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SYS-CON MEDIA Authors: Elizabeth White, Joe Pruitt, Carmen Gonzalez, Liz McMillan, Kevin Jackson

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Pandora Reports Q2 2014 Financial Results

Pandora (NYSE: P), the leading Internet radio service, today announced financial results for the second quarter ended June 30, 2014.

“Our better than expected second quarter results demonstrate success and continued business acceleration as a result of our investments in mobile and local advertising. Mobile advertising reached a record 76% of total ad revenue and local grew at 144% year-over-year,” stated Brian McAndrews Chairman, President and CEO of Pandora. “As a company, we are united by Pandora’s clear sense of purpose to unleash the infinite power of music, and we’re attracting the brightest stars in the advertising, technology and music industries to help drive our business forward."

Second Quarter 2014 Financial Results

Revenue: For the second quarter of 2014, total revenue was $218.9 million, a 38% year-over-year increase on a non-GAAP basis1. Advertising revenue was $177.3 million, a 39% year-over-year increase. Subscription and other revenue was $41.6 million, a 35% year-over-year increase on a non-GAAP basis.

EPS: For the second quarter of 2014, GAAP basic and diluted EPS were a loss of $0.06. Non-GAAP basic and diluted EPS were $0.04, both excluding $20.6 million in expense from stock-based compensation and $0.2 million in amortization of intangible assets. GAAP basic and diluted EPS and non-GAAP basic EPS were based on 205.7 million weighted average shares outstanding and non-GAAP diluted EPS was based on 218.6 million weighted average shares outstanding.

Cash and Investments: For the second quarter of 2014, the Company ended with $437.9 million in cash and investments compared to $445.9 million at the end of the prior quarter. Cash used in operating activities was $7.1 million for the second quarter of 2014, compared to $4.6 million in the year-ago quarter.

Other Business Metrics

Listener Hours: Total listener hours grew 29% to 5.04 billion for the second quarter of 2014, compared to 3.91 billion for the same period last year.

Active Listeners: Active listeners were 76.4 million at the end of the second quarter of 2014, an increase of 7.5% from 71.1 million from the same period last year.

Guidance

Based on information available as of July 24, 2014, the Company is providing the following financial guidance:

Third Quarter 2014 Guidance: Revenue is expected to be in the range of $235 million to $240 million. Non-GAAP diluted EPS is expected to be between $0.05 and $0.08. Non-GAAP EPS excludes stock-based compensation expense and amortization of intangible assets, assumes minimal tax expense given our net operating loss position, and is based on 221 million diluted weighted average shares outstanding for the three months ending September 30, 2014.

Full Year 2014 Guidance: Non-GAAP revenue is now expected to be in the range of $895 million to $915 million, up from prior full-year guidance of $880 million to $900 million. Non-GAAP diluted EPS is expected to be between $0.16 and $0.19, up from prior full-year guidance of $0.14 and $0.18. Non-GAAP EPS excludes revenue relating to our subscription return reserve, stock-based compensation expense and amortization of intangible assets, assumes minimal tax expense given our net operating loss position, and is based on 219 million diluted weighted average shares outstanding for the twelve months ending December 31, 2014.

Second Quarter Ended June 30, 2014 Financial Results Conference Call: Pandora will host a conference call today at 2 p.m. PT/ 5 p.m. ET to discuss second quarter 2014 financial results with the investment community. A live webcast of the event will be available on the Pandora Investor Relations website at http://investor.pandora.com. A live domestic dial‐in is available at (877) 355‐0067 or internationally at (443) 853‐1239. A domestic replay will be available at (855) 859‐2056 or internationally at (404) 537‐3406, using passcode 62436922, and available via webcast until August 7, 2014.

