Marchex, Inc. (NASDAQ:MCHX) today reported its results for the quarter
and the full year ended December 31, 2012.
Fourth Quarter 2012 Consolidated Financial Results:
-
Revenue was $34.0 million for the fourth quarter of 2012, compared to
$39.0 million for the same period of 2011.
-
GAAP net loss applicable to common stockholders was $34.7 million for
the fourth quarter of 2012 or $1.02 per diluted share, which includes
the effect of an estimated pre-tax $16.7 million non-cash impairment
charge based on the preliminary results of the company’s goodwill
impairment tests and a non-cash charge to income tax expense of $16.4
million to establish a valuation allowance on certain deferred tax
assets. Marchex began segmenting its Archeo financial results this
quarter and the goodwill amounts allocated to Archeo initiated the
non-cash goodwill charge. This compares to GAAP net income applicable
to common stockholders of $920,000 or $0.03 per diluted share for the
same period of 2011. The fourth quarter 2012 results included non-cash
stock-based compensation expense of $3.3 million, compared to non-cash
stock-based compensation expense of $3.7 million for the same period
in 2011.
-
We provide a reconciliation of GAAP diluted EPS to Adjusted Non-GAAP
EPS in the financial tables attached to this press release and we
encourage investors to examine the reconciling adjustments between the
GAAP and non-GAAP measures. Adjusted non-GAAP EPS for the fourth
quarter 2012 was $0.05, compared to $0.08 for the same period in 2011.
-
Adjusted operating income before amortization was $2.6 million for the
fourth quarter of 2012, compared to $5.5 million for the same period
of 2011. A reconciliation of non-GAAP adjusted operating income before
amortization to GAAP operating income (loss) is included in the
financial tables attached to this release.
-
Adjusted EBITDA was $3.5 million in the fourth quarter of 2012,
compared to $6.5 million for the same period of 2011. A reconciliation
of adjusted EBITDA to GAAP net cash provided by operating activities
is included in the financial tables attached to this release.
Full Year 2012 Consolidated Financial Results
-
Revenue for the year ended December 31, 2012 was $138.3 million,
compared to $146.7 million in 2011.
-
GAAP net loss applicable to common stockholders was $35.9 million or
$1.05 per diluted share for 2012. As discussed in the summary of the
fourth quarter 2012 consolidated financial results, this includes the
effect of the $16.7 million non-cash pre-tax goodwill impairment and
the $16.4 non-cash tax expense. This compares to GAAP net income
applicable to common stockholders of $2.7 million or $0.08 per diluted
share in 2011.
-
A reconciliation is provided of GAAP diluted EPS to Adjusted Non-GAAP
EPS in the financial tables attached to this press release and we
encourage investors to examine the reconciling adjustments between the
GAAP and non-GAAP measures. Adjusted non-GAAP EPS for 2012 was $0.25,
compared to $0.30 in 2011.
-
Adjusted operating income before amortization was $13.4 million for
2012, compared to $19.1 million in 2011. A reconciliation of non-GAAP
adjusted operating income before amortization to GAAP operating income
(loss) is included in the financial tables attached to this release.
-
Adjusted EBITDA was $17.2 million for 2012, compared to $23.1 million
in 2011. A reconciliation of adjusted EBITDA to GAAP net cash provided
by operating activities is included in the financial tables attached
to this release.
“We feel good about our progress in the fourth quarter, especially as it
relates to building momentum for 2013 and beyond,” said Russell C.
Horowitz, Marchex Chairman and CEO. “We are seeing several trends emerge
that we believe benefit Marchex, including more businesses embracing
mobile advertising for the first time, and businesses who have tested
mobile advertising now focusing on driving performance in their ad
campaigns.”
General Highlights:
1. Call-Driven and other related Revenues: For the fourth quarter of
2012, revenue was $28.5 million, which was impacted during the fourth
quarter due to damage from Hurricane Sandy and the resulting reduced
call volume and telecommunication systems disruption.
2. Archeo Non-Call-Driven Revenues: For the fourth quarter, revenue was
$5.5 million, which was stable with the prior quarter. Archeo
non-Call-Driven products include Marchex’s domain and directory assets,
pay-per-click and reputation management products.
3. During the fourth quarter, Marchex sold a small number of domains
that yielded $863,000, bringing the total for the full year 2012 to $6.3
million.
4. During the fourth quarter, Marchex purchased 22,000 shares of its
outstanding Class B common stock for a total price of $87,000. This
brings Marchex’s total shares repurchased under its stock repurchase
program to 11.3 million shares, or 30% of its outstanding common stock.
5. In November 2012, Marchex announced that its board of directors has
authorized management to pursue the separation of its business into two
distinct, publicly traded entities. Upon closing of the proposed
tax-free spin-off transaction, Marchex’s existing shareholders would
hold interests in: (1) Marchex, a pure-play mobile advertising company
focused on calls; and (2) Archeo, Inc. (“Archeo”), a premium domain and
advertising marketplace. For more information on this proposed
transaction, please see the press release available at www.marchex.com/archeo.
6. Marchex is in the process of completing its goodwill and intangible
asset impairment test and deferred tax valuation allowance analysis.
These preliminary non-cash charge estimates, and the related tax impact,
may change. Accordingly, fourth quarter 2012 and full year 2012 GAAP
operating results included in this press release are preliminary and
subject to change. GAAP operating results will be included in the
Marchex’s annual report on Form 10-K. The tax valuation allowance
reflects the company's assessment of whether the deferred tax assets
will be more likely than not realizable in the future, but has no effect
on the company's ability to utilize deferred tax assets, such as loss
carryforwards and tax credits, to reduce future cash tax payments.
Marchex Guidance:
The following forward-looking statements reflect Marchex's expectations
as of February 27, 2013. Marchex anticipates providing updates upon
completion of the spin-off.
Financial guidance for the fiscal year ending December 31, 2013:
|
Revenue:
|
|
$144 million to $148 million
|
Adjusted Operating Income Before Amortization:
|
|
more than $10 million
|
Adjusted EBITDA:
|
|
Estimated add-backs of approximately $4 million in additional
depreciation and amortization to adjusted operating income before
amortization, implying an adjusted EBITDA of more than $14 million
|
For Call Driven Revenue, the company is forecasting a range of $125
million to $128 million.
