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Dice Holdings, Inc. Reports Fourth Quarter & Full Year 2007 Results

                 -- Revenues increased 49% to $39.5 million
  -- Operating income grew 76% to $9.4 million, including the impact of a
 $2.9 million non-cash impairment charge for JobsintheMoney.com intangible
                                   assets
-- Income from continuing operations increased 60% to $3.7 million or $0.06
                             per diluted share
           -- Cash flow from operations grew 55% to $16.5 million
    -- Adjusted EBITDA totaled $18.6 million, increasing 56% (See "Notes
             Regarding the Use of Non-GAAP Financial Measures")

    NEW YORK, Feb. 6 /PRNewswire-FirstCall/ -- Dice Holdings, Inc. (NYSE:
DHX), a leading provider of specialized career websites for professional
communities, today reported financial results for the quarter and year
ended December 31, 2007.

    Fourth Quarter Operating Results

    Total revenues for the quarter ended December 31, 2007 increased 49% to
$39.5 million versus $26.6 million in the comparable quarter of 2006. The
revenue increase was driven by eFinancialCareers performance, including the
impact of a full quarter of ownership in 2007, and by increases at Dice.com
primarily as a result of a greater number of recruitment package customers.
Pro forma total revenues for the fourth quarter of 2006 would have been
$28.6 million, and the year over year increase would have been 38%, had
Dice Holdings owned the eFinancialCareers businesses during the entire
period.

    Operating income for the quarter ended December 31, 2007 increased $4.0
million to $9.4 million, an increase of 76% from the comparable period in
2006. The increase in operating income was due to higher revenues and
greater operating leverage at Dice.com and eFinancialCareers, partially
offset by a $2.9 million non-cash impairment charge related to the
intangible assets of JobsintheMoney.com, which was acquired as part of the
eFinancialCareers transaction in October 2006. See "Recent Developments"
for additional detail.

    Income from continuing operations for the current quarter was $3.7
million, an increase of $1.4 million from $2.3 million generated in the
fourth quarter of 2006. Earnings per diluted share from continuing
operations were $0.06 for the current quarter, which includes a $0.03 per
diluted share negative impact, net of tax, from the non-cash impairment
charge.

    Net cash provided by operating activities for the quarter ended
December 31, 2007 was $16.5 million, compared with $10.6 million in the
fourth quarter last year.

    Adjusted EBITDA for the fourth quarter of 2007 was $18.6 million,
compared with $12.0 million for the fourth quarter of 2006 an increase of
56%. See "Notes Regarding the Use of Non-GAAP Financial Measures."

    Operating Segment Results

    For the fourth quarter of 2007, DCS Online revenues were $27.1 million
or 68.5% of Dice Holdings' consolidated revenues, representing a 20%
increase over the comparable 2006 quarter. Growth was driven by a greater
number of recruitment package customers and an increase in average revenue
per recruitment package customer at Dice.com. A strong increase in revenue
at ClearanceJobs.com also contributed. Within the segment, Dice.com
represented a significant majority of total revenues for the period.

    Representing the Company's international operations, eFinancialCareers
revenues for the fourth quarter of 2007 were $9.7 million or 24.5% of Dice
Holdings' consolidated revenues. Pro forma revenues for the fourth quarter
of 2006 would have been $4.5 million for this segment had Dice Holdings
owned eFinancialCareers during that entire period.

    The other businesses operated by Dice Holdings, which include the
eFinancialCareers operations within the United States, JobsintheMoney.com,
and Targeted Job Fairs, are reported in the Other category. Other revenues
were $2.8 million in the fourth quarter versus $1.1 million for the
comparable period in 2006. Pro forma revenues for the fourth quarter of
2006 would have been $1.6 million for this segment had Dice Holdings owned
the eFinancialCareers businesses during that entire period.

    Full Year Operating Results

    Total revenues for the year ended December 31, 2007 were $142.4
million, compared to $83.4 million in the previous year. The 71% increase
was driven by growth in recruitment package customers and average revenue
per recruitment package customer at Dice.com, as well as the addition of
the eFinancialCareers businesses. Pro forma total revenues for the year
ended December 31, 2006 would have been $101.4 million had Dice Holdings
owned the eFinancialCareers businesses during all of 2006.

    By segment, DCS Online revenues increased 32% to $102.2 million for the
year ended December 31, 2007, while eFinancialCareers contributed revenues
of $29.7 million. Other revenues for the year increased to $10.5 million
from $3.2 million in the comparable period of 2006. Pro forma revenues for
the year ended December 31, 2006 would have been $16.5 million for the
eFinancialCareers segment and $7.6 million for the Other segment had the
company owned the eFinancialCareers businesses during all of 2006.

