-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IROFdVORO1EWXtZej67km9SG7Ui688UjPSbvE+n5hzSkW/KekReHWAahOXzOBCzW h9xwb64S3hXw+YWYSNFMJQ== 0000950123-05-001143.txt : 20050203 0000950123-05-001143.hdr.sgml : 20050203 20050203161926 ACCESSION NUMBER: 0000950123-05-001143 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050203 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050203 DATE AS OF CHANGE: 20050203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOUBLECLICK INC CENTRAL INDEX KEY: 0001049480 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133870996 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23709 FILM NUMBER: 05573591 BUSINESS ADDRESS: STREET 1: 450 W 33RD ST STREET 2: 16TH FL CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 2126830001 MAIL ADDRESS: STREET 1: 450 W 33RD ST STREET 2: 16TH FL CITY: NEW YORK STATE: NY ZIP: 10001 8-K 1 y05406e8vk.htm DOUBLECLICK INC. FORM 8-K
Table of Contents



SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 8-K

CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
FEBRUARY 3, 2005 (FEBRUARY 3, 2005)


DOUBLECLICK INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE

(STATE OR OTHER JURISDICTION OF INCORPORATION)
     
000-23709
(COMMISSION FILE NUMBER)
  13-3870996
(I.R.S. EMPLOYER IDENTIFICATION NO.)

111 EIGHTH AVENUE, 10TH FLOOR
NEW YORK, NEW YORK 10011
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

(212) 683-0001
(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)

N.A.
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)


     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 


TABLE OF CONTENTS

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURE
PRESS RELEASE


Table of Contents

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     On February 3, 2005, DoubleClick Inc. (“DoubleClick” or the “Company”) announced its financial results for the fourth quarter and year ended December 31, 2004. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

     The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

     The attached press release contains non-GAAP financial measures. The non-GAAP financial measures included in the press release should be considered in addition to, not as a substitute for, or superior to other measures of the Company’s financial position prepared in accordance with generally accepted accounting principles.

     The attached press release discloses the Company’s net cash position as of December 31, 2004, which may be considered to be a non-GAAP financial measure, and reconciles the Company’s net cash position to its cash, cash equivalents, restricted cash and investments in marketable securities as of December 31, 2004, as determined in accordance with GAAP. Net cash is considered a liquidity measure and provides useful information to management and investors about the amount of cash available to the Company after taking into account the principal amount of outstanding debt. Management uses this financial measure in making operating decisions, for budget planning purposes and in considering strategic opportunities.

     The attached press release also discloses EBITDA, a non-GAAP financial measure which represents net income as presented in the statement of operations under GAAP before interest, taxes, depreciation and amortization, and reconciles EBITDA to GAAP net income. EBITDA, as defined above, may not be similar to EBITDA measures used by other companies. We believe that EBITDA provides useful information to investors about the Company’s performance because it eliminates the effects of period to period changes in taxes, costs associated with capital investments and income from interest on our cash and marketable securities that are not directly attributable to the underlying performance of the Company’s business operations. Management uses EBITDA in evaluating the overall performance of the Company’s business operations.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

     (c) Exhibits

     The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:

     99.1 Press Release issued by the Company on February 3, 2005.

 


Table of Contents

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     
  DOUBLECLICK INC.
 
   
  By: /s/ Bruce Dalziel
   
  Name: Bruce Dalziel
  Title: Chief Financial Officer
Dated: February 3, 2005
   

 


Table of Contents

         
EXHIBIT   EXHIBIT INDEX
  99.1    
Press Release dated February 3, 2005.

 

EX-99.1 2 y05406exv99w1.htm PRESS RELEASE EX-99.1
 

(DOUBLECLICK LOGO)

For Immediate Release

     
INVESTOR CONTACT:
  Jason McGruder
  Manager, Investor Relations
  212-381-5182
 
   
PRESS CONTACT:
  Jennifer Miller
  VP, Corporate Communications
  212-381-5705

DOUBLECLICK REPORTS FOURTH QUARTER AND FULL YEAR 2004 RESULTS
Company records significant increase in Cash Flow from Operations

NEW YORK, NY, February 3, 2005 – DoubleClick Inc. (NASDAQ: DCLK), the leading provider of data and technology solutions for marketers, advertising agencies and web publishers, today announced financial results for the fourth quarter and full year ended December 31, 2004, and gave its business outlook for the first quarter of 2005.