2013 GAAP income (loss) from operations is expected to be ($4.5) million
or better, assuming stock-based compensation between $9 million and $11
million and amortization of intangible assets from acquisitions between
$3 million and $3.5 million. This estimate excludes any prospective gain
or loss on sales and disposals of intangible assets or costs related to
the separation of Archeo.
Financial guidance for the First Quarter ending March 31, 2013:
|
Revenue:
|
|
More than $35 million
|
Adjusted Operating Income Before Amortization:
|
|
More than $1.1 million
|
Adjusted EBITDA:
|
|
Estimated add-backs of approximately $900,000 in additional
depreciation and amortization to adjusted operating income before
amortization, implying an adjusted EBITDA of $2.0 million
|
For Call Driven Revenue, the company is forecasting more than $30
million.
First quarter GAAP income (loss) from operations is expected to be
($4.1) million or better, assuming stock-based compensation between $3
million and $4 million and amortization of intangible assets from
acquisitions between $0.8 million and $1.2 million. This estimate
excludes any prospective gain or loss on sales and disposals of
intangible assets. In the short-term, the above estimates for our
measures of profitability may be impacted further by the timing of
investments and costs related to the separation of Archeo.
“In the fourth quarter, we saw modest impact from reduced call volume
and telecommunication systems disruption from the damage caused by
Hurricane Sandy,” said Mike Arends, Chief Financial Officer. “Excluding
the impact, we continued to make progress adding new advertisers and
publishers and believe we have set a strong foundation for growth in our
call business in 2013. We expect meaningful momentum from our
call-driven products based on current opportunities and are continuing
our ramp in people, products and customers to accommodate these planned
increases. As we move forward, we anticipate call-driven revenues,
Adjusted OIBA and EBITDA will see sequential increases as the year
progresses. Over the long term, we continue to believe Marchex can
deliver significant annual growth rates in revenue with EBITDA margins
capturing additional efficiencies beyond current levels.”
Conference Call and Webcast Information
Management will hold a conference call, starting at 5:00 p.m. ET on
Wednesday, February 27, 2013 to discuss its fourth quarter and year
ended December 31, 2012 financial results, and other company updates.
Access to the live webcast of the conference call will be available
online from the Investors section of the Marchex’s website at www.marchex.com.
An archived version of the webcast will also be available at the same
location, beginning two hours after completion of the call.
About Marchex
Marchex, Inc. delivers customer calls to businesses and analyzes those
calls so companies can get the most out of their mobile advertising.
Marchex supports its customers through a unique technology platform that
has three primary components: (1) Call Analytics, which powers all of
our advertising solutions, and allows partners to leverage data and
insights that accurately measure the performance of mobile, online and
offline call advertising; (2) Digital Call Marketplace, which annually
connects millions of consumer calls to our advertisers from a range of
mobile and online sources on a Pay For Call basis; and (3) Local Leads,
a white-labeled, full service digital advertising solution for small
business resellers that drives quality phone calls and other leads to
their small business advertisers.
On November 1, 2012, Marchex announced its intention to pursue
separation of its business into two distinct, publicly-traded entities.
Upon completion of the proposed tax-free spin-off transaction, Marchex’s
existing shareholders would hold interests in: (1) Marchex, a pure play
mobile advertising company focused on calls, and (2) Archeo, Inc., a
premium domain and advertising marketplace. The spin-off is expected to
be completed in 2013.
Marchex is based in Seattle. To learn more, please visit www.marchex.com/products.
Forward-Looking Statements:
This press release contains forward-looking statements that involve
substantial risks and uncertainties. All statements, other than
statements of historical facts, included in this press release regarding
our strategy, future operations, future financial position, future
revenues, other financial guidance, acquisitions, projected costs,
prospects, plans and objectives of management are forward-looking
statements. In addition, there are certain risks and uncertainties
relating to our announced spin-off transaction which contemplates a
separation of our mobile and call advertising business and our domain
and advertising marketplace business, including, but not limited to, the
impact and possible disruption to our operations, the timing and
certainty of completing the transaction, the high costs in connection
with the spin-off which we would not be able to recoup if the spin-off
is not consummated, the expectation that the spin-off will be tax-free,
revenue and growth expectations for the two independent companies
following the spin-off, unanticipated developments that may delay or
negatively impact the spin-off, and the ability of each business to
operate as an independent entity upon completion of the spin-off. We may
not actually achieve the plans, intentions or expectations disclosed in
our forward-looking statements and you should not place undue reliance
on our forward-looking statements. Actual results or events could differ
materially from the plans, intentions and expectations disclosed in the
forward-looking statements we make. There are a number of important
factors that could cause Marchex's actual results to differ materially
from those indicated by such forward-looking statements which are
described in the "Risk Factors" section of our most recent periodic
report and registration statement filed with the SEC. All of the
information provided in this release is as of February 27, 2013 and
Marchex undertakes no duty to update the information provided herein.
Non-GAAP Financial Information:
To supplement Marchex's consolidated financial statements presented in
accordance with GAAP and to provide clarity internally and externally,
Marchex uses certain non-GAAP measures of financial performance and
liquidity, including OIBA, Adjusted OIBA, Adjusted EBITDA, Revenue with
Domain Sales, Adjusted OIBA and EBITDA with Domain Sales and Adjusted
non-GAAP EPS.
OIBA represents income (loss) from operations plus (1) stock-based
compensation expense and (2) amortization of intangible assets from
acquisitions. This measure, among other things, is one of the primary
metrics by which Marchex evaluates the performance of its business.
Additionally, Marchex's management uses Adjusted OIBA, which excludes
any gain/loss on sales and disposals of intangible assets for each
asset, acquisition and separation related costs and impairment of
goodwill as these items are not indicative of Marchex’s recurring core
operating results. Adjusted OIBA is the basis on which Marchex's
internal budgets are based and by which Marchex's management is
currently evaluated. Marchex believes these measures are useful to
investors because they represent Marchex's consolidated operating
results, taking into account depreciation and other intangible
amortization, which Marchex believes is an ongoing cost of doing
business, but excluding the effects of certain other expenses or
gain/loss such as stock-based compensation, amortization of intangible
assets from acquisitions, acquisition and separation related costs,
impairment of goodwill, and gain/loss on sales and disposals of
intangible assets. Adjusted EBITDA represents income (loss) before
interest, income taxes, depreciation, amortization, stock compensation
expense, acquisition and separation related costs, impairment of
goodwill, and gain/loss on sales and disposals of intangible assets.
