SANTA CLARA, Calif.--(BUSINESS WIRE)--
Rovi Corporation (NASDAQ:ROVI) today reported financial results for the
second quarter ended June 30, 2015.
The Company reported second quarter revenue of $127.8 million, a
decrease of 7% compared to $137.1 million in the second quarter of 2014.
Revenues were lower than in the comparable period of the prior year,
which benefited from higher Consumer Electronics revenues, in part due
to one-time revenues from Samsung. Second quarter 2015 Income from
continuing operations, net of tax, was $3.3 million, compared to $2.7
million Loss from continuing operations, net of tax, for the second
quarter of 2014. Second quarter Diluted income per share from continuing
operations was $0.04, compared to $0.03 Diluted loss per share from
continuing operations in the second quarter of 2014. After taking into
consideration discontinued operations, the Company reported second
quarter Net income of $3.3 million, compared to a Net loss of $2.6
million for the same quarter of 2014. Second quarter Diluted income per
share was $0.04, compared to $0.03 Diluted loss per share in the second
quarter of 2014.
On a Non-GAAP basis, second quarter Non-GAAP Net Income was $32.7
million, compared to $39.5 million in the second quarter of 2014, and
second quarter Non-GAAP Diluted Income Per Share was $0.38, compared to
$0.43 in the second quarter of 2014.
Non-GAAP Net Income and Non-GAAP Diluted Income Per Share are defined
below in the section entitled “Non-GAAP Information.” Reconciliations
between GAAP and Non-GAAP results from operations are provided in the
tables below.
“During the second quarter, Rovi continued to advance its IP license
renewal negotiations with the big-four and we licensed our advanced
search and recommendation technology to two major service providers. We
continued to advance our analytics business, improved our data
operational performance and advanced discussions with operators for our
Fan TV solution. I am also pleased with the efforts to contain spending
during a quarter of softer sales,” said Tom Carson, President and CEO of
Rovi.
“While we are disappointed with the Netflix ruling, we continue to
believe in our broader IP licensing business. Our second half focus is
on achieving our sales and profit objectives, continuing our big-four
renewal negotiations, securing meaningful design wins for our products
and continuing to pursue our Netflix litigation.”
Rovi believes its stock is currently undervalued, and the Company
intends to repurchase an additional $50 million of the Company’s shares
in the third quarter of 2015, under the existing stock repurchase
authorization from the Board of Directors.
Business Outlook
Rovi now anticipates fiscal year 2015 revenue of $500 million to $530
million and fiscal year 2015 non-GAAP diluted income per share of $1.35
to $1.60. The low-end of this range assumes no new or one-time revenues
are recognized in the second-half of 2015, which the Company considers
unlikely. The midpoint of this range assumes approximately the same
level of new or one-time revenues in the second half of the year as the
Company achieved in the first half of 2015.
Conference Call Information
Rovi management will host a conference call today, July 30, 2015, at
1:30 p.m. PT/4:30 p.m. ET to discuss the financial results. Investors
and analysts interested in participating in the conference are welcome
to call 1-866-621-1214 (or international +1-706-643-4013) and reference
conference ID 79563945. The conference call can also be accessed via
live webcast in the Investor Relations section of Rovi's website at http://www.rovicorp.com/.
A telephonic replay of the conference call will be available through
August 5, 2015 and can be accessed by calling 1-800-585-8367 (or
international +1-404-537-3406) and entering conference ID 79563945. A
replay of the audio webcast will be available on Rovi Corporation's
website shortly after the live call ends and will remain on Rovi
Corporation's website until its next quarterly earnings call.
Non-GAAP Information
Rovi Corporation provides Non-GAAP information to assist investors in
assessing its current and future operations in the way that its
management evaluates those operations. Non-GAAP Net Income, Non-GAAP
Diluted Income Per Share, Non-GAAP COGS, Non-GAAP Research and
Development Expenses, Non-GAAP Selling, General and Administrative
Expenses, Non-GAAP Total OpEx and Non-GAAP Total COGS and OpEx are
supplemental measures of the Company's performance that are not required
by, and are not presented in accordance with GAAP. Non-GAAP information
is not a substitute for any performance measure derived in accordance
with GAAP.
