operating performance and believes that the resulting non-GAAP measures are useful to investors and financial analysts in assessing the Company’s operating performance, due to the following factors:

  • Amortization of Acquired Intangibles. Amortization costs and the related tax effects are fixed at the time of an acquisition, and then amortized over a period of several years after the acquisition and generally cannot be changed or influenced by management after the acquisition.
  • Stock-based Compensation. Although stock-based compensation is an important aspect of compensation of the Company’s employees and executives, stock-based compensation expense is generally fixed at the time of grant, then amortized over a period of several years after the grant of the stock-based instrument, and generally cannot be changed or influenced by management after the grant. In addition, the impact of shares granted under these plans is considered in the Company’s EPS calculation to the extent the shares are dilutive.
  • Bookings. Although revenue is an important aspect of measuring Company performance, the Company believes total sales bookings can be a valuable indicator of the Company's performance. The Company is transitioning to a greater amount of subscription sales, which results in an increasing portion of sales being recorded as deferred revenue.

Management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company's financial statements. In addition, they are subject to inherent limitations, because they reflect the exercise of judgments by management about which expenses and items of income are excluded from these non-GAAP financial measures and may not be calculated in the same manner as other companies’ similarly titled non-GAAP measures.

In order to compensate for these limitations, management presents its non-GAAP financial measures in connection with its GAAP results. The company urges investors to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures, which it includes in press releases announcing earnings information, including this press release, and not to rely on any single financial measure to evaluate the company's business.

Reconciliation tables of the most comparable GAAP financial measures to the non-GAAP measures used in this press release are included at the end of this release.

Earnings Results Webcast

This news release and the accompanying tables should be read in conjunction with the additional content that is available on the company’s website.

In conjunction with this announcement, Rosetta Stone will host an Earnings Results webcast today at 4:30pm eastern time (ET) during which time there will be a discussion of the results and the company’s business outlook.

The webcast will be available live on the Investor Relations page of the company’s website at http://investors.rosettastone.com.

A recorded replay of the webcast will be available on the “Investor Relations” page of the company’s web site http://investors.rosettastone.com after the live discussion.

About Rosetta Stone

Rosetta Stone Inc. (NYSE: RST) is dedicated to changing the way the world learns. The company’s innovative technology-driven language and reading solutions are used by thousands of schools, businesses, government organizations and millions of individuals around the world. Founded in 1992, Rosetta Stone pioneered the use of interactive software to accelerate language learning. Today the company offers courses in 30 languages, from the most commonly spoken (such as English, Spanish and Mandarin) to the less prominent (including Swahili, Swedish and Tagalog). In 2013, Rosetta Stone expanded beyond language and deeper into education-technology with its acquisitions of Livemocha, Lexia Learning, Vivity Labs, and Tell Me More. Rosetta Stone is based in Arlington, VA, and has offices around the world.

Cautionary Statement Regarding Forward-Looking Statements

Certain information contained in this presentation and certain comments today constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect the Company's current views with respect to future events and are subject to certain risks, uncertainties, and assumptions. A number of important factors could cause actual results or events to differ materially from those indicated by such forward-looking statements, including demand for our language learning solutions; the advantages of our products, services, technology, brand and business model as compared to others; our strategic focus; our ability to maintain effective internal controls or to remediate material weaknesses; our cash needs and expectations regarding cash flow from operations; our product development plans; our international operations and growth plans; our plans regarding our kiosks and retail relationships; our plans regarding our Enterprise and Education business; the impact of any revisions to our pricing strategy; our ability to manage and grow our business and execute our business strategy; our financial performance; our actions to realign our cost structure and revitalizing our go-to-market strategy; our plans to transition our distribution to more online in the consumer business; our ability to expand our product offerings beyond our core adult-focused language learning solutions, including the launch of Kids reading and brain fitness; our ability to introduce successfully Lexia’s Core5 reading product to the consumer market; our ability to expand our offerings to more devices and apps, our ability to identify and successfully close and integrate additional acquisition targets; our plans with respect to and our ability to successfully integrate Lexia, Livemocha, Tell Me More and Vivity into our business; adverse trends in general economic conditions and the other factors including the “Risk Factors” more fully described in the Company's filings with the U.S. Securities and Exchange Commission (SEC), including the Company’s annual report on Form 10-K for the year period ended December 31, 2013, which is on file with the SEC. We encourage you to review those factors before making any investment decision. You should not place undue reliance on forward-looking statements because they involve factors that are, in some cases, beyond our control and that could materially affect actual results, levels of activity, performance, or achievements.