ABOUT PANDORA

Pandora (NYSE: P) gives people music and comedy they love anytime, anywhere, through connected devices. Personalized stations launch instantly with the input of a single "seed" – a favorite artist, song or genre. The Music Genome Project®, a deeply detailed hand-built musical taxonomy, powers the personalization of Pandora® internet radio by using musicological "DNA" and constant listener feedback to craft personalized stations from a growing collection of more than one million tracks. Tens of millions of people turn on Pandora every month to hear music they love. www.pandora.com

"Safe harbor" Statement:

This press release contains forward-looking statements within the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding expected revenue and non-GAAP EPS. These forward-looking statements are based on Pandora's current assumptions, expectations and beliefs and involve substantial risks and uncertainties that may cause results, performance or achievement to materially differ from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: our operation in an emerging market and our relatively new and evolving business model; our ability to estimate revenue reserves; our ability to increase our listener base and listener hours; our ability to attract and retain advertisers; our ability to generate additional revenue on a cost-effective basis; competitive factors; our ability to continue operating under existing laws and licensing regimes; our ability to establish and maintain relationships with makers of mobile devices, consumer electronic products and automobiles; our ability to manage our growth; our ability to continue to innovate and keep pace with changes in technology and our competitors; risks related to service interruptions or security breaches; and general economic conditions worldwide. Further information on these factors and other risks that may affect our business is included in filings we make with the Securities and Exchange Commission (SEC) from time to time, including our Transition Report on Form 10-K and our Form 10-Q for the current period, particularly under the heading "Risk Factors."

The financial information contained in this press release should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's most recent reports on Form 10-KT and Form 10-Q, each as they may be amended from time to time. The Company's results of operations for the current period are not necessarily indicative of the Company's operating results for any future periods.

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

Non-GAAP Financial Measures

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States ("GAAP"), we use the following non-GAAP measures of financial performance: non-GAAP total revenue, non-GAAP subscription revenue, non-GAAP gross profit, non-GAAP net income (loss), non-GAAP basic EPS and non-GAAP diluted EPS. The presentation of this additional financial information is not intended to be considered in isolation from, as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. These non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP. In addition, these non-GAAP financial measures may be different from the non-GAAP financial measures used by other companies. These non-GAAP measures should only be used to evaluate our results of operations in conjunction with the corresponding GAAP measures. Management compensates for these limitations by reconciling these non-GAAP financial measures to the most comparable GAAP financial measures within our earnings releases.

These non-GAAP financial measures differ from GAAP in that they exclude an effect on revenue from our subscription return reserve, which consists of deferred revenue related to subscriptions that are sold with return rights and stock-based compensation and amortization of intangible assets.

The subscription return reserve consisted of revenue that we deferred on a GAAP basis because we had limited operating history with certain mobile subscription refund rights prior to the first quarter of 2014. We were required to defer revenue until the refund rights lapsed or until we developed sufficient operating history to estimate a reserve. In periods prior to the first quarter of 2014, the subscription return reserve was excluded from the subscription and other revenue line of our GAAP presentation and included in this line of our non-GAAP presentation. In the first quarter of 2014, we established sufficient operating history to estimate a reserve for these mobile subscription refund rights going forward. As such, the GAAP revenue results for the first quarter of 2014 include a one-time reversal of substantially all of the deferred revenue related to the subscription return reserve. For periods ending as of and prior to the first quarter of 2014, management included an effect on revenue relating to our subscription return reserve because we believe that this non-GAAP measure provides greater comparability with future GAAP revenue.

Stock-based compensation consists of expenses for stock options and other awards under our equity incentive plans. Stock-based compensation is included in the following cost and expense line items of our GAAP presentation:

• Cost of revenue - other

• Product development

• Sales and marketing

• General and administrative

Although stock-based compensation is an expense for us and is viewed as a form of compensation, management excludes stock-based compensation from our non-GAAP measures for purposes of evaluating our continuing operating performance primarily because it is a non-cash expense not believed by management to be reflective of our core business, ongoing operating results or future outlook. In addition, the value of stock-based instruments is determined using formulas that incorporate variables, such as market volatility, that are beyond our control.

Intangible amortization consists of non-cash charges that can be affected by the timing and magnitude of business combinations and asset purchases. Amortization for currently owned intangible assets is included in the general and administrative expense line of our GAAP presentation. Management considers its operating results without these charges when evaluating its ongoing performance because it is a non-cash expense not believed by management to be reflective of our core business, ongoing operating results or future outlook.