Non-GAAP Net Income is defined as GAAP income (loss) from continuing
operations, net of tax, adding back non-cash items such as equity-based
compensation, amortization of intangibles, amortization or write-off of
note issuance costs, non-cash interest expense recorded on convertible
debt under Accounting Standards Codification (“ASC”) 470-20 (formerly
known as FSP APB 14-1), mark-to-market fair value adjustments for
interest rate swaps and the reversals of discrete tax items including
reserves; as well as items which impact comparability that are required
to be recorded under GAAP, but that the Company believes are not
indicative of its core operating results such as changes in the fair
value of contingent consideration, gains from the release of Sonic
payroll tax withholding liabilities related to a stock option review,
transaction, transition and integration costs, contested proxy election
costs, restructuring and asset impairment (benefit) charges, payments to
note holders and for expenses in connection with the early redemption or
modification of debt and gains on sale of strategic investments. While
depreciation expense is a non-cash item, it is included in Non-GAAP Net
Income as a reasonable proxy for capital expenditures.
Non-GAAP Diluted Income Per Share is calculated using Non-GAAP Net
Income.
Non-GAAP COGS is defined as GAAP cost of revenues excluding equity-based
compensation and transition and integration expenses.
Non-GAAP Research and Development Expenses is defined as GAAP research
and development expenses excluding equity-based compensation and
transition and integration expenses.
Non-GAAP Selling, General and Administrative Expenses is defined as GAAP
selling, general and administrative expenses excluding equity-based
compensation, contested proxy election costs, changes in the fair value
of contingent consideration, and transaction, transition and integration
expenses.
Non-GAAP Total OpEx is defined as the sum of GAAP research and
development and selling, general and administrative expenses,
depreciation and gain on sale of patents excluding equity-based
compensation, contested proxy election costs, changes in the fair value
of contingent consideration, and transaction, transition and integration
expenses.
Non-GAAP Total COGS and OpEx is defined as GAAP Total Operating costs
and expenses, excluding equity-based compensation, contested proxy
election costs, changes in the fair value of contingent consideration,
amortization of intangible assets, restructuring and asset impairment
(benefit) charges, and transaction, transition and integration expenses.
The Company's management has evaluated and made operating decisions
about its business operations primarily based upon Non-GAAP Net Income
and Non-GAAP Diluted Income Per Share. Management uses Non-GAAP Income
and Non-GAAP Diluted Income Per Share as measures as they exclude items
management does not consider to be “core costs” or “core proceeds” when
making business decisions. Therefore, management presents these Non-GAAP
financial measures along with GAAP measures. For each such Non-GAAP
financial measure, the adjustment provides management with information
about the Company's underlying operating performance that enables a more
meaningful comparison of its financial results in different reporting
periods. For example, since Rovi Corporation does not acquire businesses
on a predictable cycle, management excludes amortization of intangibles
from acquisitions, transaction costs and transition and integration
costs in order to make more consistent and meaningful evaluations of the
Company's operating expenses. Management also excludes the effect of
restructuring and asset impairment (benefit) charges, expenses in
connection with the early redemption or modification of debt and gains
on sale of strategic investments. Management excludes the impact of
equity-based compensation to help it compare current period operating
expenses against the operating expenses for prior periods and to
eliminate the effects of this non-cash item, which, because it is based
upon estimates on the grant dates, may bear little resemblance to the
actual values realized upon the future exercise, expiration, termination
or forfeiture of the equity-based compensation, and which, as it relates
to stock options and stock purchase plan shares, is required for GAAP
purposes to be estimated under valuation models, including the
Black-Scholes model used by Rovi Corporation. Management excludes
non-cash interest expense recorded on convertible debt under ASC 470-20,
mark-to-market fair value adjustments for interest rate swaps, caps,
foreign currency collars, and the reversals of discrete tax items
including reserves as they are non-cash items and not considered “core
costs” or meaningful when management evaluates the Company's operating
expenses. Management reclassifies the current period benefit or cost of
the interest rate swaps from gain or loss on interest rate swaps and
caps, net to interest expense in order for interest expense to reflect
the swap rates, as these instruments were entered into to control the
interest rate the Company effectively pays on its debt.