                                             
 
        4Q04     4Q03     FY04     FY03  
 
Revenue (000’s)
    $ 83,469       $ 72,937       $ 301,623       $ 271,337    
 
GAAP Net Income (000’s)1
    $ 10,572       $ 3,841       $ 37,510       $ 16,918    
 
GAAP EPS2
    $ 0.08       $ 0.03       $ 0.26       $ 0.11    
 

“We benefited from significant margin improvements in Ad Management and Email compared to the fourth quarter of 2003, and had stronger than expected results from our Performics division,” said Kevin Ryan, Chief Executive Officer, DoubleClick. “In addition, we had our best quarter of cash flow from operations generation in over four years.”

Fourth Quarter Accomplishments
Highlights of the Company’s performance follow:

4   Margin improvements in its Ad Management and Email products and better than expected revenue from DoubleClick’s Search Engine and Affiliate Marketing products led to record gross and operating margins in the Company’s TechSolutions segment;

4   The Company recorded an over 40% increase in quarterly cash flow from operations versus 4Q03;

4   The Performics division saw a quarterly revenue increase of over 60% year on year;

4   The Company’s Data Management quarterly revenue grew over 40% against 4Q03; and

4   The Company took steps to improve its Marketing Automation business, including forming a partnership with Omniture to market their site analytics product.

Fourth Quarter Results
DoubleClick reported revenue for the fourth quarter of $83.5 million versus $72.9 million in the year-ago period. GAAP net income for the most recent quarter was $10.6 million, or $0.08 per share, compared with $3.8 million, or $0.03 per share, in the fourth quarter of 2003. The Company achieved a gross margin of 74.8% during the quarter compared to 66.6% in the year-ago


1 A description of certain items affecting FY04, FY03 and 4Q03 is provided in the attached schedule for reconciliation of GAAP Net income to EBITDA.

2 Under FASB EITF Issue No. 04-8, DoubleClick’s current and former Convertible Subordinated Notes are now included in the calculation of diluted EPS for their respective reporting periods. The impact of FASB EITF 04-08 resulted in a reduction of GAAP EPS of less than $0.01 for 4Q04 and 4Q03; $0.02 for FY2004; and approximately $0.01 for FY2003. The outlook DoubleClick provided in October of 2004 was exclusive of the effects of EITF Issue No. 04-8. The outlook provided in January of 2005 was inclusive of the effects of EITF Issue No. 04-8.

 


 

period. EBITDA3 was $17.4 million for the fourth quarter of 2004 compared to $16.2 million in 4Q03. Total GAAP operating expenses were $53.3 million in the quarter, versus $47.9 million in the fourth quarter of 2003. Total company headcount was 1,541 as of December 31, 2004, against 1,223 twelve months prior.

Fourth quarter 2004 results did not include any material unusual items. Fourth quarter 2003 GAAP earnings were negatively impacted by $5.4 million in charges related to the relocation of the Company’s New York headquarters. These charges were partially offset by the reversal of a $1.3 million reserve relating to the favorable resolution of certain tax matters.

DoubleClick generated $33.7 million in cash flow from operations during the fourth quarter. The year over year increase in quarterly cash flow from operations was driven primarily by higher overall company GAAP net income and stronger working capital versus 4Q03. The Company had $552.3 million in cash and marketable securities, and had a net cash4 position of $417.3 million, or $3.32 per share, as of December 31, 2004.

Full Year Results
DoubleClick reported revenue for the full year of $301.6 million versus $271.3 million in 2003. Full year 2004 GAAP net income was $37.5 million, or $0.26 per share, compared with $16.9 million, or $0.11 per share, in the prior year. The Company achieved a gross margin of 71.2% during the year compared to 65.3% in 2003. EBITDA was $66.7 million for 2004 compared to $67.9 million in the prior year. Total GAAP operating expenses were $192.7 million for the full year, versus $164.4 million in 2003.