    Operating income for the year ended December 31, 2007 increased 79% to
$32.0 million from $17.9 million for the previous year. Net income for the
full year 2007 was $15.5 million compared with $6.8 million for the full
year 2006.

    For the year ended December 31, 2007, net cash provided by operating
activities was $59.6 million, compared with $38.9 million for the same
period last year.

    Adjusted EBITDA for the year ended December 31, 2007 increased 68% to
$62.5 million, compared with $37.1 million in 2006. See "Notes Regarding
the Use of Non-GAAP Financial Measures."

    Balance Sheet

    Deferred revenue at December 31, 2007 was $46.2 million compared to
$34.4 million at December 31, 2006. The 34% increase is primarily
attributable to serving a greater number of recruitment package customers
at Dice together with a higher percentage of those customers under annual
contract than at December 31, 2006.

    Net debt, defined as total debt less cash and cash equivalents and
marketable securities, was $66.7 million at December 31, 2007, consisting
of total debt of $124.4 million minus cash and cash equivalents and
marketable securities of $57.7 million. This compares to a net debt balance
of $81.2 million at September 30, 2007, consisting of total debt of $124.7
million minus cash and cash equivalents and marketable securities of $43.5
million.

    Recent Developments

    In September 2007, the Company launched a redesigned JobsintheMoney
website with an expectation that, together with an increase in marketing,
its overall performance for employers, recruiters, and finance and
accounting professionals would improve. While the functionality of the
website has improved, to date there has been no subsequent measurable
improvement in financial performance. Therefore, intangible assets related
to JobsintheMoney.com were reduced by $2.9 million to zero.

    On January 28, 2008, Dice India Holdings transferred its equity stake
in the CyberMedia Dice joint venture to an affiliate of Cyber Media.
CyberMedia Dice results were previously reported in the Other segment. As
of December 31, 2007, CyberMedia Dice was considered held for sale;
therefore, results from operations, assets and liabilities from the joint
venture are now classified as a discontinued operation and all historical
periods have been recast.

    Management Comments

    Scot Melland, Chairman, President and Chief Executive Officer, stated
"Our fourth quarter provided a solid finish to the year marked by strong
revenue and profit growth in each of our key operating segments.
eFinancialCareers worldwide delivered its strongest quarter of the year as
customers continue to discover the value of recruiting financial services
professionals using our service. Overall, despite a challenging market
environment, our results underscore our view that the long-term global
opportunity for our business is unchanged. In 2008, we plan to continue
executing our three-pronged strategic plan to further build professional
communities organically, globally and by acquisition."

    Mike Durney, Senior Vice President, Finance and Chief Financial
Officer, added "The breadth of contribution to our fourth quarter results
across our key operating segments continues to illustrate how effectively
our business model operates for both our users and our Company. At Dice, we
had on average 17% more recruitment package customers than a year ago and
at year end more than 80% of those customers are under annual contract.
During the quarter, we marked the one-year anniversary of the
eFinancialCareers acquisition with flat-out excellent results worldwide
including some nice growth from our newer markets." Mr. Durney continued,
"Company-wide, the fourth quarter is historically our strongest in EBITDA
terms and 2007 was no exception, with a 47% adjusted EBITDA margin.
Finally, we continue to generate significant amounts of cash, while we
invest to grow."

    Business Outlook

    As of February 6, 2008, the Company anticipates the following financial
performance for the quarter ending March 31, 2008 and full year 2008:


