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Thursday, February 12, 2009

RealNetworks Announces Fourth Quarter and Full Year 2008 Results

RealNetworks Announces Fourth Quarter and Full Year 2008 Results

SEATTLE, Feb. 12 /PRNewswire-FirstCall/ -- Digital entertainment services company RealNetworks(R), Inc. (NASDAQ:RNWK) today announced results for the fourth quarter and fiscal year ended December 31, 2008.

   Quarterly Highlights:    -- Revenue of $152.6 million   -- Net loss of $(240.5) million or $(1.78) per share   -- Adjusted EBITDA of $(14.5) million   -- Adjusted EBITDA, excluding impairments, of $11.3 million     Full Year Highlights:    -- Record revenue of $604.8 million   -- Net loss of $(243.9) million or $(1.74) per share   -- Adjusted EBITDA of $34.2 million   -- Adjusted EBITDA, excluding impairments, of $60.7 million   -- Cash and short term investments of $370.7 million as of December 31,      2008    

"In spite of a difficult and turbulent macro-economic environment, RealNetworks delivered revenue in line with our fourth-quarter expectations," said Rob Glaser, CEO of RealNetworks. "We believe that the high-value, low- cost digital entertainment products and services we offer consumers are a great fit for these tough financial times."

Fourth Quarter Results

For the fourth quarter of 2008, revenue declined 3% to $152.6 million compared with $156.9 million for the fourth quarter of 2007. Foreign currency exchange rate fluctuations negatively affected 2008 fourth quarter revenue by approximately $6.3 million compared with the year-ago quarter. Excluding the effects of foreign exchange rate changes, revenue grew 1% year over year. Revenue trends in each of Real's businesses in the fourth quarter of 2008 compared with the year-earlier quarter were: a 9% increase in Games revenue to $33.7 million, an 8% increase in Music revenue to $43.9 million, an 11% decrease in Media Software and Services revenue to $22.7 million, and a 13% decrease in Technology Products and Solutions revenue to $52.4 million.

Net loss for the fourth quarter of 2008 was $(240.5) million, or $(1.78) per share, compared with net income of $2.7 million, or $0.02 per diluted share, in the fourth quarter of 2007. Included in the fourth quarter 2008 net loss were impairment charges, net of tax benefit, totaling $240.7 million. Of these charges, approximately $5.5 million is expected to result in a use of cash over future quarters.

Adjusted EBITDA for the fourth quarter of 2008 was a loss of $(14.5) million compared with $15.7 million in the fourth quarter of 2007. Adjusted EBITDA for the fourth quarter of 2008 included impairments of $25.8 million. Adjusted EBITDA excluding impairments for the fourth quarter of 2008 was $11.3 million compared with $19.4 million in the fourth quarter of 2007. A reconciliation of GAAP net loss to adjusted EBITDA and adjusted EBITDA excluding impairments is provided in the financial tables that accompany this release.

As of December 31, 2008, Real had approximately $371 million in unrestricted cash, cash equivalents and short-term investments, of which approximately 89% is located in the U.S. In addition, Real has approximately $33 million in restricted cash and equity investments at December 31, 2008. Use of cash in the fourth quarter included approximately $27.1 million for the repurchase of 6.1 million shares of common stock and $9.9 million for an equity investment in a public technology company in conjunction with SK Telecom. The stock repurchases in the fourth quarter completed the repurchase authorization approved by Real's Board of Directors in April 2008. Since the beginning of 2005, Real has repurchased approximately 54 million shares through its repurchase programs for approximately $382 million.

Gross margin in the fourth quarter, including impairments, was 48%, compared with 61% for the fourth quarter a year earlier. Gross margin was 61% in the fourth quarter of 2008 when excluding the effect of a $19.7 million charge to reflect the impairment of deferred project costs and prepaid royalties.

Income tax provision was $(17.4) million, including a $22.2 million increase in the valuation allowance for deferred tax assets, net of the tax benefit related to fourth quarter impairments, compared with ($47,000) in the year-earlier period. Interest income in the fourth quarter of 2008 was $2.3 million compared with $6.4 million in the year-earlier period.

   Impairment Charges    The impairment charges in the fourth quarter of 2008 included:    -- A charge of $192.7 million to reflect the impairment of goodwill and      acquired intangible assets.   -- A charge of $19.7 million to impair certain deferred project costs and      pre-paid royalties, which resulted in a reduction to fourth quarter      gross margins.   -- Restructuring and other charges of $6.1 million to reflect a reduction      in force in the fourth quarter and the write-off of capitalized      transaction-related costs associated with the company's plan to      separate its games business from the parent company.   -- A charge of $22.2 million to reflect an increase in the valuation      allowance for deferred tax assets, net of the tax benefit related to      the above mentioned items.    

In addition, the accounting for the quarterly gain on the 2007 sale of 49% of Rhapsody America was not reflected in the income statement in the fourth quarter due to declines in market valuations and, therefore, a decline in the assumed valuation of the Rhapsody America venture. In prior periods, and in accordance with Staff Accounting Bulletin 51, "Accounting for Sales of Stock of a Subsidiary," the gain was reflected in the income statement as a "gain on sale of interest in Rhapsody America," but for the fourth quarter of 2008, a $6.6 million gain was recorded directly to shareholders' equity. Although the accounting has changed, the economic effect of the transaction on the company remains the same. As previously reported, due to a change in the accounting rules relating to minority interests, the company expected to end recording the amount in the income statement and instead to start recording it in shareholders' equity beginning in the first quarter of 2009.

Full Year Results

For 2008, revenue grew 7% to $604.8 million compared with $567.6 million in 2007. Foreign currency exchange rate fluctuations negatively affected 2008 revenue by approximately $3.0 million compared with 2007. Revenue trends in each of Real's businesses for the full year 2008 compared with 2007 were: a 24% increase in Games revenue to $134.6 million, an 8% increase in Music revenue to $160.7 million, and relatively unchanged revenue in Technology Products and Solutions of $206.6 million and in Media Software and Services of $102.9 million.