We believe these non-GAAP financial measures serve as useful metrics for our management and investors because they enable a better understanding of the long-term performance of our core business and facilitate comparisons of our operating results over multiple periods and to those of peer companies, and, when taken together with the corresponding GAAP financial measures and our reconciliations, enhance investors' overall understanding of our current financial performance.

In the financial tables below, we provide a reconciliation of the most comparable GAAP financial measure to the historical non-GAAP financial measures used in this earnings release.

We estimate revenue generated through both our mobile and other connected devices platform as well as our traditional computer platform. While we believe that such disaggregated revenue estimates provide directional insight for evaluating our efforts to monetize our service through these platforms, we do not validate such disaggregated revenue to the level of financial statement reporting. Such metrics should be seen as indicative only and as management's best estimate.

1 The subscription return reserve consisted of revenue that we deferred on a GAAP basis because we had limited operating history with certain mobile subscription refund rights prior to the first quarter of 2014. The Company was required to defer all revenue until the refund rights lapsed or until it developed sufficient operating history to estimate a reserve. In periods prior to the first quarter of 2014, the subscription return reserve was excluded from the subscription and other revenue line of our GAAP presentation and included in this line of our non-GAAP presentation. In the first quarter of 2014, we established sufficient operating history to estimate a reserve for these mobile subscription refund rights. As such, the GAAP revenue results for the first quarter of 2014 included a one-time reversal of substantially all of the deferred revenue related to the subscription return reserve.

Pandora Media, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
         
Three months ended Six months ended
June 30, June 30,
2013 2014 2013 2014
(recast) (recast)
Revenue
Advertising $ 127,555 $ 177,324 $ 224,269 $ 317,958
Subscription and other   25,549     41,570     43,959     95,251  
Total revenue   153,104     218,894     268,228     413,209  
 
Cost of revenue
Cost of revenue - Content acquisition costs 79,828 111,461 165,651 219,736
Cost of revenue - Other (1)   10,847     13,989     20,623     28,968  
Total cost of revenue   90,675     125,450     186,274     248,704  
Gross profit 62,429 93,444 81,954 164,505
 
Operating expenses
Product development (1) 7,895 13,076 14,562 24,907
Sales and marketing (1) 44,371 66,232 82,416 128,096
General and administrative (1)   16,931     25,865     30,286     52,226  
Total operating expenses   69,197     105,173     127,264     205,229  
Loss from operations (6,768 ) (11,729 ) (45,310 ) (40,724 )
 
Other income (expense), net   (122 )   100     (249 )   192  
Loss before provision for income taxes (6,890 ) (11,629 ) (45,559 ) (40,532 )
 
Income tax expense   (12 )   (99 )   (29 )   (127 )
Net loss $ (6,902 ) $ (11,728 ) $ (45,588 ) $ (40,659 )
 
Basic and diluted net loss per share $ (0.04 ) $ (0.06 ) $ (0.26 ) $ (0.20 )
Weighted-average basic and diluted shares   174,789     205,706     173,766     202,798  
 
(1) Includes stock-based compensation expense as follows:
Three months ended Six months ended
June 30, June 30,
2013 2014 2013 2014
Cost of revenue - Other $ 482 $ 1,032 $ 895 $ 1,913
Product development 2,394 4,426 3,839 7,887
Sales and marketing 5,027 9,922 9,448 18,233
General and administrative   2,235     5,233     2,480     9,972  
Total stock-based compensation expense $ 10,138   $ 20,613   $ 16,662   $ 38,005  
 
Pandora Media, Inc.
Condensed Consolidated Balance Sheets
(In thousands)
   
 
As of December 31, As of June 30,
2013 2014
Assets (audited) (unaudited)
Current assets:
Cash and cash equivalents $ 245,755 $ 157,848
Short-term investments 98,662 166,429
Accounts receivable, net 164,023 177,218
Prepaid expenses and other current assets   10,343     10,512  
Total current assets 518,783 512,007
 