Quarter ending Fiscal Year March 31, 2008 2008 Total Revenue $39.0 - 40.5 mm $161 - 173 mm Estimated Contribution by Segment DCS Online $27.0 - 28.0 mm $110 - 117 mm eFinancialCareers $9.0 - 9.3 mm $39 - 42 mm Other $3.0 - 3.2 mm $12 - 14 mm Sales & Marketing expense $16.0 - 16.5 mm $63 - 65 mm Adjusted EBITDA $15.5 - 16.5 mm $68 - 76 mm Depreciation and amortization $5.5 - 5.6 mm $22 - 23 mm Non-cash stock compensation expense $1.4 - 1.5 mm $6 - 7 mm Interest expense, net $2.4 - 2.5 mm $9 - 10 mm Income taxes $2.6 - 3.1 mm $13 - 16 mm Income from continuing operations $3.7 - 4.5 mm $20 - 25 mm Adjusted EBITDA Margin 40 - 41% 42 - 44% Fully diluted share count 66 - 68 mm 67 - 70 mm Note: Excludes the impact of CyberMedia Dice which has been recast as a discontinued operation. Conference Call Information The Company will host a conference call to discuss fourth quarter results today at 5:00 p.m. Eastern Time. Hosting the call will be Scot W. Melland, Chairman, President and Chief Executive Officer, and Michael P. Durney, Senior Vice President, Finance and Chief Financial Officer. The conference call can be accessed live over the phone by dialing 866- 202-4683 or for international callers by dialing 617-213-8846; the participant passcode is 51706339. A replay will be available two hours after the call and can be accessed by dialing 888-286-8010 or 617-801-6888 for international callers; the replay passcode is 54053410. The replay will be available until February 20, 2008. The call will also be webcast live from the Company's website at http://www.diceholdingsinc.com under the Investor Relations section. About Dice Holdings, Inc. Dice Holdings, Inc. is a leading provider of specialized career websites for professional communities, including technology and engineering, capital markets and financial services, accounting and finance, and security clearance. Our mission is to help our customers source and hire the most qualified professionals in select and highly skilled occupations, and to help those professionals find the best job opportunities in their respective fields and further their careers. For more than 17 years, we have built our company by providing our customers with quick and easy access to high-quality, unique professional communities and offering those communities access to highly relevant career opportunities and information. Today, we serve multiple markets in North America, Europe, the Middle East, Asia and Australia. Notes Regarding the Use of Non-GAAP Financial Measures Dice Holdings, Inc. (the "Company") has provided certain non-GAAP financial information as additional information for its operating results. These measures are not in accordance with, or an alternative for, generally accepted accounting principles in the United States ("GAAP") and may be different from non-GAAP measures reported by other companies. The Company believes that its presentation of non-GAAP measures, such as adjusted earnings before interest, taxes, depreciation, amortization, non-cash share based compensation expense, non-cash impairment of intangible assets and add back of deferred revenue written off ("Adjusted EBITDA"), free cash flow and net debt, provides useful information to management and investors regarding certain financial and business trends relating to its financial condition and results of operations. In addition, the Company's management uses these measures for reviewing the financial results of the Company and for budgeting and planning purposes. Adjusted EBITDA Adjusted EBITDA is a metric used by management to measure operating performance. Management uses Adjusted EBITDA as a performance measure for internal monitoring and planning, including preparation of annual budgets, analyzing investment decisions and evaluating profitability and performance comparisons between us and our competitors. The Company also uses this measure to calculate amounts of performance based compensation under the senior management incentive bonus program. Adjusted EBITDA, as defined in our Amended and Restated Credit Facility, represents net income (loss) before interest expense, interest income, income tax expense, depreciation and amortization, non-cash stock compensation expense, extraordinary or non- recurring non-cash charges or expenses, and to add back the deferred revenues written off in connection with the Dice Inc. acquisition and the eFinancialCareers acquisition purchase accounting adjustments. We consider Adjusted EBITDA, as defined above, to be an important indicator to investors because it provides information related to our ability to provide cash flows to meet future debt service, capital expenditures and working capital requirements and to fund future growth as well as to monitor compliance with financial covenants. We present Adjusted EBITDA as a supplemental performance measure because we believe that this measure provides our board of directors, management and investors with additional information to measure our performance, provide comparisons from period to period and company to company by excluding potential differences