Adjusted EBITDA for 2008 was $34.2 million, compared with $53.9 million in 2007. Adjusted EBITDA excluding impairments for 2008 was $60.7 million compared with $57.7 million for 2007. A reconciliation of GAAP net loss to adjusted EBITDA and adjusted EBITDA excluding impairments is provided in the financial tables that accompany this release.

Net loss for the year was $(243.9) million, or $(1.74) per share, compared with net income of $48.3 million, or $0.29 per diluted share, in 2007. Net income in 2007 included a net benefit from the antitrust settlement with Microsoft of $60.7 million in the first quarter.

Gross margin for the year, including fourth-quarter 2008 impairments of $19.7 million for deferred project costs and prepaid royalties, was 58%, compared with 62% a year earlier. Gross margin was 61% in 2008, excluding the aforementioned fourth-quarter impairments.

Income tax provision for 2008 was $(25.8) million compared with $(27.5) million in 2007, and interest income in 2008 was $13.5 million compared with $30.9 million in 2007.

Business Outlook

Due to the high level of uncertainty regarding consumer spending, global economic trends, foreign exchange rate fluctuations, and credit markets, RealNetworks is not providing quantitative guidance. The company expects 2009 to be a challenging year for consumer spending, online advertising and corporate IT spending.

For the first quarter of 2009, Real expects overall revenue to decline sequentially and year over year. Compared with the year-earlier quarter, the company expects first-quarter Music revenue to increase, Games revenue to be flat, and revenue in Media Software and Services and Technology Products and Solutions to decline. Approximately 20% of Real's revenue is denominated in currencies other than the U.S. dollar, most notably the euro and Korean won. Based on current currency rates, Real expects reported revenues to be negatively affected by foreign currency trends.

The foregoing forward-looking statements reflect Real's expectations as of Feb. 12, 2009. It is not Real's general practice to update these forward- looking statements until its next quarterly results announcement.

Webcast and Conference Call Information

The Company will host a webcast and conference call today at 5:00pm (Eastern)/ 2:00pm (Pacific). The live webcast featuring slides and audio will be available at http://investor.realnetworks.com/. Listeners must use RealPlayer(R) to listen to the conference call, which can be downloaded for free at http://www.real.com/. The on-demand webcast will be available approximately two hours following the conclusion of the live webcast.

    Conference Call Details    5:00 p.m. (Eastern) / 2:00 p.m. (Pacific)    Dial In:    800-857-5305 Domestic    773-681-5857 International    Passcode: Fourth Quarter Earnings    Leader: Rob Glaser     Telephonic replay will be available until 8:00 p.m. (Eastern),     February 26, 2009.    Dial In:    800-819-5743 Domestic    203-369-3828 International    RNWK-F    About Real Networks  

RealNetworks, Inc. delivers digital entertainment services to consumers via PC, portable music player, home entertainment system and mobile phone. Real created the streaming media category in 1995 and has continued to lead the market with pioneering products and services, including: RealPlayer(R), the first mainstream media player to enable one-click downloading and recording of Internet video; the award-winning Rhapsody(R) digital music service, which delivers more than 1 billion songs per year; RealArcade(R), one of the largest casual games destinations on the Web; and a variety of mobile entertainment services, such as ringback tones, offered to consumers through leading wireless carriers around the world. RealNetworks' corporate information is located at http://investor.realnetworks.com/.

About Non-GAAP Financial Measures

To supplement RealNetworks' condensed consolidated financial statements presented in accordance with GAAP, we present investors with certain non-GAAP financial measures, including adjusted revenue, adjusted EBITDA, adjusted EBITDA excluding impairments, adjusted EBITDA excluding impairments by reporting segment, adjusted cost of revenue, gross margin excluding impairments and adjusted operating expenses.

   -- Adjusted revenue consists of revenue excluding the impact of foreign      exchange rate fluctuations experienced in the fourth quarter.   -- Adjusted EBITDA consists of net income excluding the impact of the      following:  interest income, net; income taxes; depreciation;      amortization (net of minority interest effect); stock-based      compensation; expenses for employee stock options that were converted      to cash rights; equity investment gains and losses from sales or      impairments; income and expenses including charitable contributions      related to the Microsoft agreements; impairment of long-lived assets      (net of minority interest effect); gain on initial formation of      Rhapsody America; and the effect of the fourth quarter change in      accounting for the sale of minority interest in Rhapsody America.   -- Adjusted EBITDA excluding impairments and adjusted EBITDA excluding      impairments by reporting segment consist of net income excluding the      impact of the following:  interest income, net; income taxes;      depreciation; amortization (net of minority interest effect); stock-      based compensation; expenses for employee stock options that were      converted to cash rights; equity investment gains and losses from sales      or impairments; income and expenses including charitable contributions      related to the Microsoft agreements; impairment of long-lived assets      (net of minority interest effect); impairment of deferred costs and      prepaid royalties; restructuring and other charges; gain on initial      formation of Rhapsody America; and the effect of the fourth quarter      change in accounting for the sale of minority interest in Rhapsody      America.   -- Adjusted cost of revenue consists of GAAP cost of revenue excluding      stock-based compensation expenses, acquisition costs including      amortization of intangible assets (net of minority interest effect),      expenses for employee stock options that were converted to cash rights,      and impairments of deferred costs and prepaid royalties.   -- Gross margin excluding impairments consists of GAAP gross margin      excluding the effect of impairments of deferred costs and prepaid      royalties.   -- Adjusted operating expenses consist of GAAP operating expenses      excluding stock-based compensation expenses, antitrust litigation      expenses (benefits), acquisition costs including amortization of      intangible assets (net of minority interest effect), expenses for      employee stock options that were converted to cash rights, impairments      of long-lived assets (net of minority interest effect), and      restructuring and other charges.    