Long-term investments 105,686 113,647
Property and equipment, net 35,151 40,147
Other long-term assets   13,715     13,701  
Total assets $ 673,335   $ 679,502  
 
Liabilities and stockholders' equity
Current liabilities:
Accounts payable $ 14,413 $ 11,395
Accrued liabilities 14,881 13,147
Accrued royalties 66,110 72,259
Deferred revenue 42,650 22,763
Accrued compensation   17,952     31,102  
Total current liabilities 156,006 150,666
 
Other long-term liabilities   9,098     10,374  
Total liabilities   165,104     161,040  
 
Stockholders' equity
Common stock 20 21
Additional paid-in capital 675,103 725,776
Accumulated deficit (166,591 ) (207,250 )
Accumulated other comprehensive loss   (301 )   (85 )
Total stockholders' equity   508,231     518,462  
Total liabilities and stockholders' equity $ 673,335   $ 679,502  
 
Pandora Media, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
         
Three months ended Six months ended
June 30, June 30,
2013 2014 2013 2014
(recast) (recast)
Operating Activities
Net loss $ (6,902 ) $ (11,728 ) $ (45,588 ) $ (40,659 )
Adjustments to reconcile to net cash used in operating activities:
Depreciation and amortization 2,501 3,763 4,535 7,109
Stock-based compensation 10,138 20,613 16,662 38,005
Amortization of premium on investments 20 686 80 1,380
Amortization of debt issuance costs 66 50 132 99
Changes in assets and liabilities:
Accounts receivable (17,707 ) (28,898 ) (14,060 ) (13,195 )
Prepaid expenses and other assets (9,459 ) 1,846 (10,602 ) (3,366 )
Accounts payable and accrued liabilities 12,127 (306 ) 14,038 1,095
Accrued royalties (5,603 ) (2,440 ) 3,750 6,145
Accrued compensation 4,486 11,483 421 10,748
Deferred revenue 5,431 (5,360 ) 12,853 (19,887 )
Reimbursement of cost of leasehold improvements   276     3,161     276     3,161  
Net cash used in operating activities (4,626 ) (7,130 ) (17,503 ) (9,365 )
 
Investing Activities
Purchases of property and equipment (6,693 ) (4,537 ) (11,011 ) (16,311 )
Changes in restricted cash (3,200 ) - (3,200 ) -
Purchases of investments (10,069 ) (78,533 ) (23,434 ) (194,122 )
Proceeds from maturities of investments 10,860 82,821 29,690 116,831
Payments related to acquisition   (400 )   -     (400 )   -  
Net cash used in investing activities (9,502 ) (249 ) (8,355 ) (93,602 )
 
Financing activities
Proceeds from employee stock purchase plan - 1,619 - 2,482
Proceeds from issuance of common stock   2,053     2,811     6,086     12,562  
Net cash provided by financing activities 2,053 4,430 6,086 15,044
 
Effects of foreign currency translation on cash and cash equivalents (48 ) 1 (54 ) 16
 
Net decrease in cash and cash equivalents (12,123 ) (2,948 ) (19,826 ) (87,907 )
Cash and cash equivalents at beginning of period   52,236     160,796     59,939     245,755  
Cash and cash equivalents at end of period $ 40,113   $ 157,848   $ 40,113   $ 157,848  
 
Pandora Media, Inc.
Reconciliation of GAAP to Non-GAAP Measures
(In thousands, except per share amounts)
(Unaudited)
         
Three months ended Six months ended
June 30, June 30,
2013 2014 2013 2014
(recast) (recast)
Revenue
GAAP total revenue $ 153,104 $ 218,894 $ 268,228 $ 413,209
Subscription return reserve   5,331     -     7,248     (14,186 )
Non-GAAP total revenue $ 158,435   $ 218,894   $ 275,476   $ 399,023  
 