caused by variations in capital structures (affecting interest expense) and tax positions (such as the impact on periods or companies of changes in effective tax rates or net operating losses), and to estimate our value. We present this discussion of Adjusted EBITDA because covenants in our Amended and Restated Credit Facility contain ratios based on this measure. Our Amended and Restated Credit Facility is material to us because it is one of our primary sources of liquidity. If our Adjusted EBITDA were to decline below certain levels, covenants in our Amended and Restated Credit Facility that are based on Adjusted EBITDA may be violated and could cause, among other things, an inability to incur further indebtedness and in certain circumstances a default or mandatory prepayment under our Amended and Restated Credit Facility. Adjusted EBITDA is not a measurement of our financial performance under GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with GAAP or as an alternative to cash flow from operating activities as a measure of our profitability or liquidity. Pro Forma Adjusted EBITDA Pro Forma Adjusted EBITDA is defined as Adjusted EBITDA (as defined above) with an addition for the Adjusted EBITDA of eFinancialCareers, as though we owned the business for all periods presented. We believe Pro Forma Adjusted EBITDA is an important non-GAAP measure as it provides a basis for comparing the current period performance against prior periods. Free Cash Flow We define free cash flow as net cash provided by operating activities from continuing operations minus capital expenditures. We believe free cash flow is an important non-GAAP measure as it provides useful cash flow information regarding our ability to service, incur or pay down indebtedness or repurchase our common stock. We use free cash flow as a measure to reflect cash available to service our debt as well as to fund our expenditures. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities is that free cash flow does not represent the total increase or decrease in the cash balance from operations for the period since it excludes cash used for capital expenditures during the period. Net Debt Net Debt is defined as total debt less cash and cash equivalents and marketable securities. We consider net debt to be an important measure of liquidity and an indicator of our ability to meet ongoing obligations. We also use net debt, among other measures, in evaluating our choices for capital deployment. Net Debt presented herein is a non-GAAP measure and may not be comparable to similarly titled measures used by other companies. Forward-Looking Statements This press release contains forward-looking statements. You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Forward-looking statements include information concerning our possible or assumed future results of operations, including descriptions of our business strategy. These statements often include words such as "may," "will," "should," "believe," "expect," "anticipate," "intend," "plan," "estimate" or similar expressions. These statements are based on assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances. Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, competition from existing and future competitors, failure to maintain and develop our reputation and brand recognition, failure to increase or maintain the number of customers who purchase recruitment packages, cyclicality or downturns in the economy or industries we serve, and the failure to attract qualified professionals or grow the number of qualified professionals who use our websites. These factors and others are discussed in more detail in the Company's filings with the Securities and Exchange Commission, including our periodic reports and our Registration Statement on Form S-1, as amended, under the headings "Risk Factors," "Forward-Looking Statements" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" all of which are available on the Investor Relations page of our website at http://www.diceholdingsinc.com. You should keep in mind that any forward-looking statement made by us herein, or elsewhere, speaks only as of the date on which we make it. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect us. We have no obligation to update any forward-looking statements after the date hereof, except as required by federal securities laws.