DoubleClick’s full year 2004 GAAP net income and EBITDA benefited from a non-operating gain of approximately $7.1 million from the Company’s sale of its 15% interest in AdLINK Internet Media AG and from a restructuring credit relating to DoubleClick’s Louisville, Colorado facility, which lowered operating expenses by $4.5 million. In addition, 2004 GAAP net income and EBITDA benefited from a distribution from MaxWorldwide, Inc. of approximately $2.4 million in connection with its plan of liquidation and dissolution, and from the reversal of a $1.5 million reserve relating to a prior acquisition. These gains were partially offset by a write-down of DoubleClick’s Enterprise Marketing Solutions (EMS) business of approximately $5.6 million.

2003 GAAP net income was negatively impacted by $14.6 million in accelerated depreciation charges associated with the relocation of the Company’s New York headquarters and the termination of a lease for the Company’s San Francisco facility. These charges were partially offset by a $1.3 million reserve reversal relating to the resolution of certain tax matters. GAAP net income and EBITDA benefited from a net restructuring credit of $9.1 million associated with these facilities and $1.4 million received by the Company in connection with an insurance claim. These benefits were partially offset by a $4.4 million loss relating to the redemption of DoubleClick’s 4.75% Convertible Subordinated Notes.

TechSolutions
The TechSolutions segment reported fourth quarter revenue of $56.8 million versus $46.9 million in 4Q03. TechSolutions gross margin was 79.2%, versus 68.1% in the December quarter of 2003. TechSolutions operating margin was 25.0%, versus 11.0% in the fourth quarter of 2003. Margins improved primarily because of higher revenue from the Company’s Ad Management, Email, Search Engine Marketing, and Affiliate Marketing products.

For the full year, the TechSolutions segment recorded revenue of $196.3 million, a gross margin of 74.4%, and an operating margin of 15.9%. This compares to revenue of $175.4 million, a gross margin of 63.4%, and an operating margin of 5.9% for full year 2003. The year-over-year quarterly and annual improvement in revenue is primarily a result of the inclusion of the results of Performics and SmartPath, which were acquired in June and March of 2004, respectively. Full year 2004 TechSolutions expenses were adversely affected by the EMS write-down of approximately $5.6 million, and 2003 TechSolutions expenses included roughly $10.8 million in accelerated depreciation charges related to the Company’s facilities.

Ad Management
The Company’s Ad Management revenue was $33.2 million in 4Q04 versus $34.1 million in the year-ago period. For the year, Ad Management revenue was $128.1 million against $128.8 million in 2003. These declines were principally due to pricing declines outweighing volume increases in the Company’s Publisher business. These declines were partially offset by an increase in revenues from DoubleClick’s Advertiser products, where volume increases continued to outweigh price declines.


    3 EBITDA (or Earnings Before Interest, Tax, Depreciation, and Amortization) is a non-GAAP financial measure. Please see the attached schedule for a reconciliation of GAAP net income to EBITDA. Please see the Form 8-K filed on February 3, 2005 by the Company with the SEC for a discussion of why the Company believes EBITDA is a useful financial measure to investors and of how and when management uses EBITDA.
 
    4 Net cash may be considered a non-GAAP financial measure and is defined as gross cash and cash equivalents of $126.1 million, restricted cash of $15.3 million, and investments in marketable securities of $410.9 million minus zero coupon convertible subordinated notes of $135 million. Please see the Form 8-K filed on February 3, 2005 by the Company with the SEC for a discussion of why the Company believes net cash is a useful financial measure to investors and of how and when management uses this measure.

2


 

DoubleClick has recently signed several new contracts for use of its Ad Management solutions. These wins include Ant Farm Interactive, Friendster, I-level, IMHO Scandinavia, and Luxury Link.

Marketing Automation
The Company’s Marketing Automation products had revenue of $14.5 million in the most recent quarter, against $12.8 million in 4Q03. For 2004, the division recorded revenue of $54.0 million versus $46.6 million in the prior year. The year-over-year revenue increase for the quarter and year was due to the acquisition of SmartPath and organic growth from the Company’s Email business.

DoubleClick has struck new Marketing Automation deals with clients including AOL France, AirAsia, and bonprix.

“We were pleased to see that gross and operating margins continued to improve in our TechSolutions segment,” said David Rosenblatt, President of DoubleClick. “However, we plan to focus on making sure that all of our products are achieving their optimal level of growth in terms of both revenue and profitability.”