Marchex believes that Adjusted EBITDA is another alternative measure of
liquidity to GAAP net cash provided by operating activities that
provides meaningful supplemental information regarding liquidity and is
used by Marchex's management to measure its ability to fund operations
and its financing obligations. In conjunction with the anticipated
spin-off, Marchex has also presented Revenue with Domain Sales, Adjusted
OIBA and EBITDA with Domain Sales. Revenue with Domain Sales represents
revenue plus sales proceeds from the sale of intangible domain assets
and Adjusted OIBA and EBITDA with Domain Sales includes the above
descriptions of Adjusted OIBA and EBITDA plus the gain/loss on sales and
disposals of intangible assets. It is anticipated upon completion of the
spin-off, that Archeo will further it’s domain marketplace business
initiative to buy and sell domains which differs from Marchex’s
historical approach to intangible asset transactions. Accordingly, it is
anticipated upon Archeo fully engaging in this business initiative,
sales proceeds from intangible domain assets may be presented as revenue
prospectively. Financial analysts and investors may use the non-GAAP
historical Revenue with Domain Sales, Adjusted OIBA and EBITDA with
Domain Sales to help with comparative financial evaluation to make
informed investment decisions.
Adjusted non-GAAP EPS represents Adjusted non-GAAP Net Income (loss)
applicable to common stockholders divided by GAAP diluted shares
outstanding. Adjusted non-GAAP Net Income (loss) applicable to common
stockholders generally captures those items on the statement of
operations that have been, or ultimately will be, settled in cash
exclusive of certain items that are not indicative of Marchex’s
recurring core operating results and represents net income (loss)
applicable to common stockholders plus the net of tax effects of: (1)
stock-based compensation expense, (2) amortization of intangible assets
from acquisitions, (3) gain/loss on sales and disposals of intangible
assets, (4) acquisition and separation related costs, (5) impairment of
goodwill, (6) interest and other income (expense), (7) dividends paid to
participating securities, and also excludes the effect of the tax
valuation allowance. Financial analysts and investors may use Adjusted
non-GAAP EPS to analyze Marchex's financial performance since these
groups have historically used EPS related measures, along with other
measures, to estimate the value of a company, to make informed
investment decisions, and to evaluate a company's operating performance
compared to that of other companies in its industry.
Marchex's management believes that investors should have access to, and
Marchex is obligated to provide, the same set of tools that management
uses in analyzing the company's results. These non-GAAP measures should
be considered in addition to results prepared in accordance with GAAP,
and should not be considered in isolation, as a substitute for, or
superior to, GAAP results. Marchex’s non-GAAP financial measures may be
defined differently from time to time and may be defined differently
than similar titled terms used by other companies, and accordingly, care
should be exercised in understanding how Marchex defines its non-GAAP
financial measures in this release. Marchex endeavors to compensate for
the limitations of the non-GAAP measures presented by providing the
comparable GAAP measure with equal or greater prominence, GAAP financial
statements, and detailed descriptions of the reconciling items and
adjustments, including quantifying such items, to derive the non-GAAP
measure.
|
MARCHEX, INC. AND SUBSIDIARIES
|
Condensed Consolidated Statements of Operations
|
(in thousands, except per share data)
|
(unaudited)
|
|
|
|
Three Months Ended
|
|
|
|
December 31,
|
|
|
|
2011
|
|
2012
|
Revenue
|
|
$
|
39,023
|
|
|
$
|
33,989
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
Service costs (1)
|
|
|
21,614
|
|
|
|
20,388
|
|
|
Sales and marketing (1)
|
|
|
4,259
|
|
|
|
2,694
|
|
|
Product development (1)
|
|
|
5,836
|
|
|
|
6,009
|
|
|
General and administrative (1)
|
|
|
5,555
|
|
|
|
5,566
|
|
|
Amortization of intangible assets from acquisitions
|
|
|
1,699
|
|
|
|
1,054
|
|
|
Acquisition and separation related costs
|
|
|
377
|
|
|
|
589
|
|
|
Total operating expenses
|
|
|
39,340
|
|
|
|
36,300
|
|
|
Impairment of goodwill
|
|
|
-
|
|
|
|
(16,739
|
)
|
|
Gain on sales and disposals of intangible assets, net
|
|
|
2,309
|
|
|
|
862
|
|
Income (loss) from operations
|
|
|
1,992
|
|
|
|
(18,188
|
)
|
Interest expense and other, net
|
|
|
(190
|
)
|
|
|
(20
|
)
|
Income (loss) before provision for income taxes
|
|
|
1,802
|
|
|
|
(18,208
|
)
|
Income tax expense
|
|
|
814
|
|
|
|
16,127
|
|
Net income (loss)
|
|
|
988
|
|
|
|
(34,335
|
)
|
Dividends paid to participating securities
|
|
|
(68
|
)
|
|
|
(394
|
)
|
Net income (loss) applicable to common stockholders
|
|
$
|
920
|
|
|
$
|
(34,729
|
)
|
|
|
|
|
|
|
Basic net income (loss) per share applicable to Class A and Class B
common stockholders
|
|
|
|
|
|
Class A
|
|
$
|
0.03
|
|
|
$
|
(1.02
|
)
|
|
Class B
|
|
$
|
0.03
|
|
|
$
|
(1.01
|
)
|
Diluted net income (loss) per share applicable to Class A and Class
B common stockholder
|
