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ValueClick Announces Fourth Quarter 2007 Results
Revenue and Adjusted-EBITDA Exceed Guidance; Company Provides 2008 Outlook Company Announces Settlement with the U.S. Federal Trade Commission
WESTLAKE VILLAGE, Calif., Feb 13, 2008 (BUSINESS WIRE) -- ValueClick, Inc. (Nasdaq:VCLK) today reported financial results for the fourth quarter and fiscal year ended December 31, 2007. Highlights for the quarter included:

-- Revenue of $183.1 million, which exceeded previously issued guidance and increased 14 percent from the fourth quarter of 2006;

-- A settlement agreement with the U.S. Federal Trade Commission (FTC), subject to Department of Justice and presiding court approval, including a $2.9 million payment which the Company recorded in the fourth quarter of 2007;

-- Diluted net income per common share of $0.18, which was at the high end of the previously issued guidance range; and

-- Adjusted-EBITDA(1) of $45.6 million, which exceeded previously issued guidance.

The charge associated with FTC settlement payment, which was not included in the Company's previously issued guidance, lowered diluted net income per common share by $0.03 and lowered adjusted-EBITDA by $2.9 million.

"We ended 2007 on a strong note and we are pleased to announce a settlement with the FTC," said Tom Vadnais, chief executive officer of ValueClick. "While macroeconomic uncertainties are a current industry concern, we believe we are positioned to generate growth and healthy margins in 2008. Our diversified offerings and scale make us a preferred partner for major digital marketers in the U.S. and abroad."

Fourth Quarter 2007 Results

Revenue for the fourth quarter of 2007 was $183.1 million, which exceeded the high end of the Company's previously issued guidance and increased $22.7 million, or 14 percent, from $160.4 million for the fourth quarter of 2006. Fourth quarter 2007 results include three months of operations from MeziMedia, which was acquired in July 2007, and Shopping.net, which was acquired in December 2006.

Income before income taxes for the fourth quarter of 2007 was $32.5 million compared to $38.5 million for the fourth quarter of 2006. General and administrative expenses for the fourth quarter of 2007 included a $2.9 million charge related to the Company's settlement with the FTC. Stock-based compensation expense and amortization of intangibles expense totaled $13.3 million for the fourth quarter of 2007, compared to $7.7 million for the fourth quarter of 2006.

Adjusted-EBITDA for the fourth quarter of 2007 was $45.6 million, which exceeded the high end of the Company's previously issued guidance and compared to $46.1 million for the fourth quarter of 2006. The charge related to the FTC investigation lowered adjusted-EBITDA by $2.9 million in the fourth quarter of 2007.

Net income for the fourth quarter of 2007 was $18.1 million, or $0.18 per diluted common share, at the high end of the Company's previously issued guidance and compared to $21.6 million, or $0.22 per diluted common share, for the fourth quarter of 2006. The charge related to the FTC investigation lowered diluted net income per common share by $0.03.

The consolidated balance sheet as of December 31, 2007 includes $287.5 million in cash, cash equivalents and marketable securities, more than $700 million in total stockholders' equity and no long-term debt. In fiscal year 2007, the Company repurchased 2.3 million shares of its outstanding common stock for $44.0 million. Year-to-date for 2008, the Company has repurchased approximately 288,000 shares for $5.4 million. ValueClick currently has $50.6 million of authorization remaining on it stock repurchase program.

Fiscal Year 2007 Results

For the fiscal year ended December 31, 2007, ValueClick reported revenue of $645.6 million, an increase of $100.0 million, or 18 percent, from revenue of $545.6 million for fiscal year 2006. Pro forma year-over-year revenue growth was 17 percent in 2007.

Fiscal year 2007 income before taxes was $123.3 million compared to $110.1 million for fiscal year 2006. General and administrative expenses for fiscal year 2007 included a $2.9 million charge related to the Company's preliminary settlement with the FTC. Stock-based compensation expense and amortization of intangibles expense totaled $44.4 million for fiscal year 2007, compared to $33.7 million for fiscal year 2006.

Fiscal year 2007 adjusted-EBITDA was $165.4 million compared to $145.1 million for fiscal year 2006. Net income for fiscal year 2007 was $71.2 million, or $0.71 per diluted common share, compared to $62.6 million, or $0.62 per diluted common share, for fiscal year 2006.

Federal Trade Commission Investigation Update

Today, the Company announced in a separate press release that it has reached a settlement agreement with the FTC, subject to Department of Justice and presiding court approval.