RealNetworks believes that the presentation of adjusted revenue, adjusted EBITDA, adjusted EBITDA excluding impairments, adjusted EBITDA excluding impairments by reporting segment, adjusted cost of revenue, gross margin excluding impairments and adjusted operating expenses provide important supplemental information to management and investors regarding financial and business trends relating to the company's financial condition and results of operations. Management believes that the use of these non-GAAP financial measures provides consistency and comparability with our past financial reports, and also facilitates comparisons with other companies in our industry, many of which use similar non-GAAP financial measures to supplement their GAAP results. Management has historically used these non-GAAP measures when evaluating operating performance because the inclusion or exclusion of the items described above provides additional useful measures of our operating results and facilitates comparisons of our core operating performance against prior periods and our business model objectives. We have chosen to provide this information to investors in order to enable them to perform additional analyses of past, present and future operating performance, to enable them to compare us with other companies, and as a supplemental means to evaluate our ongoing operations. In addition, RealNetworks believes that providing adjusted revenue allows investors to compare 2008 revenue with 2007 revenue in constant dollars, providing a more consistent view of revenue trends for its ongoing business. Externally, we believe that adjusted EBITDA and adjusted EBITDA excluding impairments are useful to investors in their assessment of our operating performance and the valuation of our company.

Internally, adjusted revenue, adjusted EBITDA, adjusted EBITDA excluding impairments, and adjusted EBITDA excluding impairments by reporting segment, adjusted cost of revenue, gross margin excluding impairments and adjusted operating expenses are significant measures used by management for purposes of:

   -- supplementing the financial results and forecasts reported to our board      of directors;   -- evaluating the operating performance of our company which includes      direct and incrementally controllable revenue and costs of operations,      but excludes items considered by management to be non-cash or non-      operating such as interest income and expense, stock-based compensation,      tax expense, depreciation and amortization; impairment of long-lived      assets; or not within management's control, such as significant      fluctuations in foreign currencies;   -- managing and comparing performance internally across our businesses and      externally against our peers;   -- establishing internal operating budgets; and   -- evaluating and valuing potential acquisition candidates.    

Adjusted revenue, adjusted EBITDA, adjusted EBITDA excluding impairments, adjusted EBITDA excluding impairments by reporting segment, adjusted cost of revenue, gross margin excluding impairments and adjusted operating expenses are not calculated in accordance with GAAP, and should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect all of the costs associated with the operations of our business as determined in accordance with GAAP. As a result, you should not consider these measures in isolation or as a substitute for analysis of RealNetworks' results as reported under GAAP. We expect to continue to incur expenses similar to the non-GAAP adjustments described above, and exclusion of these items from our non-GAAP financial measures should not be construed as an inference that these costs are unusual or infrequent. Some of the limitations in relying on our non-GAAP financial measures are:

   -- Adjusted EBITDA, adjusted EBITDA excluding impairments and adjusted      EBITDA excluding impairments by reporting segment are measures that we      have defined for internal and investor purposes and are not in      accordance with GAAP.  A further limitation associated with these      measures is that they do not include all costs and income that impact      our net income and net income per share.  We compensate for these      limitations by prominently disclosing GAAP net income (loss), which we      believe is the most directly comparable GAAP measure, and providing      investors with reconciliations from GAAP net income (loss) to adjusted      EBITDA, adjusted EBITDA excluding impairments and adjusted EBITDA      excluding impairments by reporting segment.   -- Adjusted cost of revenue and gross margin excluding impairments are      limited in that they do not include stock-based compensation expenses,      certain costs associated with our acquisitions and certain impairment      costs.  Adjusted operating expenses are limited in that they do not      include stock-based compensation expenses, antitrust litigation \      expenses (benefit), certain costs associated with our acquisitions,      impairments of long-lived assets and restructuring and other charges.      We compensate for these limitations by prominently disclosing the      reported GAAP results and providing investors with a reconciliation      from GAAP to the adjusted amount.    

In the financial tables of our earnings press release, RealNetworks has included reconciliations of GAAP net income (loss) to adjusted EBITDA and adjusted EBITDA excluding impairments, income before income taxes to adjusted EBITDA excluding impairments by reporting segment, GAAP cost of revenue to adjusted cost of revenue and GAAP operating expenses to adjusted operating expenses for the relevant periods.

Forward-Looking Statements: This press release contains forward-looking statements that involve risks and uncertainties, including statements relating to Real's current expectations for future revenue, future affects of foreign currency exchange rates, future accounting treatment of minority interests and future trends in consumer and corporate IT spending and online advertising. Actual results may differ materially from the results predicted. Factors that could cause actual results to differ from the results predicted include: potentially large changes in Real's GAAP tax rate that could result from even small changes in Real's pretax earnings; fluctuations in foreign currencies, particularly changes in the US dollar relative to the euro and the Korean won; development and consumer acceptance of legal online music distribution services generally and RealNetworks' content services in particular because these are relatively new and unproven business models and markets; risks associated with the creation and operation of Rhapsody America; risks associated with acquisitions generally, and the acquisitions of WiderThan, Sony NetServices, Game Trust, Trymedia and Exomi in particular, including the risks of integration, unknown liabilities and operations in new markets and geographies; the potential that we will be unable to continue to enter into commercially attractive agreements with third parties for the provision of compelling content for our subscription service offerings and the distribution of our carrier application services; the emergence of new entrants and competition in the market for digital media subscription offerings and online music sales; competitive risks, including competing technologies, products and services, and the competitive activities of our larger competitors, some of which have strong ties to streaming media users through other products; the potential outcomes and effects of claims and legal proceedings on our business, prospects, financial condition or results of operations; risks associated with the introduction of new products and services; changes in consumer and advertising spending in response to disruptions in the global financial markets; risks inherent in strategic relationships, especially with competitors, and technology and service integration efforts; and risks relating to the ability of Real's strategic partners to generate subscribers for Real's digital content services. More information about potential risk factors that could affect RealNetworks' business and financial results is included in RealNetworks' annual report on Form 10-K for the most recent year ended December 31, and its quarterly reports on Form 10-Q and from time to time in other reports filed by RealNetworks with the Securities and Exchange Commission. The preparation of our financial statements and forward-looking financial guidance requires us to make estimates and assumptions that affect the reported amount of assets and liabilities and the reported amounts of revenues and expenses during the reported period. Actual results may differ materially from these estimates under different assumptions or conditions. The Company assumes no obligation to update any forward-looking statements or information, which are in effect as of their respective dates.