|
$
|
0.03
|
|
|
$
|
(1.02
|
)
|
Dividends paid per share
|
|
$
|
0.02
|
|
|
$
|
0.18
|
|
Shares used to calculate basic net income (loss) per share
applicable to common stockholders
|
|
|
|
Class A
|
|
|
9,632
|
|
|
|
9,570
|
|
|
Class B
|
|
|
24,017
|
|
|
|
24,642
|
|
Shares used to calculate diluted net income (loss) per share
applicable to common stockholders
|
|
|
|
Class A
|
|
|
9,632
|
|
|
|
9,570
|
|
|
Class B
|
|
|
35,743
|
|
|
|
34,212
|
|
(1)
|
Includes stock-based compensation allocated as follows:
|
|
|
|
|
|
Service costs
|
|
$
|
367
|
|
|
$
|
334
|
|
|
Sales and marketing
|
|
|
404
|
|
|
|
22
|
|
|
Product development
|
|
|
242
|
|
|
|
181
|
|
|
General and administrative
|
|
|
2,722
|
|
|
|
2,720
|
|
|
Total
|
|
$
|
3,735
|
|
|
$
|
3,257
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Condensed Consolidated Statements of Operations
|
(in thousands, except per share data)
|
(unaudited)
|
|
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
|
|
2011
|
|
2012
|
Revenue
|
|
$
|
146,726
|
|
|
$
|
138,305
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
Service costs (1),(2)
|
|
|
81,835
|
|
|
|
80,594
|
|
|
Sales and marketing (1),(2)
|
|
|
15,434
|
|
|
|
13,671
|
|
|
Product development (1),(2)
|
|
|
22,794
|
|
|
|
23,395
|
|
|
General and administrative (1),(2)
|
|
|
22,709
|
|
|
|
22,911
|
|
|
Amortization of intangible assets from acquisitions
|
|
|
5,455
|
|
|
|
4,728
|
|
|
Acquisition and separation related costs
|
|
|
1,890
|
|
|
|
753
|
|
|
Total operating expenses
|
|
|
150,117
|
|
|
|
146,052
|
|
|
Impairment of goodwill
|
|
|
-
|
|
|
|
(16,739
|
)
|
|
Gain on sales and disposals of intangible assets, net
|
|
|
9,421
|
|
|
|
6,296
|
|
Income (loss) from operations
|
|
|
6,030
|
|
|
|
(17,190
|
)
|
Interest expense and other, net
|
|
|
(458
|
)
|
|
|
(449
|
)
|
Income (loss) before provision for income taxes
|
|
|
5,572
|
|
|
|
(18,639
|
)
|
Income tax expense
|
|
|
2,613
|
|
|
|
16,557
|
|
Net income (loss)
|
|
|
2,959
|
|
|
|
(35,196
|
)
|
Dividends paid to participating securities
|
|
|
(259
|
)
|
|
|
(657
|
)
|
Net income (loss) applicable to common stockholders
|
|
$
|
2,700
|
|
|
$
|
(35,853
|
)
|
|
|
|
|
|
|
Basic net income (loss) per share applicable to common stockholders
|
|
|
|
|
|
Class A
|
|
$
|
0.08
|
|
|
$
|
(1.06
|
)
|
|
Class B
|
|
$
|
0.08
|
|
|
$
|
(1.05
|
)
|
Diluted net income (loss) per share applicable to common stockholders
|
|
|
|
|
|
Class A
|
|
$
|
0.08
|
|
|
$
|
(1.06
|
)
|
|
Class B
|
|
$
|
0.08
|
|
|
$
|
(1.05
|
)
|
Dividends paid per share
|
|
$
|
0.08
|
|
|
$
|
0.25
|
|
Shares used to calculate basic net income (loss) applicable to
common stockholders
|
|
|
|
Class A
|
|
|
9,928
|
|
|
|
9,574
|
|
|
Class B
|
|
|
23,358
|
|
|
|
24,412
|
|
Shares used to calculate diluted net income (loss) applicable to
common stockholders
|
|
|
|
Class A
|
|
|
9,928
|
|
|
|
9,574
|
|
|
Class B
|
|
|
35,318
|
|
|
|
33,986
|
|
(1)
|
Includes stock-based compensation allocated as follows:
|
|
|
|
|
|
Service costs
|
|
$
|
1,291
|
|
|
$
|
1,904
|
|
|
Sales and marketing
|
|
|
1,505
|
|
|
|
2,039
|
|
|
Product development
|
|
|
1,416
|
|
|
|
1,051
|
|
|
General and administrative
|
|
|
10,931
|
|
|
|
10,702
|
|
|
Total
|
|
$
|
15,143
|
|
|
$
|
15,696
|
|
(2)
|
Certain reclassifications have been made to full year 2012 to
conform to 4th quarter 2012 presentation.
|
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Condensed Consolidated Balance Sheets
|
(in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
Assets
|
|
2011
|
|
2012
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
37,443
|
|
|
$
|
15,930
|
|
|
Accounts receivable, net
|
|
|
30,635
|
|
|
|
25,988
|
|
|
Prepaid expenses and other current assets
|
|
|
3,614
|
|
|
|
2,667
|
|
|
Refundable taxes
|
|
|
193
|
|
|
|
264
|
|
|
Deferred tax assets
|
|
|
2,753
|
|
|
|
830
|
|
|
|
Total current assets
|
|
|
74,638
|
|
|
|
45,679
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
6,187
|
|
|
|
6,005
|
|
|
Deferred tax assets
|
|
|
46,310
|
|
|
|
27,677
|
|
|
Intangibles and other assets, net
|
|
|
2,191
|
|
|
|
611
|
|
|
Goodwill
|
|
|
82,644
|
|
|
|
65,815
|
|
|
Intangible assets from acquisitions, net
|
|
|
8,088
|
|
|
|
3,360
|
|
|
|
Total Assets
|
|
$
|
220,058
|
|
|
$
|
149,417
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable
|
|
$
|
12,896
|
|
|
$
|
12,378
|
|
|
Accrued expenses and other current liabilities
|
|
|
8,430
|
|
|
|
9,609
|
|
|
Deferred acquisition payments
|
|
|
35,214
|
|
|
|
-
|
|
|
Deferred revenue
|
|
|
1,930
|
|
|
|
2,009
|
|
|
|
Total current liabilities
|
|
|
58,470
|
|
|
|
23,996
|
|
|
|
|
|
|
|
|
|
Other non-current liabilities
|
|
|
2,580
|
|
|
|
2,216
|
|
|
|
Total Liabilities
|
|
|
61,050
|
|
|
|
26,212
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
Class A common stock
|
|
|
99
|
|
|
|
98
|
|
|
Class B common stock
|
|
|
281
|
|
|
|
284
|
|
|
Treasury stock
|
|
|
(1,067
|
)
|
|
|
(13
|
)
|
|
Additional paid-in capital
|
|
|
297,465
|
|
|
|
295,533
|
|
|
Accumulated deficit
|
|
|
(137,770
|
)
|
|
|
(172,966
|
)
|
|
|
Total Stockholders' Equity
|
|
|
159,008
|
|
|
|
122,966
|
|
|
|
Total Liabilities and Stockholders' Equity
|
|
$
|
220,058
|
|
|
$
|
149,147
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Reconciliation of GAAP Income (loss) from Operations to Operating