DICE HOLDINGS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands except per share amounts) For the For the three months ended year ended December 31, December 31, 2007 2006 2007 2006 Revenues $39,514 $26,562 $142,350 $83,400 Operating expenses: Cost of revenues 2,431 1,405 8,647 4,628 Product development 1,047 887 4,188 2,359 Sales and marketing 12,947 10,263 53,427 33,456 General and administrative 5,621 3,724 19,193 10,263 Depreciation 823 535 2,971 1,699 Amortization of intangible assets 4,389 4,415 19,051 13,092 Impairment of intangible assets 2,879 - 2,879 - Total operating expenses 30,138 21,229 110,357 65,497 Operating income 9,376 5,333 31,993 17,903 Interest expense (3,077) (1,775) (13,104) (4,788) Interest income 520 153 1,047 234 Income from continuing operations before income taxes and minority interest 6,819 3,711 19,935 13,349 Income tax expense 3,131 1,402 6,692 5,110 Income from continuing operations 3,688 2,309 13,243 8,239 Discontinued operations: Income (loss) from discontinued operations (284) (1,680) (1,584) (2,767) Income tax benefit (expense) from discontinued operations (1,329) 636 3,981 1,010 Minority interest (255) 98 (134) 296 Income (loss) from discontinued operations, net of tax (1,868) (946) 2,263 (1,461) Net income 1,820 1,363 15,507 6,778 Convertible preferred stock dividends - (11,180) (107,718) (11,180) Income (loss) attributable to common stockholders $1,820 $(9,817) $(92,211) $(4,402) Basic earnings (loss) per share: From continuing operations $0.06 $(96.21) $(3.34) $(31.89) From discontinued operations (0.03) (10.26) 0.08 (15.86) $0.03 $(106.47) $(3.26) $(47.75) Diluted earnings (loss) per share: From continuing operations $0.06 $(96.21) $(3.34) $(31.89) From discontinued operations (0.03) (10.26) 0.08 (15.86) $0.03 $(106.47) $(3.26) $(47.75) Weighted average diluted shares outstanding 65,769 55,601 61,416 59,873 Note: Results for 2007 and 2006 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) For the For the three months ended year ended December 31, December 31, 2007 2006 2007 2006 Cash flows provided by operating activities: Net income $1,820 $1,363 $15,507 $6,778 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 823 535 2,971 1,699 Amortization 4,389 4,415 19,051 13,092 Deferred income taxes 3,895 341 7,273 3,127 Amortization of deferred financing costs 257 116 795 352 Share based compensation 1,180 743 4,100 1,467 Impairment of intangible assets 2,879 - 2,879 - Changes in operating assets and liabilities: Accounts receivable (2,707) (3,330) (4,127) (4,717) Prepaid expenses and other assets 36 (82) (1,266) (45) Accounts payable and accrued expenses (223) (270) (906) 154 Deferred revenue 2,543 5,743 11,831 16,168 Other, net 1,621 1,058 1,448 775 Net cash provided by operating activities 16,513 10,632 59,556 38,850 Cash flows used for investing activities: Purchases of fixed assets (949) (588) (3,521) (2,649) Purchases of marketable securities - (100) (200) (200) Maturities and sales of marketable securities 599 399 999 596 Acquisition of eFinancial Group Limited - (104,738) - (104,738) Proceeds from the sale of eFinancialNews Limited - 41,560 - 41,560 Amounts paid under Targeted Job Fairs acquisition agreement - - - (965) Other, net - - (32) - Net cash used for investing activities (350) (63,467) (2,754) (66,396) Cash flows provided by (used for) financing activities: Proceeds from long-term debt - 77,000 113,000 77,000 Payments on long-term debt (300) (10,000) (77,600) (37,000) Dividends paid on convertible preferred stock - (11,180) (107,718) (11,180) Dividends paid on common stock - - (180) - Payments to holders of vested stock options - - (4,602) - Financing costs paid (118) (856) (2,364) (856) Proceeds from initial public offering - - 81,003 - Payment of costs related to initial public offering (1,447) - (2,884) - Proceeds from stock option exercises 203 - 292 - Other - - (175) - Net cash provided by (used for) financing activities (1,662) 54,964 (1,228) 27,964 Net cash provided by (used for) operating activities of discontinued operations 353 932 (3,844) 2,002 Net cash used for investing activities of discontinued operations - (65) (6) (151) Net cash provided by (used for) discontinued operations 353 867 (3,850) 1,851 Effect of exchange rate changes (39) 91 115 91 Net change in cash and cash equivalents for the period 14,815 3,087 51,839 2,360 Cash and cash equivalents, beginning of period 42,708 2,597 5,684 3,324 Cash and cash equivalents, end of period $57,523 $5,684 $57,523 $5,684 Note: Results for 2007 and 2006 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (in thousands) ASSETS December 31, 2007 December 31, 2006 Current assets Cash and cash equivalents $57,525 $5,684 Marketable securities 150 944 Accounts receivable, net of allowance for doubtful accounts of $1,312 and $795 19,112 14,962 Deferred income taxes - current 9,864 14,000 Prepaid and other current assets 2,582 1,162 Current assets of discontinued operations 195 1,098 Total current assets 89,428 37,850 Fixed assets, net 5,768 5,160 Acquired intangible assets, net 78,572 100,186 Goodwill 159,773 156,440 Deferred financing costs, net of accumulated amortization of $1,252 and $457 3,541 1,972 Other assets 673 122 Non-current assets of discontinued operations 135 597 Total assets $337,890 $302,327 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable and accrued expenses $11,971 $11,534 Deferred revenue 46,230 34,383 Current portion of long-term debt 750 - Other current liabilities - 426 Current liabilities of discontinued operations 1,404 1,772 Total current liabilities 60,355 48,115 Long-term debt 123,650 89,000 Deferred income taxes - non- current 26,079 29,582 Other long-term liabilities 7,468 1,295 Total liabilities 217,552 167,992 Total stockholders' equity 120,338 134,335 Total liabilities and stockholders' equity $337,890 $302,327 Note: Results for 2006 have been recast to reflect discontinued operations. Supplemental Information and Non-GAAP Reconciliations On the pages that follow, the Company has provided certain supplemental information that we believe will assist the reader in assessing our business operations and performance, including certain non-GAAP financial information and required reconciliations to the most comparable GAAP measure. Results for each quarter of 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. The supplemental schedules provided include: Historical Quarterly Statement of Operations and Adjusted EBITDA Reconciliation A quarterly statement of operations reflecting the results of each quarterly period for calendar year 2006 and 2007 is provided. This information provides the reader with the information necessary to analyze Dice Holdings, Inc. over the recent past. Historical Quarterly Statement of Cash Flows and Free Cash Flow Reconciliation A quarterly statement of cash flows reflecting the results of each quarterly period for calendar year 2006 and 2007 is provided. This information provides the reader with the information necessary to analyze Dice Holdings, Inc. over the recent past. Quarterly Supplemental Data and Certain Non-GAAP Reconciliations On this schedule, the Company provides certain non-GAAP information of each quarterly period for calendar year 2006 and 2007 that we believe is useful to understanding the business operations of the Company. A discussion of the significant sections is below: Adjusted Pro Forma Revenues By Segment Adjusted pro forma revenues by segment reflects historical revenues adjusted for the addition of deferred revenue that was previously written off as part of purchase accounting adjustments related to the Dice Inc. and eFinancialCareers acquisitions. In addition, the Company has made an addition for revenues of eFinancialCareers, as though we owned the business for all periods presented, in order to provide a comparable revenue basis. Pro Forma Sales and Marketing Expense Pro forma sales and marketing expense reflects historical sales and marketing expense adjusted for the addition of sales and marketing expenses for eFinancialCareers, as though we owned the business for all periods presented, in order to provide expense analysis comparable to our business operations today.
DICE HOLDINGS, INC. HISTORICAL QUARTERLY STATEMENTS OF OPERATIONS (Unaudited) (in thousands) Quarters Full Year Q1 2006 Q2 2006 Q3 2006 Q4 2006 2006 Revenues $16,056 $19,205 $21,577 $26,562 $83,400 Operating expenses: Cost of revenues 1,089 1,016 1,118 1,405 4,628 Product development 425 561 486 887 2,359 Sales and marketing 7,055 7,960 8,178 10,263 33,456 General and administrative 2,014 2,175 2,350 3,724 10,263 Depreciation 325 385 454 535 1,699 Amortization of intangible assets 3,026 2,826 2,825 4,415 13,092 Impairment of intangible assets - - - - - Total operating expenses 13,934 14,923 15,411 21,229 65,497 Operating income 2,122 4,282 6,166 5,333 17,903 Interest expense (1,331) (931) (751) (1,775) (4,788) Interest income 27 29 25 153 234 Income from continuing operations before income taxes and minority interest 818 3,380 5,440 3,711 13,349 Income tax expense (benefit) 262 1,327 2,119 1,402 5,110 Income from continuing operations 556 2,053 3,321 2,309 8,239 Discontinued operations: Income (loss) from discontinued operations (368) (326) (393) (1,680) (2,767) Income tax benefit (expense) from discontinued operations 88 130 156 636 1,010 Minority interest in net loss of subsidiary 53 77 68 98 296 Income (loss) from discontinued operations, net of tax (227) (119) (169) (946) (1,461) Net income $329 $1,934 $3,152 $1,363 $6,778 Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. HISTORICAL QUARTERLY STATEMENTS OF OPERATIONS (Unaudited) (in thousands) Quarters Full Year Q1 2007 Q2 2007 Q3 2007 Q4 2007 2007 Revenues $30,389 $34,358 $38,089 $39,514 $142,350 Operating expenses: Cost of revenues 1,826 1,946 2,443 2,431 8,647 Product development 980 982 1,178 1,047 4,188 Sales and marketing 13,214 13,797 13,469 12,947 53,427 General and administrative 3,949 4,410 5,213 5,621 19,193 Depreciation 619 702 827 823 2,971 Amortization of intangible assets 5,228 4,773 4,661 4,389 19,051 Impairment of intangible assets - - - 2,879 2,879 Total operating expenses 25,816 26,610 27,791 30,138 110,357 Operating income 4,573 7,748 10,298 9,376 31,993 Interest expense (2,347) (4,293) (3,387) (3,077) (13,104) Interest income 74 82 371 520 1,047 Income from continuing operations before income taxes and minority interest 2,300 3,536 7,282 6,819 19,935 Income tax expense (benefit) (907) 1,689 2,779 3,131 6,692 Income from continuing operations 3,207 1,847 4,503 3,688 13,243 Discontinued operations: Income (loss) from discontinued operations (949) 109 (460) (284) (1,584) Income tax benefit (expense) from discontinued operations 5,619 (463) 154 (1,329) 3,981 Minority interest in net loss of subsidiary - 121 - (255) (134) Income (loss) from discontinued operations, net of tax 4,670 (233) (306) (1,868) 2,263 Net income $7,877 $1,613 $4,197 $1,820 $15,507 Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. HISTORICAL QUARTERLY ADJUSTED EBITDA RECONCILIATIONS (Unaudited) (in thousands) Quarters Full Year Q1 2006 Q2 2006 Q3 2006 Q4 2006 2006 Reconciliation of Net Income to Adjusted EBITDA: Net income $329 $1,934 $3,152 $1,363 $6,778 Discontinued operations 227 119 169 946 1,461 Interest income (27) (29) (25) (153) (234) Interest expense 1,331 931 751 1,775 4,788 Income tax expense (benefit) 262 1,327 2,119 1,402 5,110 Depreciation 325 385 454 535 1,699 Amortization of intangible assets 3,026 2,826 2,825 4,415 13,092 Impairment of intangible assets - - - - - Non-cash stock compensation expense 237 242 245 743 1,467 Deferred revenue adjustment 1,202 650 189 926 2,967 Adjusted EBITDA $6,912 $8,385 $9,879 $11,952 $37,128 Reconciliation of Operating Cash Flows to Adjusted EBITDA: Net cash provided by operating activities $9,425 $10,394 $8,399 $10,632 $38,850 Interest expense 1,331 931 751 1,775 4,788 Interest income (27) (29) (25) (153) (234) Income tax expense (benefit) 262 1,327 2,119 1,402 5,110 Deferred income taxes (74) (1,037) (1,675) (341) (3,127) Change in accounts receivable 31 26 1,330 3,330 4,717 Change in deferred revenue (6,665) (2,353) (1,407) (5,743) (16,168) Changes in working capital 1,278 (1,563) 107 (706) (884) Adjustments for discontinued operations 149 39 91 830 1,109 Deferred revenue adjustment 1,202 650 189 926 2,967 Adjusted EBITDA $6,912 $8,385 $9,879 $11,952 $37,128 Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. HISTORICAL QUARTERLY ADJUSTED EBITDA RECONCILIATIONS (Unaudited) (in thousands) Quarters Full Year Q1 2007 Q2 2007 Q3 2007 Q4 2007 2007 Reconciliation of Net Income to Adjusted EBITDA: Net income $7,877 $1,613 $4,197 $1,820 $15,507 Discontinued operations (4,670) 233 306 1,868 (2,263) Interest income (74) (82) (371) (520) (1,047) Interest expense 2,347 4,293 3,387 3,077 13,104 Income tax expense (benefit) (907) 1,689 2,779 3,131 6,692 Depreciation 619 702 827 823 2,971 Amortization of intangible assets 5,228 4,773 4,661 4,389 19,051 Impairment of intangible assets - - - 2,879 2,879 Non-cash stock compensation expense 574 1,208 1,138 1,180 4,100 Deferred revenue adjustment 758 518 248 - 1,525 Adjusted EBITDA $11,752 $14,950 $17,171 $18,647 $62,521 Reconciliation of Operating Cash Flows to Adjusted EBITDA: Net cash provided by operating activities $20,625 $11,662 $10,756 $16,513 $59,556 Interest expense 2,347 4,293 3,387 3,077 13,104 Interest income (74) (82) (371) (520) (1,047) Income tax expense (benefit) (907) 1,689 2,779 3,131 6,692 Deferred income taxes 1,006 (2,673) (1,711) (3,895) (7,273) Change in accounts receivable (1,072) (347) 2,839 2,707 4,127 Change in deferred revenue (7,706) (1,648) 66 (2,543) (11,831) Changes in working capital 1,596 1,487 (925) (1,434) 724 Adjustments for discontinued operations (4,821) 48 104 1,611 (3,057) Deferred revenue adjustment 758 518 248 - 1,525 Adjusted EBITDA $11,752 $14,950 $17,171 $18,647 $62,521 Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. QUARTERLY STATEMENTS OF CASH FLOWS AND FREE CASH FLOWS (Unaudited) (in thousands) Quarters Full Year Q1 2006 Q2 2006 Q3 2006 Q4 2006 2006 Cash flows provided by operating activities of continuing operations: Net income $329 $1,934 $3,152 $1,363 $6,778 Adjustments to reconcile net income to net cash provided by operating activities of continuing operations: Depreciation 325 385 454 535 1,699 Amortization 3,026 2,826 2,825 4,415 13,092 Deferred income taxes 74 1,037 1,675 341 3,127 Amortization of deferred financing costs 78 80 78 116 352 Share based compensation 237 242 245 743 1,467 Impairment of intangible assets - - - - - Changes in operating assets and liabilities: Accounts receivable (31) (26) (1,330) (3,330) (4,717) Prepaid expenses and other assets (91) 313 (185) (82) (45) Accounts payable and accrued expenses (1,032) 1,550 (94) (270) 154 Deferred revenue 6,665 2,353 1,407 5,743 16,168 Other, net (155) (300) 172 1,058 775 Net cash provided by operating activities of continuing operations 9,425 10,394 8,399 10,632 38,850 Cash flows used for investing activities: Purchases of fixed assets (782) (706) (573) (588) (2,649) Purchases of marketable securities (100) - - (100) (200) Maturities and sales of marketable securities 99 98 - 399 596 Acquisition of eFinancial Group Limited - - - (104,738) (104,738) Proceeds from the sale of eFinancialNews Limited - - - 41,560 41,560 Amounts paid under Targeted Job Fairs acquisition agreement (133) (832) - - (965) Other, net - - - - - Net cash used for investing activities of continuing operations (916) (1,440) (573) (63,467) (66,396) Cash flows provided by (used for) financing activities of continuing operations: Proceeds from long- term debt - - - 77,000 77,000 Payments on long- term debt (9,000) (9,000) (9,000) (10,000) (37,000) Dividends paid on convertible preferred stock - - - (11,180) (11,180) Dividends paid on common stock - - - - - Payments to holders of vested stock options in lieu of dividends - - - - - Financing costs paid - - - (856) (856) Proceeds from initial public