Performics
The Company’s Search Engine and Affiliate Marketing products recorded revenue of $9.1 million in 4Q04, and $14.1 million for the two quarters of 2004 in which Performics was a division of DoubleClick. These figures were higher than DoubleClick’s previous outlook due largely to stronger than expected growth in overall e-commerce and search advertising spending.

Agreements to use the division’s solutions have recently been reached with ADT Security Services, Armani Exchange, CountryWide Financial, World Savings Bank, Yves Rocher, and Walt Disney World’s search program.

Data
DoubleClick reported Data segment revenue of $26.7 million in 4Q04, compared to $26.0 million in 4Q03. For the year, Data segment revenue was $105.3 million, compared to $95.9 million in 2003. Overall Data gross margin was 65.3% for the quarter and 65.2% for the year, against 64.0% and 68.8% in the relevant prior periods. Data operating margins were 21.3% and 22.3% for the quarter and year, versus 22.6% and 28.4% in the comparable year ago timeframes. Data segment margins declined versus the previous year’s periods primarily because a higher percentage of the segment’s sales were generated by the lower margin Data Management Solutions (DMS) division.

Abacus
Abacus quarterly revenue was $22.4 million versus $23.1 million in the year-ago period. Abacus annual revenue was $92.7 million against $90.4 million in 2003. Abacus quarterly revenue fell primarily because increases in U.S. Business to Business Alliance revenue did not make up for lower spending by Business to Consumer cataloguers. During the quarter, DoubleClick announced the formation of a U.K Business to Business Alliance, and added 77 net new members across all wholly owned Abacus Alliances globally, bringing the total to over 2,500.

DMS
DMS generated $4.2 million in revenue for 4Q04 against the year-ago quarter’s $3.0 million. For full year 2004, DMS revenue was $12.6 million versus $5.5 million in 2003. DoubleClick’s DMS business was acquired June 30, 2003, and its results were consolidated beginning in 3Q03. Since the beginning of 4Q04, the Company has signed over 20 new deals for the use of its DMS solutions and its other smaller Data products.

“Fourth quarter DMS revenue grew by over 40% year over year, and our U.S. Business to Business Alliance continued to show an even faster growth rate” added Brian Rainey, President, Abacus, a division of DoubleClick Inc. “In addition, we have signed up several dozen members for our newer International Alliances.”

First Quarter 2005 Outlook
DoubleClick’s guidance presented below does not include the potential impact of any mergers, acquisitions, divestitures or business combinations that may be announced after the date hereof, but does include the impact of retention bonuses and professional fees related to the Company’s strategic review announced October 31, 2004.

3


 

DoubleClick expects 1Q05 revenue to be between $70 million and $75 million. The Company expects total Company gross margin to be in the high 60s to low 70s percentage range. GAAP operating expenses are expected to be between $51 million and $53 million. Items in interest and other, net and taxes are expected to be approximately $1 million, based on an assumed tax rate of approximately 15%. The Company anticipates recording GAAP earnings of between $(0.01) and $0.03 per share.

The Company’s segment projections for 1Q05 are as follows:

4 TechSolutions revenue is expected to be between $45 million and $50 million, including $28 million to $31 million from Ad Management, $11 million to $13 million from Marketing Automation, and approximately $6 million from Performics. Overall TechSolutions gross margin is expected to be in the mid 70s percentage range.
 
4 Data revenue is expected to be between $24 million and $26 million, including approximately $20 million to $22 from Abacus; overall Data gross margin should be in the low 60s percentage range.

“We are taking steps to ensure that we optimize our investments while maintaining tight cost controls,” said Bruce Dalziel, Chief Financial Officer, DoubleClick. “In 2005, we expect to improve upon our 2004 results.”

Conference Call Today
The DoubleClick Conference Call to discuss this earnings press release is scheduled for today at 5:00 p.m. EDT. This call will be available live via Webcast, and on a replay basis afterward on the Company’s website www.doubleclick.net under Investor Relations or at ir.doubleclick.net. The Webcast is also being distributed over CCBN’s Investor Distribution Network to both institutional and individual investors. Individual investors can listen to the call at www.fulldisclosure.com or by visiting any of the investor sites in CCBN’s Individual Investor Network. Institutional investors can access the call via www.streetevents.com.