Management is using these Non-GAAP measures to help it make budgeting
decisions, including decisions that affect operating expenses and
operating margin. Further, Non-GAAP financial information helps
management track actual performance relative to financial targets.
Making Non-GAAP financial information available to investors, in
addition to GAAP financial information, may also help investors compare
the Company's performance with the performance of other companies in our
industry, which may use similar financial measures to supplement their
GAAP financial information.
Management recognizes that the use of Non-GAAP measures has limitations,
including the fact that management must exercise judgment in determining
which types of charges should be excluded from the Non-GAAP financial
information. Because other companies, including companies similar to
Rovi Corporation, may calculate their non-GAAP financial measures
differently than the Company calculates its Non-GAAP measures, these
Non-GAAP measures may have limited usefulness in comparing companies.
Management believes, however, that providing Non-GAAP financial
information, in addition to GAAP financial information, facilitates
consistent comparison of the Company's financial performance over time.
The Company provides Non-GAAP financial information to the investment
community, not as an alternative, but as an important supplement to GAAP
financial information; to enable investors to evaluate the Company's
core operating performance in the same way that management does.
Reconciliations between historical and Non-GAAP results of operations
are provided in the tables below.
About Rovi Corporation
Rovi is leading the way to a more personalized entertainment experience.
The Company’s pioneering guides, data, and recommendations continue to
drive program search and navigation on millions of devices on a global
basis. With a new generation of cloud-based discovery capabilities and
emerging solutions for interactive advertising and audience analytics,
Rovi is enabling premier brands worldwide to increase their reach, drive
consumer satisfaction and create a better entertainment experience
across multiple screens. The Company holds over 5,000 issued or pending
patents worldwide and is headquartered in Santa Clara, California.
Discover more about Rovi at Rovicorp.com.
Forward Looking Statements
All statements contained herein, including the quotations attributed to
Mr. Carson, that are not statements of historical fact, including
statements that use the words “will,” “believes,” “anticipates,”
“estimates,” “expects,” “intends” or similar words that describe the
Company's or its management's future plans, objectives, or goals, are
“forward-looking statements” and are made pursuant to the Safe-Harbor
provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements include, but are not limited to, the
Company's estimates of future revenues, earnings and expenses, business
strategies, anticipated contract signings, and stock repurchases.
Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause the actual results of
the Company to be materially different from the historical results
and/or from any future results or outcomes expressed or implied by such
forward-looking statements. Such factors include, among others, the
risks associated with the Company’s ongoing sales reorganization,
adverse rulings in litigations such as Netflix, the Company's ability to
successfully execute on its strategic plan and customer demand for and
industry acceptance of the Company's technologies and integrated
solutions. Such factors are further addressed in the Company's Quarterly
Report on Form 10-Q for the period ended June 30, 2015 and such other
documents as are filed with the Securities and Exchange Commission from
time to time (available at www.sec.gov).
The Company assumes no obligation, except as required by law, to update
any forward-looking statements in order to reflect events or
circumstances that may arise after the date of this release.
ROVI BUSINESS AND OPERATING HIGHLIGHTS:
IP Licensing:
-
Worldwide, approximately 181 million subscription Pay-TV households
either use a Rovi guide or use a guide under a license from Rovi.
Excluding pre-paid Pay-TV licensees, total Rovi Pay-TV subscribers
were approximately 131 million.
-
As previously announced, Charter Communications, the fourth-largest
cable operator in the United States, signed a new multi-year IP
license and licensed i-Guide, Passport Guide, Rovi Metadata, Rovi
Search, Recommendation & Conversation Services, and Rovi Analytics.
-
VIZIO, a leading TV manufacturer, renewed a multi-year patent license
agreement with Rovi.
-
Funai, a leading consumer electronics manufacturer, extended its
product and entertainment discovery patent license agreement with Rovi.
-
SK Broadband, one of the main IPTV providers in Korea delivering TV
everywhere (TVE) and video on demand (VOD), signed an entertainment
discovery patent license agreement with Rovi. SK Broadband provides
mobile TV service to subscribers of SK Telecom, Korea’s largest
telecommunications company.
Discovery:
-
Approximately 19 million subscription Pay-TV households use Rovi’s
cable television set-top box and digital terminal adapter (DTA) guide
products.