Today’s presentation and discussion also contains references to non-GAAP financial measures. The full definition and reconciliation of those measures is available in our Form 8-K filed with the SEC on May 7, 2014. Management uses these non-GAAP measures to compare the Company's performance to that of prior periods for trend analyses, for purposes of determining executive incentive compensation, and for budgeting and planning purposes. Management 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. Our definitions of non-GAAP measures may not be comparable to the definitions used by other companies, and we encourage you to review and understand all our financial reporting before making any investment decision.

   
ROSETTA STONE INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)
 
March 31, December 31,
  2014     2013  
Assets
Current assets:
Cash and cash equivalents $ 55,974 $ 98,825
Restricted cash 50 12,424

Accounts receivable (net of allowance for doubtful accounts of $1,542 and $1,000, respectively)

44,932 60,342
Inventory 8,416 6,639
Prepaid expenses and other current assets 13,257 12,294
Income tax receivable   947     197  
Total current assets 123,576 190,721
 
Property and equipment, net 23,350 17,766
Goodwill 78,560 50,059
Intangible assets, net 39,610 29,006
Other assets   3,317     3,224  
Total assets $ 268,413   $ 290,776  
 
Liabilities and stockholders' equity
Current liabilities:
Accounts payable $ 11,740 $ 10,326
Accrued compensation 11,461 16,380
Obligations under capital lease 667

256

Other current liabilities 33,497

41,936

Deferred revenue   68,861     67,173  
Total current liabilities 126,226 136,071
 
Deferred revenue 12,681 11,684
Deferred income taxes 10,548 9,022
Obligations under capital lease 4,092

217

Other long-term liabilities   2,369    

2,539

 
Total liabilities 155,916 159,533
 
Commitments and contingencies
 
Stockholders' equity:

Preferred stock, $0.001 par value; 10,000 and 10,000 authorized; zero and zero shares issued and outstanding March 31, 2014 and December 31, 2013, respectively

Non-designated common stock, $0.00005 par value, 190,000 and 190,000 shares authorized, 22,832 and 22,588 shares issued and 21,832 and 21,588 shares outstanding at March 31, 2014 and December 31, 2013, respectively

2 2
Additional paid-in capital 172,982 171,123
Accumulated loss (49,533 ) (29,292 )
Accumulated other comprehensive income 481 845

Treasury stock, at cost, 1,000 shares at March 31, 2014 and 1,000 shares at December 31, 2013

  (11,435 )   (11,435 )
Total stockholders' equity   112,497     131,243  
Total liabilities and stockholders' equity $ 268,413   $ 290,776  
   
ROSETTA STONE INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
 
 
 
Three Months Ended
March 31,
  2014     2013  
(As Adjusted)*
Revenue:
Product $ 32,371 $ 37,592
Subscription and service   28,394     26,332  
Total revenue 60,765 63,924
 
Cost of revenue:
Cost of product revenue 7,824 6,940
Cost of subscription and service revenue   4,347     3,324  
Total cost of revenue 12,171 10,264
   
Gross profit   48,594     53,660  
 
Operating expenses
Sales and marketing 39,096 37,273
Research and development 8,773 7,357
General and administrative 16,054 12,588
Goodwill impairment 2,199 -
Lease abandonment   3,571     793  
Total operating expenses   69,693     58,011  
 
Loss from operations (21,099 ) (4,351 )
 
Other income and (expense):
Interest income 5 41
Interest expense (56 ) (45 )
Other income (expense)   226     419  
Total other income 175 415
 
Loss before income taxes (20,924 ) (3,936 )
Income tax (benefit) provision   (683 )   968  
 
Net loss $ (20,241 ) $ (4,904 )
 
Net loss per share:
Basic $ (0.96 ) $ (0.23 )
Diluted $ (0.96 ) $ (0.23 )
 
Common shares and equivalents outstanding:
Basic weighted average shares   21,125     21,360  
Diluted weighted average shares   21,125     21,360  
 

* Certain amounts have been adjusted for the retrospective change in accounting principle for sales commissions.

