OpenTV Reports Fourth Quarter and Full Year 2009 Results

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SAN FRANCISCO--(BUSINESS WIRE)--

OpenTV Corp. OPTV, a leading software and technology provider of advanced digital television solutions, today announced financial results for its fourth quarter and full year ended December 31, 2009.

Key Operating Measures

USD Millions  

Three
months
ended
December
31, 2009

 

Three
months
ended
December
31, 2008

  Change  

Twelve months
ended
December 31,
2009

 

Twelve months
ended
December 31,
2008

  Change
Revenues $31.2m $28.9m 8.0% $120m $116.5m 3.0%
Net Income $0.7m $2.3m $(1.6)m $6.2m $9.6m $(3.4)m
Adjusted EBITDA, before unusual items $4.4m $3.9m $0.5m $16.9m $17.6m $(0.7)m
Cash, Cash Equivalents and Marketable Debt Securities $118.5m $102.8m 15.3% $118.5m $102.8m 15.3%

Full-Year 2009 Results

For the year ended December 31, 2009, revenues were $120.0 million, an increase of 3.0% compared to $116.5 million in 2008. Royalties and licenses revenues increased 8.9% to $84.0 million. Services and other revenues decreased 8.6% to $36.0 million. Adjusted EBITDA, before unusual items, decreased to $16.9 million in 2009, compared to $17.6 million in 2008.

Net income for the year ended December 31, 2009 was $6.2 million, or $0.05 per share, compared to $9.6 million, or $0.07 per share, in 2008.

Cash flows from operations were $20.3 million in 2009, compared to $14.2 million in 2008.

As of December 31, 2009, the company recorded a balance of $39.8 million in deferred revenue, compared to $33.2 million as of December 31, 2008.

As of December 31, 2009, the company had cash, cash equivalents and short and long-term marketable debt securities totaling $118.5 million, compared to $102.8 million as of December 31, 2008.

Fourth Quarter 2009 Results

For the quarter ended December 31, 2009, revenues were $31.2 million, compared to revenues of $28.9 million in the fourth quarter of 2008. Royalties and licenses revenues were $22.2 million, compared to $20.2 million in the fourth quarter of 2008. Services and other revenues were $9.0 million in the fourth quarter of 2009, compared to $8.7 million in the prior year period. Adjusted EBITDA, before unusual items, was $4.4 million, compared to $3.9 million in fourth quarter of 2008.

Net income in the fourth quarter of 2009 was $0.7 million, or $0.01 per diluted share, compared to net income of $2.3 million, or $0.02 per diluted share, in the fourth quarter of 2008.

Segment Information

Revenues

  • For the full year 2009, revenues from the Middleware Solutions segment increased by 5.7% to $109.1 million from $103.2 million in 2008. In the fourth quarter of 2009, revenues from the Middleware Solutions segment were $28.5 million, compared to $25.7 million for the same period in the prior year.
  • For the full year 2009, revenues from the Advertising Solutions segment decreased 18.0% to $10.9 million from $13.3 million in 2008. In the fourth quarter of 2009, revenues from the Advertising Solutions segment were $2.7 million, compared to $3.3 million for the same period in the prior year.

Contribution Margin

  • For the full year 2009, Middleware Solutions contribution margin was $41.8 million, compared to $40.8 million for 2008. In the fourth quarter of 2009, Middleware Solutions contribution margin was $10.8 million, compared to $9.8 million for the same period in the prior year.
  • For the full year 2009, Advertising Solutions contribution margin was breakeven, compared to $1.0 million for 2008. In the fourth quarter of 2009, Advertising Solutions contribution margin was $(0.1) million, compared to $0.2 million for the same period in the prior year.

For 2009, total contribution margin from our operating segments was $41.8 million, which is consistent with the total contribution margin for 2008. Unallocated corporate overhead in 2009 was $25.0 million, compared to $24.1 million in 2008. For the fourth quarter of 2009, total contribution margin from the company’s operating segments was $10.7 million, compared to $10.0 million for the same period in the prior year. Unallocated corporate overhead was $6.3 million in the fourth quarter of 2009, compared to $6.1 million for the same period in the prior year.