Additional financial metrics can be found in the “Financial Reports” section of DoubleClick’s Investor Relations website, at ir.doubleclick.net.

About DoubleClick
DoubleClick is the leading provider of data and technology solutions for advertising agencies, marketers, and web publishers to plan, execute, and analyze their marketing programs. DoubleClick’s marketing solutions help clients yield the highest return on their marketing dollar. DoubleClick Inc. has global headquarters in New York City and maintains 22 offices around the world.

Note: This press release includes forward-looking statements, including earnings and revenue projections and plans set forth under the section titled “First Quarter 2005 Outlook” above, as well as sentences using the words “expects,” “plans,” “should,” or “believes” and all other statements that are not purely historical. The results or events predicted in these statements may vary materially from actual future events or results. Factors that could cause actual events or results to differ from anticipated events or results include: intense competition in DoubleClick’s industry, lack of growth or decline in online advertising or marketing, changes in government regulation, uncertainties related to DoubleClick’s decision to review strategic options, failure to manage the integration of acquired companies, failure to successfully manage the Company’s international operations and other risks that are contained in documents which the Company files from time to time with the Securities and Exchange Commission, including the Company’s most recent reports on Form 10-K and Form 10-Q. In addition, any forward-looking statements represent the Company’s estimates only as of today and should not be relied upon as representing the Company’s estimates as of any subsequent date. While the Company may elect to update forward-looking statements at some point in the future, it may choose not to do so, even if the Company’s estimates change.

# # #

— Continued —

4


 

DOUBLECLICK INC.
CONSOLIDATED STATEMENTS OF OPERATIONS

                                 
    Three Months Ended     Year Ended  
    December 31,     December 31,  
    2004     2003     2004     2003  
    (Unaudited, in thousands, except per share amounts)  
Revenue:
                               
Technology
  $ 56,810     $ 46,892     $ 196,295     $ 175,403  
Data
    26,659       26,045       105,328       95,934  
 
                       
Revenue
    83,469       72,937       301,623       271,337  
Cost of revenue
    21,046       24,353       86,959       94,131  
 
                       
Gross profit
    62,423       48,584       214,664       177,206  
Operating expenses:
                               
Sales and marketing
    28,554       24,625       104,029       92,308  
General and administrative
    9,890       10,378       35,864       36,063  
Product development
    13,173       11,922       46,459       39,180  
Amortization of intangibles
    1,639       1,016       5,228       5,896  
Impairment of goodwill and intangible assets
                5,592        
Restructuring credits, net
                (4,514 )     (9,092 )
 
                       
Total operating expenses
    53,256       47,941       192,658       164,355  
Income from operations
    9,167       643       22,006       12,851  
Other income (expense)
                               
Equity in losses of affiliates
    (415 )     (112 )     (1,299 )     (2,551 )
Loss on early extinguishment of debt
                      (4,406 )
Gain on distribution from affiliate
                2,400        
Gain on sale of investment in affiliate
                    7,125          
Interest and other, net
    2,033       2,940       10,485       12,063  
 
                       
Total other income
    1,618       2,828       18,711       5,106  
Income before income taxes
    10,785       3,471       40,717       17,957  
Provision (benefit) for income taxes
    213       (370 )     3,207       1,039  
 
                       
Net income
  $ 10,572     $ 3,841     $ 37,510     $ 16,918  
 
                       
Basic net income per share
  $ 0.08     $ 0.03     $ 0.29     $ 0.12  
 
                       
Weighted average shares used in basic net income per share
    125,632       137,571       131,159       137,074  
 
                       
Diluted net income per share
  $ 0.08     $ 0.03     $ 0.26     $ 0.11  
 
                       
Weighted average shares used in diluted net income per share
    138,505       151,634       144,178       150,345  
 
                       

 


 

DOUBLECLICK INC.
CONSOLIDATED BALANCE SHEETS

                 
    December 31,     December 31,  
    2004     2003  
    (Unaudited, in thousands, except share amounts)  
ASSETS
               
CURRENT ASSETS:
               