RealNetworks, Rhapsody, RealPlayer and RealArcade are trademarks or registered trademarks of RealNetworks, Inc. or its subsidiaries. All other companies or products listed herein are trademarks or registered trademarks of their respective owners.

                    RealNetworks, Inc. and Subsidiaries              Condensed Consolidated Statements of Operations                                (Unaudited)                                        Quarters Ended         Years Ended                                        December 31,          December 31,                                       2008       2007      2008       2007                                      (in thousands, except per share data)     Net revenue                      $152,644   $156,882  $604,810  $567,620     Cost of revenue                    60,042     61,705   233,244   213,491    Impairment of deferred costs     and prepaid royalties             19,666          -    19,666         -       Gross profit                     72,936     95,177   351,900   354,129     Operating expenses:     Research and development          28,533     27,719   113,680   102,731     Sales and marketing               50,192     56,819   211,922   209,412     Advertising with related      party (A)                        12,480     16,613    44,213    24,360     General and administrative        19,107     16,159    69,981    67,326     Impairment of long-lived      assets                          192,676          -   192,676         -     Restructuring and other      charges                           6,147      3,748     6,833     3,748       Subtotal operating expenses     309,135    121,058   639,305   407,577      Antitrust litigation benefit,      net (B)                               -          -         -   (60,747)       Total operating expenses        309,135    121,058   639,305   346,830     Operating income (loss)          (236,199)   (25,881) (287,405)    7,299     Other income (expenses):     Interest income, net               2,255      6,417    13,453    30,874     Equity in net loss of      investments                        (271)      (308)     (695)     (440)     Gain (loss) on sale of equity      investment, net                     (12)       (34)      210        98     Minority interest in Rhapsody      America (C)                      12,426     13,318    41,555    19,784     Gain on sale of interest in      Rhapsody America (D)                  -      8,464    14,502    16,410     Other income  (expense), net      (1,306)       756       330     1,746       Total other income expense, net  13,092     28,613    69,355    68,472     Income (loss) before income     taxes                           (223,107)     2,732  (218,050)   75,771    Income taxes                      (17,392)       (47)  (25,828)  (27,456)     Net income (loss)               $(240,499)    $2,685 $(243,878)  $48,315     Basic net income (loss) per     share                             $(1.78)     $0.02    $(1.74)    $0.32    Diluted net income (loss) per     share                             $(1.78)     $0.02    $(1.74)    $0.29     Shares used to compute basic     net income (loss) per share      135,402    144,387   140,431   151,665    Shares used to compute diluted     net income (loss) per share      135,402    157,626   140,431   166,410     (A) Consists of advertising purchased by Rhapsody America from MTV       Networks (MTVN).  MTVN has a 49% ownership interest in Rhapsody       America.    (B) Consists of amounts received under the Settlement and Commercial       agreements with Microsoft, net of certain legal fees, personnel costs,       public relations and other professional service fees incurred related       to antitrust complaints against Microsoft, including proceedings in       the European Union.    (C) Minority interest reflects MTVN's 49% ownership share in the losses of       Rhapsody America.    (D) Consists of gains realized from MTVN's note payments to Rhapsody       America. In accordance with Staff Accounting Bulletin 51, "Accounting       for Sales of Stock of a Subsidiary," (SAB 51) beginning in the fourth       quarter of 2008, this gain is recognized as a component of       shareholders' equity.                       RealNetworks, Inc. and Subsidiaries                   Condensed Consolidated Balance Sheets                                (Unaudited)                                                  As of            As of                                              December 31,     December 31,                                                  2008             2007                                                     (in thousands)                            ASSETS     Current assets:     Cash and cash equivalents                  $232,968         $476,697     Short-term investments                      137,766           79,932     Trade accounts receivable, net               70,201           84,674     Deferred costs, current portion               4,026            6,408     Prepaid expenses and other current      assets                                      34,599           33,845       Total current assets                       479,560          681,556     Equipment, software, and leasehold     improvements, at cost:     Equipment and software                      135,788          109,621     Leasehold improvements                       30,719           30,632      Total equipment, software, and       leasehold improvements                    166,507          140,253     Less accumulated depreciation and      amortization                               103,500           83,756       Net equipment, software, and       leasehold improvements                     63,007           56,497     Restricted cash equivalents and investments   14,742           15,509    Equity investments                            18,582            9,976    Other assets                                   9,895           10,161    Deferred tax assets, net, non-current     portion                                       9,236           40,913    Other intangible assets, net                  18,727          107,677    Goodwill                                     175,264          353,153       Total assets                              $789,013       $1,275,442            LIABILITIES AND SHAREHOLDERS' EQUITY     Current liabilities:     Accounts payable                            $36,575          $56,160     Accrued and other liabilities               118,688          114,136     Deferred revenue, current portion            39,835           39,564     Related party payable (A)                    13,155           17,241     Convertible debt                                  -          100,000     Accrued loss on excess office facilities,      current portion                              4,317            3,389       Total current liabilities                  212,570          330,490     Deferred revenue, non-current     portion                                       1,961            2,663    Accrued loss on excess office     facilities, non-current portion               2,893            7,311    Deferred rent                                  4,614            4,518    Deferred tax liabilities, net, non-current     portion                                       1,379           22,060    Other long-term liabilities                   11,660           13,683       Total liabilities                          235,077          380,725     Minority interest (B)                            378           19,613     Shareholders' equity (C)                     553,558          875,104      Total liabilities and shareholders'      equity                                    $789,013       $1,275,442    (A) Related party payable reflects amounts owed to MTVN.    (B) Minority interest reflects MTVN's 49% ownership interest in the net       assets of Rhapsody America.    (C) In accordance with SAB 51, beginning in Q4 2008, shareholders' equity       includes gains realized from MTVN's note payments to Rhapsody America.                         