Adjusted EBITDA before unusual items and contribution margin are non-GAAP financial measures. Reconciliations of the differences between these non-GAAP financial measures and net income, which is the most directly comparable GAAP financial measure, are included at the end of this press release. Additional information regarding the derivation of Adjusted EBITDA and contribution margin and a statement of the relevance to management of this information and its possible usefulness to investors is also included at the end of this release and on the investor relations page of our Web site.

Update on Redemption

On February 24, 2010, OpenTV announced that it is redeeming all of its outstanding Class A ordinary shares, other than any such shares held by its controlling shareholder, Kudelski SA, and two of its subsidiaries, for $1.55 per share, without interest and less applicable withholding taxes. OpenTV intends to complete the redemption at 5:00 p.m., New York City time, on March 26, 2010. The company also announced that it intends to effect a voluntary delisting of its Class A ordinary shares from The NASDAQ Global Market effective upon completion of the redemption.

OpenTV does not intend to conduct a conference call to discuss the company’s financial results for the quarter and year ended December 31, 2009.

Summary of Recent Announcements

The following is a summary of key press releases since the company’s last earnings release:

  • OpenTV announced the launch of a unique, multi-platform interactive application for the FOXTEL and AUSTAR networks, two of the company’s longstanding customers in Australia, that enables enhanced coverage of the Vancouver Olympic Winter Games. The interactive application allowed the network to offer their customers a rich and wide array of interactive data and information to enhance and complement the most extensive coverage of an Olympic Winter Games ever offered in Australia.
  • OpenTV announced its collaboration with Coverity, a leader in software integrity solutions, to further complement OpenTV’s middleware testing environment by offering Coverity Static Analysis software models to its integration and development customers and partners. These models will help OpenTV customers and partners enhance the quality and performance of the integration work they are able to perform with OpenTV’s middleware in their own development labs, thereby saving a significant amount of time in the integration phase of an OpenTV customer launch.
  • OpenTV announced that longstanding customer FOXTEL in Australia launched its next generation platform in collaboration with OpenTV. Powered by OpenTV middleware and using OpenTV’s latest interactive TV technology, the operator’s new platform features an array of new channels and innovative applications that were developed by FOXTEL and OpenTV and are now available to FOXTEL’s subscribers.
  • OpenTV announced that Bresnan Communications had deployed OpenTV’s EclipsePlus™ advertising product to manage its advertising sales operations. Bresnan Communications is the United States’ thirteenth largest MSO, serving more than 300,000 customers. OpenTV EclipsePlus will manage Bresnan’s advertising sales operations across the operator’s footprint, which serves subscribers in Colorado, Montana, Wyoming and Utah.
  • OpenTV announced the launch of a beta testing program for its new Software Development Kit, the OpenTV SDK Development Suite C2.2. This program will provide developers with access to OpenTV’s new SDK starting in March 2010, which will allow them to create applications for interactive television using all the latest functionality of an OpenTV-enabled set-top box.

About Segment Information

Because our business segments reflect the manner in which management reviews our business, they necessarily involve judgments that management believes are reasonable in light of the circumstances under which they are made. These judgments may change over time or may be modified to reflect new facts or circumstances. Segments may also be changed or modified from time to time to reflect technologies and applications that are newly created or that have changed, or other business conditions that evolve, each of which may result in management reassessing specific segments, the elements included therein and the methodologies used to assess segment performance.

Non-GAAP Financial Measures

"EBITDA" is an acronym for earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA, as used in this release, removes from EBITDA the effects of amortization of intangible assets, share-based compensation expense, other income and expense, and non-controlling interest. "Adjusted EBITDA before unusual items" removes from Adjusted EBITDA the effects of contract amendments that mitigated potential loss positions and restructuring costs.

"Contribution margin," as used in this release, is defined by the company as segment revenues less related direct or indirect allocable costs, including headcount and headcount-related overhead costs, consulting and subcontractor costs, travel, marketing and network infrastructure and bandwidth costs. Contribution margin excludes unallocated corporate support, interest, taxes, depreciation and amortization, amortization of intangible assets, share-based compensation, impairment of goodwill, impairment of intangibles, other income, noncontrolling interest, restructuring provisions, and unusual items such as contract amendments that mitigated potential loss positions. These exclusions reflect costs not considered directly allocable to individual business segments and result in a definition of contribution margin that does not take into account the substantial cost of doing business.