Cash and cash equivalents
  $ 126,135     $ 183,484  
Investments in marketable securities
    264,332       151,898  
Restricted cash
    3,635       16,328  
Accounts receivable, net of allowances of $10,051 and $7,519, respectively
    84,165       51,491  
Prepaid expenses and other current assets
    12,257       17,473  
 
           
Total current assets
    490,524       420,674  
Investment in marketable securities
    146,552       312,434  
Restricted cash
    11,668       11,668  
Property and equipment, net
    77,821       75,786  
Goodwill
    72,948       18,658  
Intangible assets, net
    22,395       10,847  
Investment in affiliates
    5,772       13,422  
Other assets
    13,749       14,408  
 
           
Total assets
  $ 841,429     $ 877,897  
 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
CURRENT LIABILITIES:
               
Accounts payable
  $ 34,964     $ 4,164  
Accrued expenses and other current liabilities
    56,844       63,152  
Deferred revenue
    13,687       8,188  
 
           
Total current liabilities
    105,495       75,504  
Convertible subordinated notes — Zero Coupon, due 2023
    135,000       135,000  
Other long term liabilities
    20,570       27,046  
 
           
Total liabilities
    261,065       237,550  
 
           
STOCKHOLDERS’ EQUITY:
               
Preferred stock, par value $0.001; 5,000,000 shares authorized, none outstanding
           
Common stock, par value $0.001; 400,000,000 shares authorized, 140,564,907 and 139,329,875 shares issued, respectively
    141       139  
Treasury stock, 14,864,925 and 1,846,170 shares, respectively
    (109,223 )     (10,396 )
Additional paid-in capital
    1,294,510       1,287,775  
Accumulated deficit
    (612,013 )     (649,523 )
Other accumulated comprehensive income
    6,949       12,352  
 
           
Total stockholders’ equity
    580,364       640,347  
 
           
Total liabilities and stockholders’ equity
  $ 841,429     $ 877,897  
 
           

 


 

DOUBLECLICK INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

                                 
    Three Months Ended     Year Ended  
    December 31,     December 31,  
    2004     2003     2004     2003  
    (Unaudited, in thousands)  
OPERATING ACTIVITIES
                               
Net income
  $ 10,572     $ 3,841     $ 37,510     $ 16,918  
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
                               
Depreciation and leasehold amortization
    5,908       13,787       25,413       51,252  
Amortization of intangible assets
    2,973       1,944       10,092       9,427  
Equity in losses of affiliates
    415       112       1,299       2,551  
Gain on distribution from affiliate
                (2,400 )      
Gain on sale of investment in affiliate
                    (7,125 )        
Loss on early extinguishment of debt
                      4,406  
Restructuring credits, net
                (4,514 )     (9,092 )
Impairment of goodwill and intangible assets
                5,592        
Other non-cash items
    475       366       2,389       1,673  
Provisions for bad debts and advertiser discounts
    1,760       1,867       12,231       8,234  
Changes in operating assets and liabilities, net of the effect of acquisitions:
                               
Accounts receivable
    (7,304 )     (112 )     (25,272 )     (9,134 )
Prepaid expenses and other assets
    1,008       1,917       7,424       4,631  
Accounts payable
    12,995       (2,122 )     14,319       (4,218 )
Lease termination and related payments
                (7,625 )     (70,874 )
Accrued expenses and other liabilities
    3,301       2,037       (7,388 )     (22,619 )
Deferred revenue
    1,636       314       1,539       1,763  
 
                       
Net cash provided by (used in) operating activities
    33,739       23,951       63,484       (15,082 )
INVESTING ACTIVITIES
                               
Purchases of investments in marketable securities
    (32,622 )     (74,850 )     (127,706 )     (409,045 )
Maturities of investments in marketable securities
    33,878       116,881       177,155       541,367  
Restricted cash
    24       (255 )     12,693       (2,905 )
Purchases of property and equipment
    (7,754 )     (11,346 )     (26,295 )     (28,580 )
Proceeds from distribution from affiliate
                2,400        
Proceeds from sale of investment in affiliate
                9,519       656  
Proceeds from sale of intangible asset, net
                      900  
Investment in Abacus Germany
    (411 )           (1,216 )      
Acquisition of businesses, net of cash assumed
                (72,002 )     (2,757 )
 