   
ROSETTA STONE INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
 
Three Months Ended
March 31,
  2014     2013  
(As Adjusted)*
 
Cash Flows From Operating Activities:
Net loss $ (20,241 ) $ (4,904 )

Adjustments to reconcile net loss to cash used in operating activities, net of business acquisitions:

Stock-based compensation expense 1,406 1,668
Bad debt expense 957 (238 )
Depreciation and amortization 3,434 2,372
Deferred income tax provision (benefit) (756 ) 289
Loss on disposal of equipment 106 141
Goodwill impairment 2,199 -
Net change in:
Restricted cash 60 32
Accounts receivable 17,916 11,135
Inventory (1,034 ) (746 )
Prepaid expenses and other current assets (213 ) (2,446 )
Income tax receivable (639 ) 413
Other assets 62 105
Accounts payable 512 (209 )
Accrued compensation (8,123 ) (6,412 )
Other current liabilities (9,461 ) (4,253 )
Other long-term liabilities (172 ) 371
Deferred revenue   358     (2,953 )
Net cash used in operating activities   (13,629 )   (5,635 )
 
Cash Flows From Investing Activities:
Purchases of property and equipment (1,366 ) (2,528 )
Decrease in restricted cash related to Vivity Labs acquisition 12,314 -
Acquisitions, net of cash acquired   (40,161 )   -  
Net cash (used in) provided by investing activities   (29,213 )   (2,528 )
 
Cash Flows From Financing Activities:
Proceeds from the exercise of stock options 454 349
Payments under capital lease obligations   (61 )   (193 )
Net cash provided by financing activities   393     156  
 
(Decrease) increase in cash and cash equivalents (42,449 ) (8,007 )
 
Effect of exchange rate changes in cash and cash equivalents   (402 )   (872 )
 
Net (decrease) increase in cash and cash equivalents (42,851 ) (8,879 )
 
Cash and cash equivalents—beginning of period   98,825     148,190  
 
Cash and cash equivalents—end of period $ 55,974   $ 139,311  
 

* Certain amounts have been adjusted for the retrospective change in accounting principle for sales commissions.

   
ROSETTA STONE INC.
Reconciliation of GAAP Net Loss to Adjusted EBITDA
(in thousands)
(unaudited)
 
Three Months Ended
March 31,
  2014     2013  
(As Adjusted)*
 
GAAP net loss $ (20,241 ) $ (4,904 )
Interest (income)/expense, net 51 4
Income tax (benefit) expense (683 ) 968
Depreciation and amortization 3,372 1,757
Depreciation related to restructuring 62 615
Goodwill impairment 2,199 -
Stock-based compensation 1,406 1,668
Other EBITDA adjustments 8,006 2,088
Change in deferred revenue 475 (3,553 )
Change in deferred commission   (1,377 )   213  
Adjusted EBITDA** $ (6,730 ) $ (1,144 )
 

* Certain amounts have been adjusted for the retrospective change in accounting principle for sales commissions.

** Adjusted EBITDA is GAAP net income or loss plus interest income and expense, income tax benefit and expense, depreciation, amortization, goodwill impairment, and stock-based compensation expenses, plus the change in deferred revenue excluding increases in deferred revenue from acquisitions less the change in deferred commissions. Adjusted EBITDA excludes any items related to the litigation with Google Inc., restructuring and related wind down costs, severance costs, and transaction and other costs associated with mergers and acquisitions. Adjusted EBITDA for prior periods has been revised to conform to the current definition.