In an effort to settle this matter, ValueClick has agreed to a settlement payment of $2.9 million without an admission of liability or conceding that the Company violated any laws. The settlement agreement is based on the FTC's allegation that the Company utilized deceptive marketing practices to violate the CAN-SPAM Act and FTC Act, and relates solely to the past practices of the Company's Hi-Speed Media division and not to any past or present practices of WebClients or any other ValueClick subsidiary.

In the fourth quarter of 2007, ValueClick recorded a $2.9 million charge related to the settlement discussed above. The Company also has completed its previously-announced initiative to consolidate its lead generation activities into the Company's WebClients division, which now reports to the chief operating officer of U.S. Media, David Yovanno.

Senior Management Announcement

The Company also announced today that Sam Paisley, chief administrative officer, is resigning from his position, effective March 2, to pursue another opportunity. James Zarley, executive chairman, will continue to run the Company's corporate development program. Gary J. Fuges, vice president of investor relations, and Tom Vadnais will continue to run the Company's investor relations program. John Pitstick, chief financial officer, will join the investor relations team.

Business Outlook

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not include the potential impact of any mergers, acquisitions or other business combinations that may be completed after the date of this release. Actual stock-based compensation expense may differ from these estimates based on the timing and amount of options granted, the assumptions used in option valuation and other factors. Actual income tax expense may differ from these estimates based on tax planning, changes in tax accounting rules and laws, and other factors.

Today, ValueClick is providing its initial fiscal year 2008 guidance ranges:

Fiscal Year 2008                             Initial Guidance
----------------------------------- ----------------------------------
Revenue                                     $730-$745 million
----------------------------------- ----------------------------------
Adjusted-EBITDA                             $185-$190 million
----------------------------------- ----------------------------------
Diluted net income per common share            $0.78-$0.81
----------------------------------- ----------------------------------

Fiscal year 2008 guidance for diluted net income per common share includes a reduction of $0.14 per diluted common share for stock-based compensation expense, and assumes a 42 percent effective tax rate.

Additionally, ValueClick is announcing guidance for the first quarter of 2008:

First Quarter 2008                               Guidance
----------------------------------- ----------------------------------
Revenue                                     $166-$170 million
----------------------------------- ----------------------------------
Adjusted-EBITDA                              $40-$41 million
----------------------------------- ----------------------------------
Diluted net income per common share            $0.15-$0.16
----------------------------------- ----------------------------------

First quarter 2008 diluted net income per common share guidance includes a reduction of $0.04 per diluted common share for stock-based compensation expense and assumes a 42 percent effective tax rate.

Conference Call Today

Tom Vadnais, chief executive officer, and John Pitstick, chief financial officer, will present an overview of the results and other factors affecting ValueClick's financial performance for the fourth quarter during a conference call and webcast on February 13, 2008 at 1:30PM PT. Investors and analysts may obtain the dial-in information through StreetEvents (www.streetevents.com).

The live webcast and other information of potential interest to investors will be available to the public in the Investor Relations section of the Company's website (www.valueclick.com). Replay information will be available for seven days after the call and may be accessed at (888) 203-1112 for domestic callers and (719) 457-0820 for international callers. The passcode is 1050849.

About ValueClick

ValueClick, Inc. (Nasdaq:VCLK) is one of the world's largest integrated online marketing services companies, offering comprehensive and scalable solutions to deliver cost-effective customer acquisition for advertisers and transparent revenue streams for publishers. ValueClick's performance-based solutions allow its customers to reach their potential through multiple online marketing channels, including affiliate and search marketing, display advertising, lead generation, ad serving and related technologies, and comparison shopping. ValueClick brands include Commission Junction, ValueClick Media, Mediaplex, Smarter.com, CouponMountain.com, and PriceRunner. For more information, please visit www.valueclick.com.

This release contains forward-looking statements that involve risks and uncertainties, including, but not limited to, the risk that market demand for on-line advertising in general, and performance based on-line advertising in particular, will not grow as rapidly as predicted, and the risk that legislation and governmental regulation could negatively impact the Company's performance. Actual results may differ materially from the results predicted, and reported results should not be considered an indication of future performance. Important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements are detailed under "Risk Factors" and elsewhere in filings with the Securities and Exchange Commission made from time to time by ValueClick, including, but not limited to: its annual report on Form 10-K filed on March 1, 2007; recent quarterly reports on Form 10-Q; and other current reports on Form 8-K. ValueClick undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

(1) Adjusted-EBITDA is defined as GAAP (Generally Accepted Accounting Principles) net income before interest, income taxes, depreciation, amortization, and stock-based compensation. Please see the attached schedule for a reconciliation of GAAP net income to adjusted-EBITDA, and a discussion of why the Company believes adjusted-EBITDA is a useful financial measure to investors and how Company management uses this financial measure.