Income Before Amortization (OIBA)
|
and Adjusted Operating Income Before Amortization (Adjusted OIBA)
|
(in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
December 31,
|
|
|
2011
|
|
2012
|
|
|
|
|
|
Income (loss) from operations
|
|
$
|
1,992
|
|
|
$
|
(18,188
|
)
|
Stock-based compensation
|
|
|
3,735
|
|
|
|
3,257
|
|
Amortization of intangible assets from acquisitions
|
|
|
1,699
|
|
|
|
1,054
|
|
Operating income before amortization (OIBA)
|
|
|
7,426
|
|
|
|
(13,877
|
)
|
Acquisition and separation related costs
|
|
|
377
|
|
|
|
589
|
|
Impairment of goodwill
|
|
|
-
|
|
|
|
16,739
|
|
Gain on sales and disposals of intangible assets, net
|
|
|
(2,309
|
)
|
|
|
(862
|
)
|
Adjusted operating income before amortization (Adjusted OIBA)
|
|
$
|
5,494
|
|
|
$
|
2,589
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
|
December 31,
|
|
|
2011
|
|
2012
|
|
|
|
|
|
Income (loss) from operations
|
|
$
|
6,030
|
|
|
$
|
(18,190
|
)
|
Stock-based compensation
|
|
|
15,143
|
|
|
|
15,696
|
|
Amortization of intangible assets from acquisitions
|
|
|
5,455
|
|
|
|
4,728
|
|
Operating income before amortization (OIBA)
|
|
|
26,628
|
|
|
|
2,234
|
|
Acquisition and separation related costs
|
|
|
1,890
|
|
|
|
753
|
|
Impairment of goodwill
|
|
|
-
|
|
|
|
16,739
|
|
Gain on sales and disposals of intangible assets, net
|
|
|
(9,421
|
)
|
|
|
(6,296
|
)
|
Adjusted operating income before amortization (Adjusted OIBA)
|
|
$
|
19,097
|
|
|
$
|
13,430
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Reconciliation from Net Cash provided by Operating Activities to
Adjusted EBITDA
|
(in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
December 31,
|
|
|
2011
|
|
2012
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
3,675
|
|
|
$
|
4,311
|
|
Changes in asset and liabilities, net of acquisitions
|
|
|
1,727
|
|
|
|
(17,696
|
)
|
Income tax expense
|
|
|
814
|
|
|
|
16,127
|
|
Acquisition and separation related costs
|
|
|
5
|
|
|
|
589
|
|
Interest expense and other, net
|
|
|
14
|
|
|
|
20
|
|
Excess tax benefits related to stock compensation
|
|
|
229
|
|
|
|
146
|
|
Adjusted EBITDA
|
|
$
|
6,464
|
|
|
$
|
3,497
|
|
|
|
|
|
|
Net cash provided by investing activities
|
|
$
|
938
|
|
|
$
|
197
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
$
|
(2,658
|
)
|
|
$
|
(24,112
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
|
December 31,
|
|
|
2011
|
|
2012
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
16,782
|
|
|
$
|
19,901
|
|
|
|
|
|
|
Changes in asset and liabilities, net of acquisitions
|
|
|
1,220
|
|
|
|
(20,580
|
)
|
Income tax expense
|
|
|
2,613
|
|
|
|
16,557
|
|
Acquisition and separation related costs
|
|
|
1,518
|
|
|
|
885
|
|
Interest (income) expense and other, net
|
|
|
(57
|
)
|
|
|
88
|
|
Excess tax benefits related to stock compensation
|
|
|
1,032
|
|
|
|
308
|
|
Adjusted EBITDA
|
|
$
|
23,108
|
|
|
$
|
17,159
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities
|
|
$
|
(10,392
|
)
|
|
$
|
3,320
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
$
|
(6,275
|
)
|
|
$
|
(44,734
|
)
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Reconciliation of GAAP EPS to Adjusted Non-GAAP EPS
|
(in thousands, except per share data)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
December 31,
|
|
|
|
|
2011
|
|
|
|
2012
|
|
Adjusted Non-GAAP EPS
|
|
$
|
0.08
|
|
|
$
|
0.05
|
|
|
|
|
|
|
Net income (loss) per Class B share applicable to common
stockholders - diluted (GAAP EPS)
|
|
$
|
0.03
|
|
|
$
|
(1.02
|
)
|
Shares used to calculate diluted net income (loss) per Class B
share applicable to common stockholders
|
|
|
35,743
|
|
|
|
34,212
|
|
|
|
|
|
|
|
Net income (loss) applicable to common stockholders
|
|
$
|
920
|
|
|
$
|
(34,729
|
)
|
|
Stock-based compensation
|
|
|
3,735
|
|
|
|
3,257
|
|
|
Acquisition and separation related costs
|
|
|
377
|
|
|
|
589
|
|
|
Impairment of goodwill
|
|
|
-
|
|
|
|
16,739
|
|
|
Amortization of intangible assets from acquisitions
|
|
|
1,699
|
|
|
|
1,054
|
|
|
Gain on sales and disposals of intangible assets, net
|
|
|
(2,309
|
)
|
|
|
(862
|
)
|
|
Interest expense and other, net
|
|
|
190
|
|
|
|
20
|
|
|
Dividends paid to participating securities
|
|
|
68
|
|
|
|
394
|
|
|
Tax valuation allowance
|
|
|
-
|
|
|
|
16,400
|
|
|
Estimated impact of income taxes
|
|
|
(1,337
|
)
|
|
|
(1,184
|
)
|
Adjusted Non-GAAP net income applicable to common stockholders
|
|
$
|
3,343
|
|
|
$
|
1,678
|
|
|
|
|
|
|
|
Adjusted Non-GAAP EPS
|
|
$
|
0.08
|
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used to calculate diluted net income (loss) per Class B
share applicable to common stockholders
|
|
|
35,743
|
|
|
|
34,212
|
|
|
Weighted average stock options and common shares subject to purchase
or cancellation (if applicable)
|
|
|
-
|
|
|
|
1,523
|
|
|
Weighted average common shares related to deferred acquisition
payments
|
|
|
5,988
|
|
|
|
-
|
|
Diluted shares used to calculate Adjusted Non-GAAP EPS (1)
|
|
|
41,731
|
|
|
|
35,735
|
|
|
|
|
|
|
|
(1)
|
For the purpose of computing the number of diluted shares for
non-GAAP EPS, Marchex uses the accounting guidance that would be
applicable for computing the number of diluted shares for GAAP EPS.