             
Rosetta Stone Inc.
Business Metrics
(in thousands)
   
Quarter-Ended Quarter-Ended
 
3/31/13   6/30/13   9/30/13   12/31/13   2013 3/31/14

Net Bookings by Market

 
North America Consumer 41,303 39,321 38,629 52,620 171,873 36,141
Rest of World Consumer 8,310   6,879   7,471   7,300   29,960 6,817
Worldwide Consumer 49,613 46,200 46,100 59,920 201,833 42,958
 
Global Enterprise and Education 10,758   16,883   24,594   24,067   76,302 18,282
Total 60,371   63,083   70,694   83,987   278,135 61,240
 
YoY Growth (%)
North America Consumer -1% 5% -9% -9% -4% -12%
Rest of World Consumer -34%   -15%   -29%   -27%   -27% -18%
Worldwide Consumer -9% 2% -13% -12% -8% -13%
 
Global Enterprise and Education -2%   -4%   27%   47%   18% 70%
Total -8%   0%   -2%   0%   -2% 1%
 
% of Total Net Bookings
North America Consumer 68% 62% 55% 63% 62% 59%
Rest of World Consumer 14%   11%   10%   9%   11% 11%
Worldwide Consumer 82% 73% 65% 71% 73% 70%
 
Global Enterprise and Education 18%   27%   35%   29%   27% 30%
Total 100%   100%   100%   100%   100% 100%
 
 

Revenue by Market

 
North America Consumer 41,385 39,934 38,699 53,998 174,016 36,214
Rest of World Consumer 8,570   7,478   7,165   7,207   30,420 6,669
Worldwide Consumer 49,955 47,412 45,864 61,205 204,436 42,883
 
Global Enterprise and Education 13,969   14,727   15,008   16,505   60,209 17,882
Total 63,924   62,139   60,872   77,710   264,645 60,765
 
YoY Growth (%)
North America Consumer -4% 8% -3% 2% 1% -12%
Rest of World Consumer -30%   -7%   -28%   -29%   -24% -22%
Worldwide Consumer -10% 5% -8% -3% -4% -14%
 
Global Enterprise and Education -1%   -7%   4%   5%   0% 28%
Total -8%   2%   -5%   -1%   -3% -5%
 
% of Total Revenue
North America Consumer 65% 64% 64% 69% 66% 60%
Rest of World Consumer 13%   12%   11%   9%   11% 11%
Worldwide Consumer 78% 76% 75% 79% 77% 71%
 
Global Enterprise and Education 22%   24%   25%   21%   23% 29%
Total 100%   100%   100%   100%   100% 100%
 
 

Unit Metrics

 
Product Unit Volume (thousands) 141.8 148.6 157.7 233.5 681.6 132.6
Paid Online Learners (thousands) 80.6 85.1 88.6 94.1 94.1 100.4
 
YoY Growth (%)
Product Units -1% 15% 8% 11% 8% -6%
Paid Online Learners 95% 75% 54% 38% 38% 25%
 
Average Net Revenue Per Unit ($)
Average Net Revenue per Product Unit $312 $275 $250 $234 $263 $273
Average Net Revenue per Online Learner (monthly) $26 $25 $24 $23 $25 $22
 
YoY Growth (%)
Average Net Revenue per Product Unit -15% -14% -20% -15% -16% -13%
Average Net Revenue per Online Learner -7% -6% -1% -5% -3% -15%
 
 

# of Kiosks (end of period)

 
North America 56 - - - - -
Europe - - - - - -
Asia Pacific 22 20 9 3 3 -
Total # of Kiosks (end of period) 78 20 9 3 3 -
 

Revenues by Geography

 
United States 52,791 52,163 51,013 67,485 223,451 49,410
International 11,133   9,976   9,859   10,226   41,194 11,355
Total 63,924   62,139   60,872   77,710   264,645 60,765
 
Revenues by Geography (as a %)
United States 83% 84% 84% 87% 82% 81%
International 17%   16%   16%   13%   18% 19%
Total 100%   100%   100%   100%   100% 100%
 

Prior period data has been modified where applicable to conform to current presentation for comparative purposes.

Immaterial rounding differences may be present in this data in order to conform to Financial Statement totals.
 

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