RealNetworks, Inc. and Subsidiaries                Condensed Consolidated Statements of Cash Flows                                  (Unaudited)                                                  Years Ended December 31,                                                 2008               2007                                                     (in thousands)     Cash flows from operating activities:     Net income (loss)                        $(243,878)          $48,315     Adjustments to reconcile net income      to net cash provided by (used in)      operating activities:      Depreciation and amortization              45,968            45,225      Stock-based compensation                   23,531            23,918      Loss on disposal of equipment,       software, and leasehold       improvements                                  10               302      Equity in net loss of investments             198               440      Gain on sale of equity investment, net      (210)              (98)      Excess tax benefit from stock option       exercises                                   (127)             (562)      Accrued impairment of deferred costs and       prepaid royalties                          2,146                 -      Impairment of long-lived assets           192,676                 -      Accrued restructuring and other charges     3,378                 -      Accrued loss on excess office facilities   (3,490)           (3,801)      Proceeds on sale of trading securities          -           270,000      Purchase of trading securities                  -          (270,000)      Deferred income taxes, net                 11,583            (9,549)      Minority interest in Rhapsody America     (41,555)          (19,784)      Gain on sale of interest in Rhapsody      America                                  (14,502)          (16,410)      Other                                         111                95      Net change in certain assets and       liabilities, net of acquisitions          (5,622)              318       Net cash provided by (used in)       operating activities                     (29,783)           68,409     Cash flows from investing activities:     Purchases of equipment, software,      and leasehold improvements                (29,530)          (26,658)     Purchases of short-term investments       (251,887)         (133,427)     Proceeds from sales and maturities      of short-term investments                 194,052           207,183     Purchases of intangible assets              (2,839)           (2,796)     Proceeds from the sales of equity      investments                                 1,139             1,615     Purchases of equity investments            (14,400)           (1,656)     Payment of acquisition costs, net of      cash acquired                             (10,192)          (45,599)     Decrease in restricted cash      equivalents and investments                   768             1,805       Net cash provided by (used in)       investing activities                    (112,889)              467     Cash flows from financing activities:     Net proceeds from sales of common      stock under employee stock purchase      plan and exercise of stock options          9,570            15,894     Payments of convertible debt obligations  (100,000)                -     Net proceeds from sales of interest      in Rhapsody America                        44,640            48,716     Excess tax benefit from stock option      exercises                                     127               562     Repurchases of common stock                (50,199)         (178,792)       Net cash used in financing activities     (95,862)         (113,620)     Effect of exchange rate changes on cash      (5,195)           (3,791)      Net decrease in cash and cash equivalents (243,729)          (48,535)     Cash and cash equivalents, beginning     of period                                  476,697           525,232     Cash and cash equivalents, end of     period                                    $232,968          $476,697                      RealNetworks, Inc. and Subsidiaries                     Supplemental Financial Information                                (Unaudited)                                                      2008                                      Q4        Q3          Q2          Q1                                                (in thousands)    Net Revenue by Line of Business:    Consumer products and     services (A)                 $100,282   $100,322    $101,353    $96,286    Technology products and     solutions (B)                  52,362     51,633      51,295     51,277     Total net revenue             $152,644   $151,955    $152,648   $147,563     Consumer Products and Services:    Subscriptions (C)              $57,853    $57,776     $55,658    $55,193    Media properties (D)            18,337     19,946      23,472     18,702    E-commerce and other (E)        24,092     22,600      22,223     22,391     Total consumer products and     services revenue             $100,282   $100,322    $101,353    $96,286     Consumer Products and Services:    Music (F)                      $43,882    $41,591     $37,170    $38,079    Media software and services (G) 22,695     24,531      29,238     26,409    Games (H)                       33,705     34,200      34,945     31,798     Total consumer products and     services revenue             $100,282   $100,322    $101,353    $96,286     Net Revenue by Geography:    United States                 $101,369   $102,363    $100,898    $99,169    Rest of world                   51,275     49,592      51,750     48,394     Total net revenue             $152,644   $151,955    $152,648   $147,563     Subscribers (presented as     greater than)*:      Total subscribers (I)         34,100     32,650      35,000     32,200      Technology products and       solutions application       services subscribers (J)     31,500     29,950      32,450     29,500    Music subscribers:      Consumer music subscribers:      Rhapsody subscribers             775        750         600        600      Radio subscribers              1,225      1,250       1,225      1,275      Total consumer music       subscribers                   2,000      2,000       1,825      1,875      Technology products and       solutions application       services music       subscribers (K)                 875        850         800        800      Total Music Subscribers**      2,875      2,850       2,625      2,675                                                       2007                                      Q4        Q3          Q2          Q1                                                (in thousands)    Net Revenue by Line of Business:    Consumer products and     services (A)                  $96,998    $91,824     $87,115    $85,040    Technology products and     solutions (B)                  59,884     53,271      49,056     44,432     Total net revenue             $156,882   $145,095    $136,171   $129,472     Consumer Products and Services:    Subscriptions (C)              $54,784    $55,551     $51,091    $51,490    Media properties (D)            20,438     16,071      17,748     15,932    E-commerce and other (E)        21,776     20,202      18,276     17,618     Total consumer products and     services revenue              $96,998    $91,824     $87,115    $85,040     Consumer Products and Services:    Music (F)                      $40,540    $37,658     $36,801    $34,127    Media software and services (G) 25,572     25,346      25,419     27,011    Games (H)                       30,886     28,820      24,895     23,902     Total consumer products and     services revenue              $96,998    $91,824     $87,115    $85,040     Net Revenue by Geography:    United States                  $96,806    $91,281     $88,035    $84,554    Rest of world                   60,076     53,814      48,136     44,918     Total net revenue             $156,882   $145,095    $136,171   $129,472     Subscribers (presented     as greater than)*:      Total subscribers (I)         30,200     29,250      26,150     24,550      Technology products and       solutions application       services subscribers (J)     27,600     26,600      23,600     21,900    Music subscribers:      Consumer music subscribers:      Rhapsody subscribers             600        600         600        600      Radio subscribers              1,275      1,300       1,250      1,225      Total consumer music       subscribers                   1,875      1,900       1,850      1,825      Technology products and       solutions application       services music subscribers (K)  825        825         825        800      Total Music Subscribers**      2,700      2,725       2,675      2,625    