-
As previously announced, DISH licensed Rovi’s Search and Conversation
Services, allowing for voice recognition inputs.
-
As previously announced, Verizon, the largest U.S. wireless
communications service provider, licensed Rovi’s Advanced Search
technologies.
-
J:COM (Jupiter Telecommunications), Japan’s largest cable television
operator, will deploy new features for G-Guide HTML to power seamless
entertainment discovery across live TV programming and video-on-demand
(VOD) content, including rich metadata information for catch-up TV.
-
Enhanced Rovi Cloud Platform and Services with additional APIs that
include video discovery, remote management, search and recommendation
and Metadata distribution.
Metadata:
-
Made Rovi Knowledge Graph available to North American customers to
enhance their search and recommendations capabilities with popularity,
local data, trending data, and semantic and contextual links.
-
Launched the Rovi Popularity Package in North America offering
crowdsourced ratings, as well as trending and all-time popularity data
for people and programs.
-
Rovi moved toward real-time data delivery by offering multiple updates
per day to address live-event programming changes.
-
A major provider of streaming services expanded its license to use
Rovi Music metadata.
Analytics:
-
Continuing multiple commercial deployments and trials of our Rovi Ad
Optimizer and Promo Optimizer solutions with service providers and
major broadcast and network families.
Other:
-
James E. Meyer was unanimously elected as independent Chairman of
Rovi’s Board of Directors.
-
Rovi’s Board of Directors unanimously elected the members of each of
its Audit, Compensation, Strategy, and Corporate Governance &
Nominating committees.
|
ROVI CORPORATION AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
(In thousands, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Revenues
|
|
$
|
127,820
|
|
|
$
|
137,062
|
|
|
$
|
261,845
|
|
|
$
|
279,512
|
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
Cost of revenues, excluding amortization of intangible assets
|
|
25,669
|
|
|
26,040
|
|
|
53,799
|
|
|
58,536
|
|
|
Research and development
|
|
27,017
|
|
|
28,933
|
|
|
55,142
|
|
|
54,490
|
|
|
Selling, general and administrative
|
|
39,494
|
|
|
37,494
|
|
|
77,854
|
|
|
72,404
|
|
|
Depreciation
|
|
4,448
|
|
|
4,550
|
|
|
8,818
|
|
|
8,951
|
|
|
Amortization of intangible assets
|
|
19,236
|
|
|
19,330
|
|
|
38,600
|
|
|
38,020
|
|
|
Restructuring and asset impairment (benefit) charges
|
|
(178
|
)
|
|
3,505
|
|
|
1,539
|
|
|
5,682
|
|
|
Total costs and expenses
|
|
115,686
|
|
|
119,852
|
|
|
235,752
|
|
|
238,083
|
|
|
Operating income from continuing operations
|
|
12,134
|
|
|
17,210
|
|
|
26,093
|
|
|
41,429
|
|
|
Interest expense
|
|
(11,715
|
)
|
|
(13,196
|
)
|
|
(24,073
|
)
|
|
(26,759
|
)
|
|
Interest income and other, net
|
|
(183
|
)
|
|
1,597
|
|
|
503
|
|
|
1,835
|
|
|
Income (loss) on interest rate swaps
|
|
4,399
|
|
|
(4,701
|
)
|
|
(5,319
|
)
|
|
(7,336
|
)
|
|
Loss on debt extinguishment
|
|
(20
|
)
|
|
—
|
|
|
(120
|
)
|
|
—
|
|
|
Income (loss) from continuing operations before income taxes
|
|
4,615
|
|
|
910
|
|
|
(2,916
|
)
|
|
9,169
|
|
|
Income tax expense
|
|
1,277
|
|
|
3,624
|
|
|
9,216
|
|
|
10,200
|
|
|
Income (loss) from continuing operations, net of tax
|
|
3,338
|
|
|
(2,714
|
)
|
|
(12,132
|
)
|
|
(1,031
|
)
|
|
Income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
74
|
|
|
—
|
|
|
(55,874
|
)
|
|
Net income (loss)
|
|
$
|
3,338
|
|
|
$
|
(2,640
|
)
|
|
$
|
(12,132
|
)
|
|
$
|
(56,905
|
)
|
|
Basic earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
0.04
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.61
|
)
|
|
Basic earnings (loss) per share
|
|
$
|
0.04
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.62
|
)
|
|
Weighted average shares used in computing basic earnings (loss) per
share
|
|
85,248
|
|
|
91,019
|
|
|
86,767
|
|
|
92,246
|
|
|
Diluted earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
0.04
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.61
|
)
|
|
Diluted earnings (loss) per share
|
|
$
|
0.04
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.62
|
)
|
|
Weighted average shares used in computing diluted earnings (loss)
per share
|
|
85,487
|
|
|
91,019
|
|
|
86,767
|
|
|
92,246
|
|
|
|
|
See notes to the Condensed Consolidated Financial Statements in
our Quarterly Report on Form 10-Q.