Gross profit
GAAP gross profit $ 62,429 $ 93,444 $ 81,954 $ 164,505
Subscription return reserve 5,331 - 7,248 (14,186 )
Stock-based compensation: Cost of revenue - Other   482     1,032     895     1,913  
Non-GAAP gross profit $ 68,242   $ 94,476   $ 90,097   $ 152,232  
 
Net income (loss)
GAAP net loss $ (6,902 ) $ (11,728 ) $ (45,588 ) $ (40,659 )
Subscription return reserve 5,331 - 7,248 (14,186 )
Amortization of intangibles - 182 - 364
Stock-based compensation   10,138     20,613     16,662     38,005  
Non-GAAP net income (loss) $ 8,567   $ 9,067   $ (21,678 ) $ (16,476 )
 
Basic EPS
GAAP basic EPS $ (0.04 ) $ (0.06 ) $ (0.26 ) $ (0.20 )
Subscription return reserve (1) 0.03 - 0.04 (0.07 )
Amortization of intangibles (1) - - - -
Stock-based compensation (1)   0.06     0.10     0.10     0.19  
Non-GAAP basic EPS $ 0.05   $ 0.04   $ (0.12 ) $ (0.08 )
 
Shares used in computing basic EPS 174,789 205,706 173,766 202,798
 
Diluted EPS
GAAP diluted EPS $ (0.04 ) $ (0.06 ) $ (0.26 ) $ (0.20 )
Subscription return reserve (1) 0.03 - 0.04 (0.07 )
Amortization of intangibles (1) - - - -
Stock-based compensation (1)   0.05     0.09     0.10     0.19  
Non-GAAP diluted EPS $ 0.04   $ 0.04   $ (0.12 ) $ (0.08 )
 
Shares used in computing diluted EPS 195,487 218,602 173,766 202,798
 
(1) EPS may not recalculate due to rounding
 
Pandora Media, Inc.
Monetization: RPM History
(Unaudited)
                               
 
Three months ended Year Ended Three months ended Year Ended Three months ended
3/31/2012 6/30/2012 9/30/2012 12/31/2012 12/31/2012 3/31/2013 6/30/2013 9/30/2013 12/31/2013 12/31/2013 3/31/2014 6/30/2014
(recast) (recast) (recast) (recast) (recast) (recast) (recast) (recast) (recast) (recast)
Advertising RPMs
Traditional computer $ 43.23 $ 53.99 $ 57.06 $ 59.31 $ 53.47 $ 44.63 $ 58.53 $ 58.44 $ 61.92 $ 55.84 $ 52.75 $ 62.43
Mobile and other connected devices 15.73 22.25 23.51 25.52 22.15 20.43 32.56 35.31 36.20 30.93 29.46 36.00
Total $ 22.45 $ 29.33 $ 30.30 $ 32.33 $ 28.92 $ 24.85 $ 37.89 $ 39.68 $ 40.95 $ 35.66 $ 33.40 $ 40.11
 
Total RPMs
Traditional computer $ 42.80 $ 52.07 $ 55.51 $ 57.67 $ 52.01 $ 45.17 $ 56.73 $ 57.50 $ 61.28 $ 55.18 $ 54.42 $ 61.01
Mobile and other connected devices 16.68 23.25 24.87 26.93 23.38 22.41 34.37 38.75 39.99 33.89 37.43 39.88
Total $ 23.86 $ 30.40 $ 31.70 $ 33.68 $ 30.23 $ 26.96 $ 39.17 $ 42.49 $ 44.14 $ 38.19 $ 40.51 $ 43.41
 
Total RPMs based on non-GAAP revenue
Traditional computer $ 42.92 $ 52.20 $ 55.64 $ 57.83 $ 52.15 $ 45.36 $ 57.09 $ 57.68 $ 61.32 $ 55.37 $ 52.92 $ 61.01
Mobile and other connected devices 17.06 23.65 25.20 27.34 23.76 22.92 36.01 39.32 40.10 34.57 34.15 39.88
Total $ 24.16 $ 30.74 $ 31.98 $ 34.03 $ 30.55 $ 27.41 $ 40.53 $ 42.98 $ 44.23 $ 38.77 $ 37.55 $ 43.41

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