                           VALUECLICK, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                (In thousands, except per share data)

                                                    Three-month Period
                                                    Ended December 31,
                                                       2007     2006
                                                    --------- --------
                                                        (Unaudited)
                                                         (Note 1)
Revenue                                              $183,124 $160,436
Cost of revenue                                        58,047   47,789
                                                    --------- --------
  Gross profit                                        125,077  112,647
Operating expenses:
  Sales and marketing (Note 2)                         53,631   47,620
  General and administrative (Note 2)                  24,167   15,594
  Technology (Note 2)                                   9,573    8,183
  Amortization of intangible assets                     7,982    5,234
                                                    --------- --------
       Total operating expenses                        95,353   76,631
                                                    --------- --------
Income from operations                                 29,724   36,016
  Interest and other income, net                        2,796    2,440
                                                    --------- --------
Income before income taxes                             32,520   38,456
  Income tax expense (Note 3)                          14,371   16,906
                                                    --------- --------
Net income                                           $ 18,149 $ 21,550
                                                    ========= ========

Basic net income per common share                    $   0.18 $   0.22
                                                    ========= ========

Weighted-average shares used to compute basic net
 income per common share                               98,177   98,567
                                                    ========= ========

Diluted net income per common share                  $   0.18 $   0.22
                                                    ========= ========

Weighted-average shares used to compute diluted net
 income per common share                               99,245  100,175
                                                    ========= ========

Note 1 - The condensed consolidated statements of operations include the results of Shopping.net and MeziMedia from the acquisition consummation dates (December 1, 2006 and July 30, 2007, respectively). Had these transactions been completed as of January 1, 2006, on an unaudited pro forma basis, revenue would have been $178.2 million, and net income would have been $23.0 million, or $0.23 per diluted common share, for the three-month period ended December 31, 2006. These unaudited pro forma results are for information purposes only, are not necessarily indicative of what the actual results would have been had these transactions occurred on January 1, 2006, and are not necessarily indicative of future results.

Note 2 - Includes stock-based compensation as follows:  Three-month
                                                        Period Ended
                                                         December 31,
                                                       ---------------
                                                         2007    2006
                                                       ------- -------
                                                         (Unaudited)
Sales and marketing                                    $ 1,577 $   835
General and administrative                               3,081   1,231
Technology                                                 677     366
                                                       ------- -------
  Total stock-based compensation                       $ 5,335 $ 2,432
                                                       ======= =======

Note 3 - The Company's income tax expense for the quarter ended December 31, 2007 is preliminary and subject to change based upon the completion of the Company's final year-end tax-related procedures.

                           VALUECLICK, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                (In thousands, except per share data)

                                                        Year Ended
                                                       December 31,
                                                     -----------------
                                                       2007     2006
                                                     -------- --------
                                                        (Unaudited)
                                                         (Note 1)
Revenue                                              $645,616 $545,616
Cost of revenue                                       204,601  167,861
                                                     -------- --------
  Gross profit                                        441,015  377,755
Operating expenses:
  Sales and marketing (Note 2)                        190,667  162,905
  General and administrative (Note 2)                  77,184   58,128
  Technology (Note 2)                                  35,959   32,797
  Amortization of intangible assets                    25,949   21,801
                                                     -------- --------
       Total operating expenses                       329,759  275,631
                                                     -------- --------
Income from operations                                111,256  102,124
  Interest and other income, net                       12,053    8,005
                                                     -------- --------
Income before income taxes                            123,309  110,129
    Income tax expense (Note 3)                        52,068   47,555
                                                     -------- --------
Net income                                           $ 71,241 $ 62,574
                                                     ======== ========

Basic net income per common share                    $   0.72 $   0.63
                                                     ======== ========

Weighted-average shares used to compute basic net
 income per common share                               99,224   99,600
                                                     ======== ========

Diluted net income per common share                  $   0.71 $   0.62
                                                     ======== ========

Weighted-average shares used to compute diluted net
 income per common share                              100,518  101,721
                                                     ======== ========