|
|
|
|
ROVI CORPORATION AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
(In thousands)
|
|
|
|
|
|
June 30,
|
|
December 31,
|
|
|
|
2015
|
|
2014
|
|
ASSETS
|
|
(unaudited)
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
115,940
|
|
|
$
|
154,568
|
|
|
Short-term marketable securities
|
|
100,896
|
|
|
183,074
|
|
|
Accounts receivable, net
|
|
83,847
|
|
|
83,514
|
|
|
Deferred tax assets, net
|
|
10,553
|
|
|
18,553
|
|
|
Prepaid expenses and other current assets
|
|
14,638
|
|
|
12,851
|
|
|
Total current assets
|
|
325,874
|
|
|
452,560
|
|
|
Long-term marketable securities
|
|
164,533
|
|
|
131,378
|
|
|
Property and equipment, net
|
|
34,563
|
|
|
37,227
|
|
|
Intangible assets, net
|
|
424,864
|
|
|
463,348
|
|
|
Goodwill
|
|
1,343,543
|
|
|
1,343,652
|
|
|
Other long-term assets
|
|
22,961
|
|
|
17,225
|
|
|
Total assets
|
|
$
|
2,316,338
|
|
|
$
|
2,445,390
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
$
|
68,776
|
|
|
$
|
83,208
|
|
|
Deferred revenue
|
|
19,922
|
|
|
18,399
|
|
|
Current portion of long-term debt
|
|
7,000
|
|
|
302,375
|
|
|
Total current liabilities
|
|
95,698
|
|
|
403,982
|
|
|
Taxes payable, less current portion
|
|
9,483
|
|
|
10,100
|
|
|
Deferred revenue, less current portion
|
|
14,755
|
|
|
15,722
|
|
|
Long-term debt, less current portion
|
|
1,042,582
|
|
|
804,557
|
|
|
Long-term deferred tax liabilities, net
|
|
76,062
|
|
|
80,751
|
|
|
Other long-term liabilities
|
|
27,106
|
|
|
24,014
|
|
|
Total liabilities
|
|
1,265,686
|
|
|
1,339,126
|
|
|
Stockholders' equity:
|
|
|
|
|
|
Preferred stock
|
|
—
|
|
|
—
|
|
|
Common stock
|
|
131
|
|
|
131
|
|
|
Treasury stock
|
|
(1,113,386
|
)
|
|
(1,013,218
|
)
|
|
Additional paid-in capital
|
|
2,397,069
|
|
|
2,339,817
|
|
|
Accumulated other comprehensive loss
|
|
(5,871
|
)
|
|
(5,307
|
)
|
|
Accumulated deficit
|
|
(227,291
|
)
|
|
(215,159
|
)
|
|
Total stockholders’ equity
|
|
1,050,652
|
|
|
1,106,264
|
|
|
Total liabilities and stockholders’ equity
|
|
$
|
2,316,338
|
|
|
$
|
2,445,390
|
|
|
|
|
|
|
|
|
|
|
|
|
See notes to the Condensed Consolidated Financial Statements in
our Quarterly Report on Form 10-Q.