* Total music subscribers includes subscribers from our technology products and solutions application subscription services, such as music-on- demand, as well as our consumer music services, such as Rhapsody and Premium Radio. Although music-on-demand subscribers are included in the technology products and solutions application services subscribers and total music subscribers, these subscribers are only counted once as part of our total subscribers.

** Prior periods have been changed to reflect current period presentation. Totals may not equal due to rounding convention.

   (A) Revenue is derived from consumer digital media subscription services,       RealPlayer Plus and related products, sales and distribution of third       party software products, content such as games and music and       advertising.    (B) Revenue is derived from carrier application services such as ringback       tones and music-on-demand, media delivery system software, support and       maintenance services, broadcast hosting services and consulting       services.    (C) Revenue is derived from consumer digital media subscription services       including:  SuperPass, RadioPass, Rhapsody, GamePass and stand-alone       subscriptions.    (D) Revenue is derived from advertising and through the distribution of       third party products.    (E) Revenue is derived from RealPlayer Plus and related products, sales of       third party software products, and content such as games and music.    (F) Revenue is derived from Rhapsody and RadioPass subscription services       and sales of music content, advertising generated from our music and       music related websites and the distribution of third party products.    (G) Revenue is derived from SuperPass subscriptions, RealPlayer Plus and       related products, stand-alone subscription services, sales and       distribution of third-party software products and advertising related       to our non-game and non-music related web properties.    (H) Revenue is derived from GamePass subscription service, sales of games,       advertising generated from our games and game-related websites and the       distribution of third-party products.    (I) Total subscribers include technology products and solutions       application services and consumer subscription services including:       ringback tones, music-on-demand, video-on-demand, Rhapsody, Rhapsody-       to-Go, RadioPass, SuperPass, GamePass, and stand-alone subscriptions.    (J) Technology products and solutions application service subscribers       include: ringback tones, music-on-demand and video-on-demand.    (K) Technology products and solutions application services music       subscribers include subscribers from application services including       music-on-demand.                       RealNetworks, Inc. and Subsidiaries                     Supplemental Financial Information                                (Unaudited)   

Reconciliation of GAAP net income (loss) to adjusted EBITDA and adjusted EBITDA excluding impairments is as follows:

                            Year Ended            Quarters Ended                             December  December  September    June     March                             31, 2008  31, 2008  30, 2008   30, 2008 31, 2008                                               (in thousands)     Net income (loss) in     accordance with GAAP  $(243,878) $(240,499) $(4,500)  $(1,305)   $2,426    Interest income, net     (13,453)    (2,255)  (2,865)   (3,375)   (4,958)    Stock-based compensation  23,531      6,056    5,955     6,031     5,489    Loss (gain) on equity     investments, net           (210)        12        -      (222)        -    Conversion of WiderThan     stock options to a cash     equivalent                  142         11       16        26        89    Depreciation and     amortization (net of     minority interest     effect)                  24,417      5,784    6,165     6,186     6,282    Acquisitions related     intangible asset     amortization (net of     minority interest     effect)                  20,110      1,872    5,752     6,171     6,315    Impairment of long-lived     assets (net of minority     interest effect)        190,347    190,347        -         -         -    Gain on initial     formation of Rhapsody     America                       -          -        -         -         -    Pro forma gain on sale     of interest in Rhapsody     America                   6,568      6,568        -         -         -    Expenses (benefit)     related to antitrust     litigation:      Income                       -          -        -         -         -      Expenses                   757        179      174       202       202      Charitable contributions     -          -        -         -         -    Income taxes              25,828     17,392      728     3,700     4,008       Adjusted EBITDA        $34,159   $(14,533) $11,425   $17,414   $19,853     Impairments:     Impairment of deferred      costs and prepaid      royalties               19,666     19,666        -         -         -     Restructuring and other      charges                  6,833      6,147        -         -       686      Adjusted EBITDA       excluding impairments $60,658    $11,280  $11,425   $17,414   $20,539                              Year Ended            Quarters Ended                             December  December  September    June     March                             31, 2007  31, 2007  30, 2007   30, 2007 31, 2007                                               (in thousands)     Net income (loss) in     accordance with GAAP    $48,315     $2,685   $4,342    $1,327   $39,961    Interest income, net     (30,874)    (6,417)  (7,290)   (8,065)   (9,102)    Stock-based compensation  23,918      6,627    5,984     5,622     5,685    Loss (gain) on equity     investments, net            (98)        34        -      (132)        -    Conversion of WiderThan     stock options to a cash     equivalent                2,062        190      413       614       845    Depreciation and     amortization (net of     minority interest     effect)                  22,195      5,703    6,210     5,661     4,621    Acquisitions related     intangible asset     amortization (net of     minority interest     effect)                  22,845      6,639    5,583     5,311     5,312    Impairment of long-lived     assets (net of minority     interest effect)              -          -        -         -         -    Gain on initial     formation of Rhapsody     America                  (3,866)         -   (3,866)        -         -    Pro forma gain on sale     of interest in Rhapsody     America                       -          -        -         -         -    Expenses (benefit)     related to antitrust     litigation:      Income                 (61,000)         -        -         -   (61,000)      Expenses                 1,053        179      201       202       471      Charitable       contributions           1,921          -        -         -     1,921    Income taxes              27,456         47    2,012     2,178    23,219       Adjusted EBITDA        $53,927    $15,687  $13,589   $12,718   $11,933     Impairments:     Impairment of deferred      costs and prepaid      royalties                    -          -        -         -         -     Restructuring and other      charges                  3,748      3,748        -         -         -      Adjusted EBITDA       excluding impairments $57,675    $19,435  $13,589   $12,718   $11,933                       RealNetworks, Inc. and Subsidiaries                       Segment Results of Operations                                (Unaudited)                                     Quarter Ended December 31, 2008                       Music(A)  Consumer(B)  TPS(C)     Other  Grand Total                                          (in thousands)    Net revenue         $43,882     $56,400    $52,362     $  -   $152,644    Cost of revenue      25,068      14,586     20,388        -     60,042   Impairment of    deferred costs    and prepaid    royalties            1,000       7,829     10,837        -     19,666    Gross profit         17,814      33,985     21,137        -     72,936     Gross margin           41%         60%        40%       -         48%    Operating expenses:    Advertising with     related party      12,480           -          -        -     12,480    Impairment of long-     lived assets        4,753      46,056    141,867        -    192,676    Restructuring and     other charges           -           -          -    6,147      6,147    Other operating     expenses           24,777      44,014     28,823      218     97,832     Total operating      expenses          42,010      90,070    170,690    6,365    309,135    Income (loss) from    operations         (24,196)    (56,085)  (149,553)  (6,365)  (236,199)    Other income    (expenses):    Interest income, net     -           -          -    2,255      2,255    Minority interest   12,426           -          -        -     12,426    Equity in net loss     of investments          -           -          -     (271)      (271)    Gain on sale of equity     investments, net        -           -          -      (12)       (12)    Gain on sale of     interest in Rhapsody     America (D)             -           -          -        -          -    Other income (expense),     net                     -           -          -   (1,306)    (1,306)      Total other income      (expense), net     2,426           -          -      666     13,092    Income (loss)    before income    taxes             $(11,770)   $(56,085) $(149,553) $(5,699) $(223,107)   