                       
Net cash (used in) provided by investing activities
    (6,885 )     30,430       (25,452 )     99,636  
FINANCING ACTIVITIES
                               
Proceeds from the issuance of common stock
    420       587       4,305       5,038  
Proceeds from issuance of convertible subordinated notes, net
                      131,963  
Proceeds used in repurchase of convertible bonds
                        (157,952 )
Purchases of treasury stock
          (1,447 )     (98,827 )     (1,447 )
Payments under capital lease obligations and notes payable
          (578 )     (3,675 )     (8,887 )
 
                       
Net cash provided by (used in) financing activities
    420       (1,438 )     (98,197 )     (31,285 )
Effect of exchange rate changes on cash
    3,279       3,849       2,816       6,544  
 
                       
Net increase (decrease) in cash and cash equivalents
    30,553       56,792       (57,349 )     59,813  
Cash and cash equivalents at beginning of period
  $ 95,582     $ 126,692     $ 183,484     $ 123,671  
 
                       
Cash and cash equivalents at end of period
  $ 126,135     $ 183,484     $ 126,135     $ 183,484  
 
                       

 


 

DOUBLECLICK INC.
RECONCILIATION OF EBITDA TO GAAP NET INCOME
(Unaudited, in thousands)

                                 
    Three Months Ended     Year Ended  
    December 31, 2004     December 31, 2004  
    2004     2003(3)     2004(2)     2003(4)  
GAAP Net Income
  $ 10,572     $ 3,841     $ 37,510     $ 16,918  
Plus: tax provision (benefit)
    213       (370 )     3,207       1,039  
Less: interest income, net
    (2,230 )     (2,965 )     (9,523 )     (10,702 )
Plus: amortization of intangibles (1)
    2,973       1,944       10,092       9,427  
Plus: depreciation and leasehold amortization
    5,908       13,787       25,413       51,252  
 
                       
EBITDA
  $ 17,436     $ 16,237     $ 66,699     $ 67,934  
 
                       
GAAP Diluted Net Income Per Share
  $ 0.08     $ 0.03     $ 0.26     $ 0.11  
 
                       

(1) For the three months ended December 31, 2004 and December 31, 2003, $1.3 million and $0.9 million, respectively, of amortization expenses of intangible assets relating to purchased technology was included as a component of cost of revenue in the Consolidated Statement of Operations. For the years ended December 31, 2004 and December 31, 2003, $4.9 million and $3.5 million, respectively, of amortization expenses of intangible assets relating to purchased technology was included as a component of cost of revenue in the Consolidated Statement of Operations.

(2) 2004 GAAP Net Income and EBITDA benefited from a $7.1 million non-operating gain from the sale of the Company’s 15% interest in AdLINK Internet Media AG, a $4.5 million restructuring credit relating to the Company’s Louisville, Colorado facility, a distribution from MaxWorldwide of $2.4 million in connection with its plan of liquidation and dissolution and a $1.5 million reserve reversal relating to a prior acquisition. These benefits were partially offset by a $5.6 million impairment charge resulting from the write-down of the Company’s Enterprise Marketing Solutions business. These items added a net total of approximately $0.07 per share to GAAP Net Income in 2004.

(3) For the three months ended December 31, 2003, GAAP Net Income was negatively impacted by $5.4 million in accelerated depreciation charges associated with the relocation of the Company’s New York headquarters. This charge was partially offset by a $1.3 million reserve reversal relating to the resolution of certain tax matters. These items lowered GAAP Net Income by approximately $0.03 per share in 4Q03.

(4) 2003 GAAP Net Income was negatively impacted by $14.6 million in accelerated depreciation charges associated with the relocation of the Company’s New York headquarters and the termination of a lease for the Company’s San Francisco facility. These charges were partially offset by a $1.3 million reserve reversal relating to the resolution of certain tax matters. GAAP Net Income and EBITDA benefited from a net restructuring credit of $9.1 million associated with these facilities and $1.4 million received by the Company in connection with an insurance claim. These benefits were partially offset by a $4.4 million loss relating to the redemption of the Company’s 4.75% Convertible Subordinated Notes. These items lowered GAAP Net Income by approximately $0.05 per share in 2003.

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