|
|
|
|
ROVI CORPORATION AND SUBSIDIARIES
|
|
REVENUE BY SEGMENT
|
|
(In thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Intellectual Property Licensing Revenues:
|
|
|
|
|
|
|
|
|
|
Service Provider
|
|
$
|
51,301
|
|
$
|
49,762
|
|
$
|
98,454
|
|
$
|
99,842
|
|
Consumer Electronics
|
|
|
18,431
|
|
|
22,922
|
|
|
36,297
|
|
|
45,768
|
|
Total Intellectual Property Licensing Revenues
|
|
|
69,732
|
|
|
72,684
|
|
|
134,751
|
|
|
145,610
|
|
|
|
|
|
|
|
|
|
|
|
Product Revenues:
|
|
|
|
|
|
|
|
|
|
Service Provider
|
|
|
50,298
|
|
|
54,291
|
|
|
101,323
|
|
|
102,812
|
|
Consumer Electronics
|
|
|
5,368
|
|
|
5,559
|
|
|
10,761
|
|
|
11,687
|
|
Other
|
|
|
2,422
|
|
|
4,528
|
|
|
15,010
|
|
|
19,403
|
|
Total Product Revenues
|
|
|
58,088
|
|
|
64,378
|
|
|
127,094
|
|
|
133,902
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenues
|
|
$
|
127,820
|
|
$
|
137,062
|
|
$
|
261,845
|
|
$
|
279,512
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ROVI CORPORATION AND SUBSIDIARIES
|
|
REVENUE BY SALES VERTICAL
|
|
(In thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Service Provider
|
|
$
|
101,599
|
|
$
|
104,053
|
|
$
|
199,777
|
|
$
|
202,654
|
|
Consumer Electronics
|
|
|
23,799
|
|
|
28,481
|
|
|
47,058
|
|
|
57,455
|
|
Other
|
|
|
2,422
|
|
|
4,528
|
|
|
15,010
|
|
|
19,403
|
|
Total Revenues
|
|
$
|
127,820
|
|
$
|
137,062
|
|
$
|
261,845
|
|
$
|
279,512
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ROVI CORPORATION AND SUBSIDIARIES
|
|
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
|
|
(In thousands, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
GAAP Income (loss) from continuing operations, net of tax
|
|
$
|
3,338
|
|
|
$
|
(2,714
|
)
|
|
$
|
(12,132
|
)
|
|
$
|
(1,031
|
)
|
|
Amortization of intangible assets
|
|
19,236
|
|
|
19,330
|
|
|
38,600
|
|
|
38,020
|
|
|
Restructuring and asset impairment (benefit) charges
|
|
(178
|
)
|
|
3,505
|
|
|
1,539
|
|
|
5,682
|
|
|
Equity-based compensation
|
|
10,653
|
|
|
11,980
|
|
|
22,716
|
|
|
22,160
|
|
|
Contested proxy election costs
|
|
3,941
|
|
|
—
|
|
|
4,346
|
|
|
—
|
|
|
Transaction, transition and integration expenses
|
|
—
|
|
|
1,210
|
|
|
—
|
|
|
1,839
|
|
|
Amortization of note issuance costs
|
|
663
|
|
|
932
|
|
|
1,310
|
|
|
1,902
|
|
|
Amortization of convertible note discount
|
|
2,864
|
|
|
3,454
|
|
|
5,676
|
|
|
6,843
|
|
|
Mark-to-market (gain) loss related to interest rate swaps
|
|
(5,410
|
)
|
|
3,998
|
|
|
3,447
|
|
|
6,505
|
|
|
Loss on debt extinguishment
|
|
20
|
|
|
—
|
|
|
120
|
|
|
—
|
|
|
Release of Sonic payroll tax withholding liabilities related to
stock option review
|
|
—
|
|
|
(1,182
|
)
|
|
—
|
|
|
(1,182
|
)
|
|
Income tax (benefit) expense (1)
|
|
(2,440
|
)
|
|
(1,010
|
)
|
|
1,732
|
|
|
839
|
|
|
Non-GAAP Net Income
|
|
$
|
32,687
|
|
|
$
|
39,503
|
|
|
$
|
67,354
|
|
|
$
|
81,577
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Diluted income (loss) per share from continuing operations
|
|
$
|
0.04
|
|
|
$
|
(0.03
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Diluted Income Per Share (2)
|
|
$
|
0.38
|
|
|
$
|
0.43
|
|
|
$
|
0.77
|
|
|
$
|
0.88
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Adjusts tax expense to the Non-GAAP cash tax rate.
|
|
|
|
|
|
(2) Since the Non-GAAP adjustments resulted in Non-GAAP Net
earnings, 91,601 shares, 93,011 shares and 87,318 shares were used
in computing Non-GAAP Diluted Income Per Share, which includes the
dilutive effect of common equivalent shares outstanding for the
three and six months ended June 30, 2014, and the six months ended
June 30, 2015, respectively.