Management believes that “Adjusted EBITDA before unusual items” and “contribution margin” are relevant and useful measures, when considered in conjunction with the comparable GAAP measures, for use by investors in evaluating the operational performance of the company. They are some of the principal measures used by OpenTV's management to assess the financial performance of its business. OpenTV's management believes that both Adjusted EBITDA before unusual items and contribution margin provide meaningful information because each measure represents a transparent view of OpenTV's recurring operating performance and allows management to readily view operating trends, perform analytical comparisons and benchmarking between segments and identify strategies to improve operating performance. While OpenTV's management may consider Adjusted EBITDA before unusual items and contribution margin to be important measures of comparative operating performance, they should be considered in addition to, but not as a substitute for, profit from operations, net income, cash flow and other measures of financial performance prepared in accordance with accounting principles generally accepted in the United States that are presented in the financial statements included in this press release. Additionally, OpenTV's calculation of Adjusted EBITDA before unusual items and contribution margin may be different from the calculation used by other companies and, therefore, comparability may be affected. OpenTV reconciles Adjusted EBITDA before unusual items and each reported segment's contribution margin to its consolidated net income as presented in the accompanying financial statements, because OpenTV believes consolidated net income is the most directly comparable financial measure presented in accordance with GAAP.

While OpenTV believes that the presentation of non-GAAP financial measures contained in this press release complies with the rules and guidance of the SEC, it can give no assurance that it will be able to provide the same or comparable measures in future press releases or announcements. OpenTV may, in the future, present non-GAAP financial measures other than "Adjusted EBITDA before unusual items," "Adjusted EBITDA" and "contribution margin" that it believes may be useful to investors. Any such determinations will be made with the intention of providing the most useful information to investors and will reflect the information used by OpenTV's management in assessing its business, which may change from time to time.

Cautionary Language Regarding Forward-Looking Information

This press release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to changes in political, economic, business, competitive, market and regulatory factors. In particular, factors that could cause our actual results to differ include risks related to: delays in our ability to complete the redemption of our Class A ordinary shares and effect the voluntary delisting of our Class A ordinary shares from The NASDAQ Global Market due to potential regulatory, litigation or other issues; delays in the development or introduction of new versions of our products; technical difficulties with networks or operating systems; deterioration of worldwide economic conditions and the potential impact of such conditions on our customer’s purchasing and investment decisions; our ability to manage our resources effectively; and the protection of our intellectual property rights. These and other risks are more fully described in our periodic reports and registration statements filed with the Securities and Exchange Commission and can be obtained online at the Commission's web site at http://www.sec.gov. Readers should consider the information contained in this release together with other publicly available information about our company for a more informed overview of our company. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

About OpenTV

OpenTV is one of the world’s leading providers of advanced digital television solutions dedicated to creating and delivering compelling viewing experiences to consumers of digital content worldwide. The company’s software has been integrated in more than 145 million devices around the world, and enables enhanced program guides, video-on-demand, personal video recording, interactive and addressable advertising, and a variety of enhanced television applications. For more information, please visit www.opentv.com.

OPENTV CORP.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
   
  December 31, December 31,
2009 2008 *
ASSETS
Current assets:
Cash and cash equivalents $ 72,041 $ 93,887
Short-term marketable debt securities 36,561 7,768

Accounts receivable, net of allowance for doubtful accounts of $1,075 and $1,076 at December 31, 2009 and 2008, respectively

28,639 27,275
Prepaid expenses and other current assets   6,391     4,628  
Total current assets 143,632 133,558
Long-term marketable debt securities 9,902 1,178
Property and equipment, net 8,297 7,974
Goodwill 95,730 95,250
Intangible assets, net 7,184 8,519
Other assets   2,813     2,471  
Total assets $ 267,558   $ 248,950  
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 3,144 $ 2,287