Note 1 - The condensed consolidated statements of operations include the results of Shopping.net and MeziMedia from the acquisition consummation dates (December 1, 2006 and July 30, 2007, respectively). Had these transactions been completed as of January 1, 2006, on an unaudited pro forma basis, revenue would have been $690.4 million and $589.4 million, and net income would have been $74.7 million, or $0.74 per diluted common share, and $60.0 million, or $0.59 per diluted common share, for the years ended December 31, 2007 and 2006, respectively. These unaudited pro forma results are for information purposes only, are not necessarily indicative of what the actual results would have been had these transactions occurred on January 1, 2006, and are not necessarily indicative of future results.

Note 2 - Includes stock-based compensation as follows:   Year Ended
                                                        December 31,
                                                       ---------------
                                                         2007    2006
                                                       ------- -------
                                                         (Unaudited)
Sales and marketing                                    $ 5,101 $ 4,429
General and administrative                              10,937   5,258
Technology                                               2,449   2,253
                                                       ------- -------
  Total stock-based compensation                       $18,487 $11,940
                                                       ======= =======

Note 3 - The Company's income tax expense for the year ended December 31, 2007 is preliminary and subject to change based upon the completion of the Company's final year-end tax-related procedures.

                           VALUECLICK, INC.
       RECONCILIATION OF NET INCOME TO ADJUSTED-EBITDA (Note 1)
                            (In thousands)

                                                   Three-month Period
                                                   Ended December 31,
                                                   ------------------
                                                      2007     2006
                                                   ---------- -------
                                                       (Unaudited)
Net income (Note 2)                                   $18,149 $21,550
     Less interest income, net                         (2,796) (2,440)
     Plus provision for income taxes                   14,371  16,906
     Plus amortization of intangible assets             7,982   5,234
     Plus depreciation and leasehold amortization       2,555   2,413
     Plus stock-based compensation                      5,335   2,432
                                                   ---------- -------
Adjusted-EBITDA                                       $45,596 $46,095
                                                   ========== =======

                                                       Year Ended
                                                      December 31,
                                                    -----------------
                                                      2007     2006
                                                    -------- --------
                                                       (Unaudited)
Net income (Note 2)                                 $ 71,241 $ 62,574
     Less interest income, net                       (12,053)  (8,005)
     Plus provision for income taxes                  52,068   47,555
     Plus amortization of intangible assets           25,949   21,801
     Plus depreciation and leasehold amortization      9,757    9,264
     Plus stock-based compensation                    18,487   11,940
                                                    -------- --------
Adjusted-EBITDA                                     $165,449 $145,129
                                                    ======== ========

Note 1 - "Adjusted-EBITDA" (earnings before interest, income taxes, depreciation, amortization, and stock-based compensation) included in this press release is a non-GAAP financial measure.

Adjusted-EBITDA, as defined above, may not be similar to adjusted-EBITDA measures used by other companies and is not a measurement under GAAP. Management believes that adjusted-EBITDA provides useful information to investors about the Company's performance because it eliminates the effects of period-to-period changes in income from interest on the Company's cash and marketable securities and the costs associated with income tax expense, capital investments, and stock-based compensation expense. Management uses adjusted-EBITDA in evaluating the overall performance of the Company's business operations.

Though management finds adjusted-EBITDA useful for evaluating aspects of the Company's business, its reliance on this measure is limited because excluded items often have a material effect on the Company's earnings and earnings per common share calculated in accordance with GAAP. Therefore, management always uses adjusted-EBITDA in conjunction with GAAP earnings and earnings per common share measures. The Company believes that adjusted-EBITDA provides investors with an additional tool for evaluating the Company's core performance, which management uses in its own evaluation of overall performance, and a baseline for assessing the future earnings potential of the Company. While the GAAP results are more complete, the Company prefers to allow investors to have this supplemental metric since, with a reconciliation to GAAP, it may provide greater insight into the Company's financial results.

Note 2 - Net income for the three-months and year ended December 31, 2007 included a $2.9 million expense related to the Company's settlement with the U.S. Federal Trade Commission (FTC). As described in this release, the Company has reached a settlement with the FTC and is awaiting court approval. Excluding this reserve, adjusted-EBITDA would have been $48.5 million and $168.3 million for the three- and twelve-month periods ended December 31, 2007, respectively.