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
GAAP Total Operating costs and expenses
|
|
$
|
115,686
|
|
|
$
|
119,852
|
|
|
$
|
235,752
|
|
|
$
|
238,083
|
|
|
Amortization of intangible assets
|
|
|
(19,236
|
)
|
|
|
(19,330
|
)
|
|
|
(38,600
|
)
|
|
|
(38,020
|
)
|
|
Restructuring and asset impairment benefit (charges)
|
|
|
178
|
|
|
|
(3,505
|
)
|
|
|
(1,539
|
)
|
|
|
(5,682
|
)
|
|
Equity-based compensation
|
|
|
(10,653
|
)
|
|
|
(11,980
|
)
|
|
|
(22,716
|
)
|
|
|
(22,160
|
)
|
|
Contested proxy election costs
|
|
|
(3,941
|
)
|
|
|
—
|
|
|
|
(4,346
|
)
|
|
|
—
|
|
|
Transaction, transition and integration expenses
|
|
|
—
|
|
|
|
(1,210
|
)
|
|
|
—
|
|
|
|
(1,839
|
)
|
|
Non-GAAP Total COGS and OpEx
|
|
$
|
82,034
|
|
|
$
|
83,827
|
|
|
$
|
168,551
|
|
|
$
|
170,382
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
GAAP Cost of revenues, excluding amortization of intangible assets
|
|
$
|
25,669
|
|
|
$
|
26,040
|
|
|
$
|
53,799
|
|
|
$
|
58,536
|
|
|
Equity-based compensation
|
|
|
(1,253
|
)
|
|
|
(1,302
|
)
|
|
|
(2,835
|
)
|
|
|
(2,774
|
)
|
|
Non-GAAP COGS
|
|
$
|
24,416
|
|
|
$
|
24,738
|
|
|
$
|
50,964
|
|
|
$
|
55,762
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
GAAP Research and development expenses
|
|
$
|
27,017
|
|
|
$
|
28,933
|
|
|
$
|
55,142
|
|
|
$
|
54,490
|
|
|
Equity-based compensation
|
|
|
(2,911
|
)
|
|
|
(3,601
|
)
|
|
|
(5,004
|
)
|
|
|
(5,814
|
)
|
|
Transition and integration expenses
|
|
|
—
|
|
|
|
(165
|
)
|
|
|
—
|
|
|
|
(175
|
)
|
|
Non-GAAP Research and Development Expenses
|
|
$
|
24,106
|
|
|
$
|
25,167
|
|
|
$
|
50,138
|
|
|
$
|
48,501
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
GAAP Selling, general and administrative expenses
|
|
$
|
39,494
|
|
|
$
|
37,494
|
|
|
$
|
77,854
|
|
|
$
|
72,404
|
|
|
Equity-based compensation
|
|
|
(6,489
|
)
|
|
|
(7,077
|
)
|
|
|
(14,877
|
)
|
|
|
(13,572
|
)
|
|
Contested proxy election costs
|
|
|
(3,941
|
)
|
|
|
—
|
|
|
|
(4,346
|
)
|
|
|
—
|
|
|
Transaction, transition and integration expenses
|
|
|
—
|
|
|
|
(1,045
|
)
|
|
|
—
|
|
|
|
(1,664
|
)
|
|
Non-GAAP Selling, General and Administrative Expenses
|
|
$
|
29,064
|
|
|
$
|
29,372
|
|
|
$
|
58,631
|
|
|
$
|
57,168
|
|

View source version on businesswire.com: http://www.businesswire.com/news/home/20150730006379/en/
Rovi Corporation
Peter Halt, +1 818-295-6800
CFO
Peter
Ausnit, +1 818-565-5200
VP IR
[email protected]
Source: Rovi Corporation