Reconciliation of segment GAAP income (loss) before taxes to segment adjusted EBITDA excluding impairments is as follows:

    Income (loss)     before income     taxes            $(11,770)   $(56,085) $(149,553) $(5,699) $(223,107)    Interest income,     net                     -           -          -   (2,255)    (2,255)    Stock-based     compensation        1,058       2,397      2,601        -      6,056    Conversion of     WiderThan stock     options to a     cash equivalent         -           -         11        -         11    Acquisitions related     intangible asset     amortization (E)      278         273      1,321        -      1,872    Impairment of long-     lived assets (E)    2,424      46,056    141,867        -    190,347    Impairment of     deferred costs     and prepaid     royalties           1,000       7,829     10,837        -     19,666    Restructuring and     other charges           -           -          -    6,147      6,147    Pro forma gain on sale     of interest in     Rhapsody America    6,568           -          -        -      6,568    Gain on initial     formation of     Rhapsody America        -           -          -        -          -    Gain on sale of     equity investments,     net                     -           -          -       12         12    Depreciation and     amortization (E)    1,127       1,761      2,896        -      5,784    Expenses (benefit)     related to antitrust     litigation:     Income                  -           -          -        -          -     Expenses                -           -          -      179        179     Charitable      contributions          -           -          -        -          -      Adjusted EBITDA       excluding       impairments        $685      $2,231     $9,980  $(1,616)   $11,280                                       Quarter Ended December 31, 2007                       Music(A)  Consumer(B)  TPS(C)     Other  Grand Total                                          (in thousands)    Net revenue         $40,540     $56,458    $59,884     $  -    $156,882    Cost of revenue      21,892      10,950     28,863        -      61,705    Gross profit         18,648      45,508     31,021        -      95,177     Gross margin           46%         81%        52%       -          61%    Operating expenses:    Advertising with     related party      16,613           -          -        -      16,613    Restructuring     charge                  -           -          -    3,748       3,748    Other operating     expenses           28,817      38,246     33,489      145     100,697     Total operating      expenses          45,430      38,246     33,489    3,893     121,058    Income (loss) from    operations         (26,782)      7,262     (2,468)  (3,893)    (25,881)    Other income    (expenses):    Interest income, net     -          -           -    6,417       6,417    Minority interest   13,318          -           -        -      13,318    Equity in net loss     of investments          -          -           -     (308)       (308)    Gain on sale of equity     investments, net        -          -           -      (34)        (34)    Gain on sale of     interest in     Rhapsody     America (D)         8,464          -           -        -       8,464    Other income    (expenses), net          -          -           -      756         756      Total other income      (expense), net    21,782           -          -    6,831      28,613    Income (loss) before    income taxes       $(5,000)     $7,262    $(2,468)  $2,938      $2,732    Reconciliation of segment GAAP income (loss) before taxes to segment    adjusted EBITDA excluding impairments is as follows:     Income (loss)     before income     taxes             $(5,000)     $7,262    $(2,468)  $2,938      $2,732    Interest income,     net                     -           -          -   (6,417)     (6,417)    Stock-based     compensation        1,296       2,283      3,048        -       6,627    Conversion of     WiderThan stock     options to a     cash equivalent         -           -        190        -         190    Acquisitions related     intangible asset     amortization (E)      384         911      5,344        -       6,639    Restructuring and other     charges                 -           -          -    3,748       3,748    Gain on initial     formation of     Rhapsody America        -           -          -        -           -    Gain on sale of equity     investments, net        -           -          -       34          34    Depreciation and     amortization (E)    1,187       1,928      2,588        -       5,703    Expenses (benefit)     related to     antitrust litigation:     Income                  -           -          -        -           -     Expenses                -           -          -      179         179     Charitable      contributions          -           -          -        -           -      Adjusted EBITDA       excluding       impairments     $(2,133)    $12,384     $8,702     $482     $19,435    

Note: Cost of revenue and operating expenses of the segments shown above include costs directly attributable to those segments and an allocation of general and administrative and other common or shared costs.