Accrued liabilities

17,671

17,602

Accrued restructuring 221 238
Deferred revenue   26,462     16,130  
Total current liabilities 47,498 36,257
Accrued liabilities, net of current portion 2,568 1,160
Accrued restructuring, net of current portion 1,060 1,146
Deferred revenue, net of current portion   13,299     17,092  
Total liabilities 64,425 55,655
Commitments and contingencies
OpenTV Shareholders' equity:
Preference shares, no par value, 500,000,000 shares authorized; none issued and outstanding - -

Class A ordinary shares, no par value, 500,000,000 shares authorized; 107,986,419 and 108,385,176 shares issued and outstanding, including treasury shares, at December 31, 2009 and 2008, respectively

2,235,353 2,234,687

Class B ordinary shares, no par value, 200,000,000 shares authorized; 30,206,154 shares issued and outstanding at December 31, 2009 and December 31, 2008

35,953 35,953
Additional paid-in capital 517,256 515,506
Treasury shares at cost, zero and 523,647 shares at December 31, 2009 and December 31, 2008, respectively - (623 )
Accumulated other comprehensive loss (1,600 ) (2,163 )
Accumulated deficit   (2,584,254 )   (2,590,496 )
Total OpenTV shareholders' equity 202,708 192,864
Noncontrolling interest   425     431  
Total equity   203,133     193,295  
Total liabilities and equity $ 267,558   $ 248,950  
 
 

* The condensed consolidated balance sheet at December 31, 2008 has been derived from the company's audited consolidated financial statements at that date.

 

OPENTV CORP.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share amounts)
           
Three Months Ended December 31, Year Ended December 31,
2009 2008 2009 2008
 
Revenues:
Royalties and licenses $ 22,167 $ 20,222 $ 84,032 $ 77,133
Services and other   9,050     8,703     35,980     39,341  
Total revenues 31,217 28,925 120,012 116,474
Cost of revenues:
Royalties and licenses 1,086 1,033 3,887 4,994
Services and other   10,933     9,874     42,047     39,059  
Total cost of revenues   12,019     10,907     45,934     44,053  
Gross profit 19,198 18,018 74,078 72,421
Operating expenses:
Research and development 10,070 8,631 35,971 34,400
Sales and marketing 1,948 1,867 8,073 9,371
General and administrative 6,096 5,269 21,655 20,299
Restructuring and impairment 5 - 154 575
Amortization of intangible assets 50 184 250 734
Impairment of intangible assets   -     767     -     767  
Total operating expenses   18,169     16,718     66,103     66,146  
Profit from operations 1,029 1,300 7,975 6,275
Interest income 181 364 467 2,230
Other income (expense)   55     804     (734 )   1,581  
Profit before income taxes 1,265 2,468 7,708 10,086
Income tax expense   523     148     1,466     473  
Net income 742 2,320 6,242 9,613
Less: Net income attributable to the noncontrolling interest   (1 )   (2 )   (6 )   (20 )
Net income attributable to OpenTV $ 741   $ 2,318   $ 6,236   $ 9,593  
 
Net income attributable to OpenTV per share, basic $ 0.01   $ 0.02   $ 0.05   $ 0.07  
Net income attributable to OpenTV per share, diluted $ 0.01   $ 0.02   $ 0.04   $ 0.07  
 
Shares used in per share calculation, basic   138,136,184     139,097,785     138,108,085     139,496,297  
Shares used in per share calculation, diluted   138,388,194     139,796,495     138,729,963     140,211,084  
 