|
|
|
|
|
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
|
|
Reconciliation of GAAP EPS to Adjusted Non-GAAP EPS
|
|
|
(in thousands, except per share data)
|
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
|
|
December 31,
|
|
|
|
2011
|
|
2012
|
|
|
|
|
|
|
Adjusted Non-GAAP EPS
|
|
$
|
0.30
|
|
|
$
|
0.25
|
|
|
|
|
|
|
|
Net income (loss) per Class B share applicable to common
stockholders - diluted (GAAP EPS)
|
|
$
|
0.08
|
|
|
$
|
(1.05
|
)
|
Shares used to calculate diluted net income (loss) per Class B
share applicable to common stockholders
|
|
|
35,318
|
|
|
|
33,986
|
|
|
|
|
|
|
|
Net income (loss) applicable to common stockholders
|
|
$
|
2,700
|
|
|
$
|
(35,853
|
)
|
|
Stock-based compensation
|
|
|
15,143
|
|
|
|
15,696
|
|
|
Acquisition and separation related costs
|
|
|
1,890
|
|
|
|
753
|
|
|
Impairment of goodwill
|
|
|
-
|
|
|
|
16,739
|
|
|
Amortization of intangible assets from acquisitions
|
|
|
5,455
|
|
|
|
4,728
|
|
|
Gain on sales and disposals of intangible assets, net
|
|
|
(9,421
|
)
|
|
|
(6,296
|
)
|
|
Interest expense and other, net
|
|
|
458
|
|
|
|
449
|
|
|
Dividends paid to participating securities
|
|
|
259
|
|
|
|
657
|
|
|
Tax valuation allowance
|
|
|
-
|
|
|
|
16,400
|
|
|
Estimated impact of income taxes
|
|
|
(4,390
|
)
|
|
|
(4,558
|
)
|
Adjusted Non-GAAP net income applicable to common stockholders
|
|
$
|
12,094
|
|
|
$
|
8,715
|
|
|
|
|
|
|
|
|
|
|
Adjusted Non-GAAP EPS
|
|
$
|
0.30
|
|
|
$
|
0.25
|
|
|
|
|
|
|
Shares used to calculate diluted net income (loss) per Class B
share applicable to common stockholders
|
|
|
35,318
|
|
|
|
33,986
|
|
|
Weighted average stock options and common shares subject to purchase
or cancellation (if applicable)
|
|
|
-
|
|
|
|
1,377
|
|
|
Weighted average common shares related to deferred acquisition
payments
|
|
|
4,396
|
|
|
|
-
|
|
Diluted shares used to calculate Adjusted Non-GAAP EPS (1)
|
|
|
39,714
|
|
|
|
35,363
|
|
|
|
|
|
|
|
(1)
|
For the purpose of computing the number of diluted shares for
non-GAAP EPS, Marchex uses the accounting guidance that would be
applicable for computing the number of diluted shares for GAAP EPS.
|
|
|
|
|
|
|
|
|
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
(in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP Income (Loss) from Operations to Operating
Income before Amortization (OIBA) and
|
and Adjusted Operating Income Before Amortization (Adjusted OIBA)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended
|
|
|
|
12 months ended
|
|
|
12/31/2011
|
|
|
3/31/2012
|
|
|
6/30/2012
|
|
|
9/30/2012
|
|
|
12/31/2012
|
|
|
|
|
12/31/2011
|
|
|
12/31/2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations
|
|
$ 1,992
|
|
|
$ (598
|
)
|
|
$ 1,088
|
|
|
$ (492
|
)
|
|
$ (18,188
|
)
|
|
|
|
$ 6,030
|
|
|
$ (18,190
|
)
|
Stock-based compensation
|
|
3,735
|
|
|
3,908
|
|
|
4,816
|
|
|
3,715
|
|
|
3,257
|
|
|
|
|
15,143
|
|
|
15,696
|
|
Amortization of intangible assets from acquisitions
|
|
1,699
|
|
|
1,537
|
|
|
1,082
|
|
|
1,055
|
|
|
1,054
|
|
|
|
|
5,455
|
|
|
4,728
|
|
Operating income before amortization (OIBA)
|
|
7,426
|
|
|
4,847
|
|
|
6,986
|
|
|
4,278
|
|
|
(13,877
|
)
|
|
|
|
26,628
|
|
|
2,234
|
|
Acquisition and separation related costs
|
|
377
|
|
|
(132
|
)
|
|
-
|
|
|
296
|
|
|
589
|
|
|
|
|
1,890
|
|
|
753
|
|
Impairment of goodwill
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
16,739
|
|
|
|
|
-
|
|
|
16,739
|
|
Gain on sales and disposals of intangible assets, net
|
|
(2,309
|
)
|
|
(1,463
|
)
|
|
(3,258
|
)
|
|
(713
|
)
|
|
(862
|
)
|
|
|
|
(9,421
|
)
|
|
(6,296
|
)
|
Adjusted operating income before amortization (Adjusted OIBA)
|
|
$ 5,494
|
|
|
$ 3,252
|
|
|
$ 3,728
|
|
|
$ 3,861
|
|
|
$ 2,589
|
|
|
|
|
$ 19,097
|
|
|
$ 13,430
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation from Net Cash provided by Operating Activities to
Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended
|
|
|
|
12 months ended
|
|
|
12/31/2011
|
|
|
3/31/2012
|
|
|
6/30/2012
|
|
|
9/30/2012
|
|
|
12/31/2012
|
|
|
|
|
12/31/2011
|
|
|
12/31/2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$ 3,675
|
|
|
$ 3,954
|
|
|
$ 7,980
|
|
|
$ 3,656
|
|
|
$ 4,311
|
|
|
|
|
$ 16,782
|
|
|
$ 19,901
|
|
Changes in asset and liabilities, net of acquisitions
|
|
1,727
|
|
|
302
|
|
|
(3,997
|
)
|
|
811
|
|
|
(17,696
|
)
|
|
|
|
1,220
|
|
|
(20,580
|
)
|
Income tax expense (benefit)