   (A) The Music segment primarily includes revenue and related costs from:       Rhapsody America's Rhapsody and Radiopass subscription services; sales       of digital music content through the Rhapsody service and the       RealPlayer music store; and advertising from music websites.    (B) The Consumer segment primarily includes revenue and related costs       from: the sale of individual games through our RealArcade service and       our Games related websites; our GamePass and FunPass subscription       service; our SuperPass and stand-alone premium video subscription       services; RealPlayer Plus and related products; sales and distribution       of third-party software products; and all advertising other than that       related directly to our Music businesses.    (C) TPS comprises our Technology Products and Solutions segment which       includes revenue and related costs from: sales of ringback tone,       music-on-demand, video-on-demand, messaging, and information services;       sales of media delivery system software, including Helix system       software and related authoring and publishing tools, both directly to       customers and indirectly through original equipment manufacturer (OEM)       channels; support and maintenance services sold to customers who       purchase software products; broadcast hosting services; and consulting       and professional services that are offered to customers.    (D) Comprises gains realized from MTVN's note payments to Rhapsody       America.  In accordance with SAB 51, beginning in Q4 2008, this gain       was recognized as a component of Shareholders' equity.    (E) Net of minority interest effect within our Music segment.                       RealNetworks, Inc. and Subsidiaries                     Supplemental Financial Information                                (Unaudited)                           Quarter Ended December 31, 2008                                Acquisitions    WiderThan                        Stock-    Related        Options                        Based    Intangible     Converted  Antitrust                 As     Compen-    Asset        to a Cash  Litigation              Reported  sation  Amortization(A) Equivalent  Related  Adjusted                                      (in thousands)    Expenses in accordance with GAAP     Cost of     revenue   $60,042    $(607)    $(596)         $(2)     $  -     $58,837     Operating     expenses:     Research      and      develop-      ment     $28,533  $(2,103)    $   -          $ -      $  -     $26,430     Sales and      marketing 50,192   (1,433)   (1,276)          (5)        -      47,478     General and      adminis-      trative   19,107   (1,913)        -           (4)     (179)     17,011       Total       adjusted       operating       expenses,       net     $97,832  $(5,449)  $(1,276)         $(9)    $(179)    $90,919                              Quarter Ended December 31, 2007                                Acquisitions    WiderThan                        Stock-    Related        Options                        Based    Intangible     Converted  Antitrust                 As     Compen-    Asset        to a Cash  Litigation              Reported  sation  Amortization(A) Equivalent  Related  Adjusted                                      (in thousands)    Expenses in accordance with GAAP    Cost of    revenue    $61,705    $(249)  $(2,479)        $(15)     $  -     $58,962     Operating     expenses:     Research      and      develop-      ment     $27,719  $(2,161)     $  -         $(40)     $  -     $25,518     Sales and      marketing 56,819   (2,388)   (4,160)        (135)        -      50,136     General and      adminis-      trative   16,159   (1,829)        -            -      (179)     14,151       Total       adjusted       operating       expenses,       net    $100,697  $(6,378)  $(4,160)       $(175)    $(179)    $89,805                                Year Ended December 31, 2008                                Acquisitions    WiderThan                        Stock-    Related        Options                        Based    Intangible     Converted  Antitrust                 As     Compen-    Asset        to a Cash  Litigation              Reported  sation  Amortization(A) Equivalent  Related  Adjusted                                      (in thousands)    Expenses in accordance with GAAP    Cost of    revenue    $233,244  $(2,570)  $(7,188)       $(26)     $  -    $223,460     Operating     expenses:     Research      and      develop-      ment     $113,680  $(8,410)     $  -         $(9)     $  -    $105,261     Sales and      marketing 211,922   (5,860)  (12,922)        (36)        -     193,104     General and      adminis-      trative    69,981   (6,691)        -         (71)     (757)     62,462       Total       adjusted       operating       expenses,       net     $395,583 $(20,961) $(12,922)      $(116)    $(757)   $360,827                                Year Ended December 31, 2007                                Acquisitions    WiderThan                        Stock-    Related        Options                        Based    Intangible     Converted  Antitrust                 As     Compen-    Asset        to a Cash  Litigation              Reported  sation  Amortization(A) Equivalent  Related  Adjusted                                      (in thousands)    Expenses in accordance with GAAP    Cost of    revenue    $213,491    $(769)  $(8,572)      $(324)     $  -    $203,826     Operating     expenses:     Research      and      develop-      ment     $102,731  $(7,314)     $  -       $(398)     $  -     $95,019     Sales and      marketing 209,412   (9,373)  (14,273)       (973)        -     184,793     General and      adminis-      trative    67,326   (6,462)        -        (368)   (2,542)     57,954       Total       adjusted       operating       expenses,       net     $379,469 $(23,149) $(14,273)    $(1,739)  $(2,542)   $337,766     (A) - Net of minority interest effect.  

First Call Analyst:
FCMN Contact: meggers@real.com

Source: RealNetworks, Inc.

CONTACT: Press, Bill Hankes, +1-206-892-6614, bhankes@real.com, or
Financial, Marj Charlier, +1-206-892-6718, mcharlier@real.com, both of
RealNetworks, Inc.

Web site: http://www.realnetworks.com/


Profile: International Entertainment

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