                           VALUECLICK, INC.
                      SEGMENT OPERATING RESULTS
                            (In thousands)

                                     Three-month       Year Ended
                                     Period Ended     December 31,
                                     December 31,
                                  ----------------- -----------------
                                    2007     2006     2007     2006
                                  -------- -------- -------- --------
                                     (Unaudited)       (Unaudited)
Media:
Revenue                           $ 91,774 $111,647 $386,735 $382,973
Cost of revenue                     41,220   39,763  154,767  141,457
                                  -------- -------- -------- --------
Gross profit                        50,554   71,884  231,968  241,516
Operating expenses                  30,957   43,557  145,394  147,323
                                  -------- -------- -------- --------
Segment income from operations    $ 19,597 $ 28,327 $ 86,574 $ 94,193
                                  ======== ======== ======== ========

Comparison Shopping:
Revenue                           $ 45,808 $  8,849 $ 92,020 $ 26,217
Cost of revenue                      9,879      903   20,332    2,165
                                  -------- -------- -------- --------
Gross profit                        35,929    7,946   71,688   24,052
Operating expenses                  26,164    5,904   54,239   20,976
                                  -------- -------- -------- --------
Segment income from operations    $  9,765 $  2,042 $ 17,449 $  3,076
                                  ======== ======== ======== ========

Affiliate Marketing:
Revenue                           $ 37,508 $ 32,728 $136,696 $112,150
Cost of revenue                      6,502    6,047   26,374   19,770
                                  -------- -------- -------- --------
Gross profit                        31,006   26,681  110,322   92,380
Operating expenses                  11,224    8,342   42,063   34,474
                                  -------- -------- -------- --------
Segment income from operations    $ 19,782 $ 18,339 $ 68,259 $ 57,906
                                  ======== ======== ======== ========

Technology:
Revenue                           $  9,085 $  7,686 $ 32,538 $ 25,714
Cost of revenue                      1,486    1,372    5,765    5,396
                                  -------- -------- -------- --------
Gross profit                         7,599    6,314   26,773   20,318
Operating expenses                   3,902    3,239   14,139   12,696
                                  -------- -------- -------- --------
Segment income from operations       3,697 $  3,075 $ 12,634 $  7,622
                                  ======== ======== ======== ========

Total segment income from
 operations                       $ 52,841 $ 51,783 $184,916 $162,797
Corporate expenses                  (9,800)  (8,101) (29,224) (26,932)
Stock-based compensation            (5,335)  (2,432) (18,487) (11,940)
Amortization of intangible assets   (7,982)  (5,234) (25,949) (21,801)
                                  -------- -------- -------- --------
Consolidated income from
 operations                       $ 29,724 $ 36,016 $111,256 $102,124
                                  ======== ======== ======== ========


Reconciliation of segment revenue
 to consolidated revenue:
Media                             $ 91,774 $111,647 $386,735 $382,973
Comparison Shopping                 45,808    8,849   92,020   26,217
Affiliate Marketing                 37,508   32,728  136,696  112,150
Technology                           9,085    7,686   32,538   25,714
Inter-segment eliminations          (1,051)    (474)  (2,373)  (1,438)
                                  -------- -------- -------- --------
Consolidated revenue              $183,124 $160,436 $645,616 $545,616
                                  ======== ======== ======== ========

                           VALUECLICK, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS
                            (In thousands)


                                                  December    December
                                                      31,        31,
                                                     2007       2006
                                                  ----------  --------
                                                      (Unaudited)
ASSETS
CURRENT ASSETS:
  Cash and cash equivalents                       $   82,767  $ 76,769
  Marketable securities, at fair value               204,750   204,825
  Accounts receivable, net                           126,605   107,785
  Other current assets                                18,350    13,611
                                                  ----------  --------
   Total current assets                              432,472   402,990
  Property and equipment, net                         19,357    18,995
  Goodwill                                           439,532   278,070
  Intangible assets, net                             112,979    91,383
  Other assets                                         6,247     1,828
                                                  ----------  --------
TOTAL ASSETS                                      $1,010,587  $793,266
                                                  ==========  ========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities                               $  218,135  $ 87,414
Non-current liabilities                               81,890    62,143
                                                  ----------  --------
   Total liabilities                                 300,025   149,557
   Total stockholders' equity                        710,562   643,709
                                                  ----------  --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY        $1,010,587  $793,266
                                                  ==========  ========

SOURCE: ValueClick, Inc.

ValueClick, Inc.
Gary J. Fuges, CFA
818-575-4677
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