OPENTV CORP.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
       
Year Ended December 31,
2009 2008
Cash flows from operating activities:
Net income $ 6,242 $ 9,613
Less: Net income attributable to the noncontrolling interest   (6 )   (20 )
Net income attributable to OpenTV 6,236 9,593
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of property and equipment 4,419 4,193
Amortization of intangible assets 1,335 3,303
Share-based compensation 2,983 2,516
Non-cash employee compensation 2 12
Non-cash restructuring costs 19 -
Provision for doubtful accounts 770 511
Impairment costs - 767
Gain on sale of cost investment (120 ) (220 )
Loss on disposal of fixed assets 36 5
Loss on investment in marketable debt securities - 58
Changes in operating assets and liabilities:
Accounts receivable (2,919 ) (11,052 )
Prepaid expenses and other current assets (1,764 ) (1,087 )
Other assets (343 ) (547 )
Accounts payable 1,085 (505 )
Accrued liabilities 1,355 (1,682 )
Accrued restructuring (103 ) (796 )
Deferred revenue   7,323     9,088  
Net cash provided by operating activities 20,314 14,157
Cash flows from investing activities:
Purchase of property and equipment (4,705 ) (5,198 )
Cash used in acquisition, net of cash acquired - (228 )
Proceeds from sale of cost investment 120 1,959
Proceeds from disposal of property and equipment 2 -
Proceeds from sale of marketable debt securities 13,396 20,334
Purchase of marketable debt securities   (51,072 )   (6,380 )
Net cash provided by (used in) investing activities of continuing operations (42,259 ) 10,487
Net cash provided by investing activities of discontinued operations   -     225  
Net cash provided by (used in) investing activities (42,259 ) 10,712
Cash flows from financing activities:
Repurchase of restricted shares (495 ) (532 )
Repurchase of treasury shares (228 ) (1,307 )
Capital contribution from the former controlling shareholder - 14,333
Proceeds from issuance of ordinary shares   217     17  
Net cash provided by (used in) financing activities (506 ) 12,511
Effect of exchange rate changes on cash and cash equivalents   605     (2,092 )
Net increase (decrease) in cash and cash equivalents (21,846 ) 35,288
Cash and cash equivalents, beginning of period   93,887     58,599  
Cash and cash equivalents, end of period $ 72,041   $ 93,887  
 
Supplemental disclosure of cash flow information:
Cash paid for income taxes $ (940 ) $ (1,528 )
 
Non-cash investing and financing activities:
Conversion of exchangeable shares $ 300   $ 2  
Retirement of treasury shares $ 623   $ 912  
 
OPENTV CORP.
UNAUDITED SEGMENT INFORMATION AND RECONCILIATION OF
CONTRIBUTION MARGIN AND ADJUSTED EBITDA TO NET INCOME
(In thousands)
             
Three Months Ended December 31,   Year Ended December 31,
2009 2008 2009 2008
Revenues:
Middleware solutions
Royalties and licenses $ 21,495 $ 18,822 $ 81,451 $ 71,166
Services and other   6,974     6,842     27,695     32,030  
Subtotal - Middleware solutions 28,469 25,664 109,146 103,196
Advertising solutions
Royalties and licenses 672 1,400 2,581 5,967
Services and other   2,076     1,861     8,285     7,311  
Subtotal - Advertising solutions   2,748     3,261     10,866     13,278  
Total revenues $ 31,217   $ 28,925   $ 120,012   $ 116,474  
 
 
Contribution margin (loss):
Middleware solutions $ 10,818 $ 9,847 $ 41,803 $ 40,779
Advertising solutions   (134 )   158     21     960  
Total contribution margin 10,684 10,005 41,824 41,739
Unallocated corporate support   (6,333 )   (6,095 )   (24,957 )   (24,098 )
Adjusted EBITDA before unusual items 4,351 3,910 16,867 17,641
Restructuring and impairment   (5 )   -     (154 )   (575 )
Adjusted EBITDA 4,346 3,910 16,713 17,066
Depreciation and amortization (1,100 ) (1,073 ) (4,420 ) (4,193 )
Amortization of intangible assets (322 ) (455 ) (1,335 ) (3,303 )
Share-based and non-cash compensation (1,895 ) (315 ) (2,983 ) (2,528 )
Interest income 181 364 467 2,230
Other income (expense) 55 804 (734 ) 1,581
Impairment of intangible assets   -     (767 )   -     (767 )
Profit before income taxes 1,265 2,468 7,708 10,086
Income tax expense   523     148     1,466     473  
Net income 742 2,320 6,242 9,613
Less: Net income attributable to the noncontrolling interest   (1 )   (2 )   (6 )   (20 )
Net income attributable to OpenTV $ 741   $ 2,318   $ 6,236   $ 9,593  

OpenTV
Christine Oury, +1-415-962-5433
coury@opentv.com

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