|
|
814
|
|
|
(80
|
)
|
|
577
|
|
|
(67
|
)
|
|
16,127
|
|
|
|
|
2,613
|
|
|
16,557
|
|
Acquisition and separation related costs
|
|
5
|
|
|
-
|
|
|
-
|
|
|
296
|
|
|
589
|
|
|
|
|
1,518
|
|
|
885
|
|
Interest expense and other, net
|
|
14
|
|
|
19
|
|
|
21
|
|
|
28
|
|
|
20
|
|
|
|
|
(57
|
)
|
|
88
|
|
Excess tax benefits related to stock compensation
|
|
229
|
|
|
97
|
|
|
23
|
|
|
42
|
|
|
146
|
|
|
|
|
1,032
|
|
|
308
|
|
Adjusted EBITDA
|
|
$ 6,464
|
|
|
$ 4,292
|
|
|
$ 4,604
|
|
|
$ 4,766
|
|
|
$ 3,497
|
|
|
|
|
$ 23,108
|
|
|
$ 17,159
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities
|
|
$ 938
|
|
|
$ 1,194
|
|
|
$ 2,032
|
|
|
$ (103
|
)
|
|
$ 197
|
|
|
|
|
$ (10,392
|
)
|
|
$ 3,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
$ (2,658
|
)
|
|
$ (1,296
|
)
|
|
$ (17,734
|
)
|
|
$ (1,592
|
)
|
|
$ (24,112
|
)
|
|
|
|
$ (6,275
|
)
|
|
$ (44,734
|
)
|
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Financial Summary
|
(in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended
|
|
Year ended
|
|
|
|
12/31/2011
|
|
3/31/2012
|
|
6/30/2012
|
|
9/30/2012
|
|
12/31/2012
|
|
12/31/2011
|
|
12/31/2012
|
Marchex - consolidated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
39,023
|
|
$
|
35,481
|
|
$
|
34,013
|
|
$
|
34,822
|
|
$
|
33,989
|
|
$
|
146,726
|
|
$
|
138,305
|
|
Revenue with Domain Sales
|
|
$
|
41,344
|
|
$
|
36,955
|
|
$
|
37,283
|
|
$
|
35,535
|
|
$
|
34,851
|
|
$
|
156,200
|
|
$
|
144,624
|
|
Adjusted OIBA
|
|
$
|
5,494
|
|
$
|
3,252
|
|
$
|
3,728
|
|
$
|
3,861
|
|
$
|
2,589
|
|
$
|
19,097
|
|
$
|
13,430
|
|
Adjusted EBITDA
|
|
$
|
6,464
|
|
$
|
4,292
|
|
$
|
4,604
|
|
$
|
4,766
|
|
$
|
3,497
|
|
$
|
23,108
|
|
$
|
17,159
|
|
Adjusted OIBA with Domain Sales
|
|
$
|
7,803
|
|
$
|
4,715
|
|
$
|
6,986
|
|
$
|
4,574
|
|
$
|
3,451
|
|
$
|
28,518
|
|
$
|
19,726
|
|
Adjusted EBITDA with Domain Sales
|
|
$
|
8,773
|
|
$
|
5,755
|
|
$
|
7,862
|
|
$
|
5,479
|
|
$
|
4,359
|
|
$
|
32,529
|
|
$
|
23,455
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Call-Driven and Other (1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
28,313
|
|
$
|
26,651
|
|
$
|
27,497
|
|
$
|
29,270
|
|
$
|
28,468
|
|
$
|
101,830
|
|
$
|
111,886
|
|
Adjusted OIBA
|
|
$
|
2,379
|
|
$
|
845
|
|
$
|
2,214
|
|
$
|
2,773
|
|
$
|
1,760
|
|
$
|
7,835
|
|
$
|
7,592
|
|
Adjusted EBITDA
|
|
$
|
2,998
|
|
$
|
1,546
|
|
$
|
2,917
|
|
$
|
3,538
|
|
$
|
2,530
|
|
$
|
10,308
|
|
$
|
10,531
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Archeo (1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
10,710
|
|
$
|
8,830
|
|
$
|
6,516
|
|
$
|
5,552
|
|
$
|
5,521
|
|
$
|
44,896
|
|
$
|
26,419
|
|
Revenue with Domain Sales
|
|
$
|
13,031
|
|
$
|
10,304
|
|
$
|
9,786
|
|
$
|
6,265
|
|
$
|
6,383
|
|
$
|
54,370
|
|
$
|
32,738
|
|
Adjusted OIBA
|
|
$
|
3,115
|
|
$
|
2,407
|
|
$
|
1,514
|
|
$
|
1,088
|
|
$
|
829
|
|
$
|
11,262
|
|
$
|
5,838
|
|
Adjusted EBITDA
|
|
$
|
3,466
|
|
$
|
2,746
|
|
$
|
1,687
|
|
$
|
1,228
|
|
$
|
967
|
|
$
|
12,800
|
|
$
|
6,628
|
|
Adjusted OIBA with Domain Sales
|
|
$
|
5,424
|
|
$
|
3,870
|
|
$
|
4,772
|
|
$
|
1,801
|
|
$
|
1,691
|
|
$
|
20,683
|
|
$
|
12,134
|
|
Adjusted EBITDA with Domain Sales
|
|
$
|
5,775
|
|
$
|
4,209
|
|
$
|
4,945
|
|
$
|
1,941
|
|
$
|
1,829
|
|
$
|
22,221
|
|
$
|
12,924
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The financial results for Call-Driven and Archeo are preliminary
and have been derived from the unaudited consolidated financial
statements of Marchex, Inc. for all periods presented. The
unaudited Call-Driven and Archeo financial results include certain
expenses of Marchex which were allocated for certain functions,
including general corporate expenses related to finance, legal,
information technology, human resources, shared services,
insurance, employee benefits and incentives and stock-based
compensation. However, these allocations may not be indicative of
the actual expenses that would have incurred as two separate
stand-alone entities or of the costs expected to be incurred in
the future. As such, the financial results included herein may not
necessarily reflect the results of operations or cash flows in the
future or what the results of operations or cash flows would have
been had Archeo been an independent company during the periods
presented. Certain reclassifications have been made to prior
quarters to conform to current period presentation.
|
|
MARCHEX, INC. AND SUBSIDIARIES
|
Reconciliation to Reported Financial and Non-GAAP Information
|
(in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter ended
|
|
Year ended
|
|
|
|
|
12/31/2011
|
|
|
3/31/2012
|
|
|
6/30/2012
|
|
|
9/30/2012
|
|
|
12/31/2012
|
|
|
12/31/2011
|
|
|
12/31/2012
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated - as reported
|
|
$
|
39,023
|
|
$
|
35,481
|
|
$
|
34,013
|
|
$
|
34,822
|
|
$
|
33,989
|
|
$
|
146,726
|
|
$
|
138,305
|
|
Add: Domain Sales
|
|
|
2,321
|
|
|
1,474
|
|
|
3,270
|
|
|
713
|
|
|
862
|
|
|
9,474
|
|
|
6,319
|
|
Consolidated with Domain Sales (1)
|
|
|
41,344
|
|
|
36,955
|
|
|
37,283
|
|
|
35,535
|
|
|
34,851
|
|
|
156,200
|
|
|
144,624
|
|
Less: Archeo with Domain Sales (3)
|
|
|
13,031
|
|
|
10,304
|
|
|
9,786
|
|
|
6,265
|
|
|
6,383
|
|
|
54,370
|
|
|
32,738
|
|
Other
|
|
|
-
|
|
|
181
|
|
|
175
|
|
|
174
|
|
|
181
|
|
|
-
|
|
|
711
|
|
Call-Driven (3)
|
|
$
|
28,313
|
|
$
|
26,470
|
|
$
|
27,322
|
|
$
|
29,096
|
|
$
|
28,287
|
|
$
|
101,830
|
|
$
|
111,175
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated - as reported
|
|
$
|
5,494
|
|
$
|
3,252
|
|
$
|
3,728
|
|
$
|
3,861
|
|
$
|
2,589
|
|
$
|
19,097
|
|
$
|
13,430
|
|
Add: Gain on Domain Sales
|
|
|
2,309
|
|
|
1,463
|
|
|
3,258
|
|
|
713
|
|
|
862
|
|
|
9,421
|
|
|
6,296
|
|
Consolidated with Domain Sales (2)
|
|
|
7,803
|
|
|
4,715
|
|
|
6,986
|
|
|
4,574
|
|
|
3,451
|
|
|
28,518
|
|
|
19,726
|
|
Less: Archeo with Domain Sales (2)
|
|
|
5,424
|
|
|
3,870
|
|
|
4,772
|
|
|
1,801
|
|
|
1,691
|
|
|
20,683
|
|
|
12,134
|
|
Other
|
|
|
-
|
|
|
71
|
|
|
116
|
|
|
105
|
|
|
105
|
|
|
-
|
|
|
397
|
|
Call-Driven (3)
|
|
$
|
2,379
|
|
$
|
774
|
|
$
|
2,098
|
|
$
|
2,668
|
|
$
|
1,655
|
|
$
|
7,835
|
|
$
|
7,195
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated - as reported
|
|
$
|
6,464
|
|
$
|
4,292
|
|
$
|
4,604
|
|
$
|
4,766
|
|
$
|
3,497
|
|
$
|
23,108
|
|
$
|
17,159
|
|
Add: Gain on Domain Sales
|
|
|
2,309
|
|
|
1,463
|
|
|
3,258
|
|
|
713
|
|
|
862
|
|
|
9,421
|
|
|
6,296
|
|
Consolidated with Domain Sales (2)
|
|
|
8,773
|
|
|
5,755
|
|
|
7,862
|
|
|
5,479
|
|
|
4,359
|
|
|
32,529
|
|
|
23,455
|
|
Less: Archeo with Domain Sales (2)
|
|
|
5,775
|
|
|
4,209
|
|
|
4,945
|
|
|
1,941
|
|
|
1,829
|
|
|
22,221
|
|
|
12,924
|
|
Other
|
|
|
-
|
|
|
71
|
|
|
116
|
|
|
105
|
|
|
105
|
|
|
-
|
|
|
397
|
|
Call-Driven (3)
|
|
$
|
2,998
|
|
$
|
1,475
|
|
$
|
2,801
|
|
$
|
3,433
|
|
$
|
2,425
|
|
$
|
10,308
|
|
$
|
10,134
|
|
|
(1)
|
Consolidated revenue with Domain Sales is a non-GAAP measure of
financial results and includes sales proceeds from sales of
intangible domain assets.
|
(2)
|
Adjusted operating income (loss), adjusted EBITDA and each with
Domain Sales, are non-GAAP measures of operating results and
liquidity.
|
|
Adjusted OIBA and EBITDA with Domain Sales include net gains from
the sales of intangible assets.
|
(3)
|
The financial results for Call-Driven and Archeo are preliminary
and have been derived from the unaudited consolidated financial
statements of Marchex, Inc. for all periods presented. The
unaudited Call-Driven and Archeo financial results include certain
expenses of Marchex which were allocated for certain functions,
including general corporate expenses related to finance, legal,
information technology, human resources, shared services,
insurance, employee benefits and incentives and stock-based
compensation. However, these allocations may not be indicative of
the actual expenses that would have incurred as two separate
stand-alone entities or of the costs expected to be incurred in
the future. As such, the financial results included herein may not
necessarily reflect the results of operations or cash flows in the
future or what the results of operations or cash flows would have
been had Archeo been an independent company during the periods
presented. Certain reclassifications have been made to prior
quarters to conform to current period presentation.
|