offering - - - - - Payment of costs related to initial public offering - - - - - Proceeds from stock option exercises - - - - - Other - - - - - Net cash provided by (used for) financing activities of continuing operations (9,000) (9,000) (9,000) 54,964 27,964 Net cash provided by (used for) operating activities of discontinued operations 53 698 319 932 2,002 Net cash used for investing activities of discontinued operations (6) (76) (4) (65) (151) Net cash provided by (used for) discontinued operations 47 622 315 867 1,851 Effect of exchange rate changes - - - 91 91 Net change in cash and cash equivalents for the period (444) 576 (859) 3,087 2,360 Cash and cash equivalents, beginning of period 3,324 2,880 3,456 2,597 3,324 Cash and cash equivalents, end of period $2,880 $3,456 $2,597 $5,684 $5,684 Free cash flow: Net cash provided by operating activities $9,425 $10,394 $8,399 $10,632 $38,850 Less: Capital expenditures (782) (706) (573) (588) (2,649) Free cash flow $8,643 $9,688 $7,826 $10,044 $36,201 Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. QUARTERLY STATEMENTS OF CASH FLOWS AND FREE CASH FLOWS (Unaudited) (in thousands) Quarters Full Year Q1 2007 Q2 2007 Q3 2007 Q4 2007 2007 Cash flows provided by operating activities of continuing operations: Net income $7,877 $1,613 $4,197 $1,820 $15,507 Adjustments to reconcile net income to net cash provided by operating activities of continuing operations: Depreciation 619 702 827 823 2,971 Amortization 5,228 4,773 4,661 4,389 19,051 Deferred income taxes (1,006) 2,673 1,711 3,895 7,273 Amortization of deferred financing costs 151 185 202 257 795 Share based compensation 574 1,208 1,138 1,180 4,100 Impairment of intangible assets - - - 2,879 2,879 Changes in operating assets and liabilities: Accounts receivable 1,072 347 (2,839) (2,707) (4,127) Prepaid expenses and other assets (840) (661) 199 36 (1,266) Accounts payable and accrued expenses (1,882) (198) 1,397 (223) (906) Deferred revenue 7,706 1,648 (66) 2,543 11,831 Other, net 1,126 (628) (671) 1,621 1,448 Net cash provided by operating activities of continuing operations 20,625 11,662 10,756 16,513 59,556 Cash flows used for investing activities: Purchases of fixed assets (631) (893) (1,048) (949) (3,521) Purchases of marketable securities - (200) - - (200) Maturities and sales of marketable securities - 200 200 599 999 Acquisition of eFinancial Group Limited - - - - - Proceeds from the sale of eFinancialNews Limited - - - - - Amounts paid under Targeted Job Fairs acquisition agreement - - - - - Other, net (15) (17) - - (32) Net cash used for investing activities of continuing operations (646) (910) (848) (350) (2,754) Cash flows provided by (used for) financing activities of continuing operations: Proceeds from long- term debt 113,000 - - - 113,000 Payments on long- term debt (11,000) (11,000) (55,300) (300) (77,600) Dividends paid on convertible preferred stock (107,718) - - - (107,718) Dividends paid on common stock (180) - - - (180) Payments to holders of vested stock options in lieu of dividends (4,602) - - - (4,602) Financing costs paid (2,239) - (7) (118) (2,364) Proceeds from initial public offering - - 81,003 - 81,003 Payment of costs related to initial public offering - (456) (981) (1,447) (2,884) Proceeds from stock option exercises - - 89 203 292 Other - (175) - - (175) Net cash provided by (used for) financing activities of continuing operations (12,739) (11,631) 24,804 (1,662) (1,228) Net cash provided by (used for) operating activities of discontinued operations (5,661) 1,158 306 353 (3,844) Net cash used for investing activities of discontinued operations (6) - - - (6) Net cash provided by (used for) discontinued operations (5,667) 1,158 306 353 (3,850) Effect of exchange rate changes 20 105 29 (39) 115 Net change in cash and cash equivalents for the period 1,593 384 35,047 14,815 51,839 Cash and cash equivalents, beginning of period 5,684 7,277 7,661 42,708 5,684 Cash and cash equivalents, end of period $7,277 $7,661 $42,708 $57,523 $57,523 Free cash flow: Net cash provided by operating activities $20,625 $11,662 $10,756 $16,513 $59,556 Less: Capital expenditures (631) (893) (1,048) (949) (3,521) Free cash flow $19,994 $10,769 $9,708 $15,564 $56,035 Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. NON-GAAP RECONCILIATIONS AND QUARTERLY SUPPLEMENTAL DATA (Unaudited) (dollars in thousands except per customer data) Quarters Full Year Q1 2006 Q2 2006 Q3 2006 Q4 2006 2006 Reconciliation of GAAP Reported Revenue by Segment to Adjusted Pro Forma Revenue by Segment DCS Online: Reported Actual $15,441 $18,513 $20,818 $22,513 $77,285 Deferred Revenue Adjustment (1) 1,202 650 189 8 2,049 DCS Online 16,643 19,163 21,007 22,521 79,334 eFinancialCareers: Reported Actual - - - 2,924 2,924 eFinancialCareers Pro Forma Adjustment 3,307 4,008 4,687 1,583 13,585 Deferred Revenue Adjustment (1) - - - 412 412 eFinancialCareers 3,307 4,008 4,687 4,919 16,921 Other: Reported Actual 616 692 759 1,125 3,191 eFinancialCareers Pro Forma Adjustment 1,234 1,358 1,347 492 4,431 Deferred Revenue Adjustment (1) - - - 506 506 Other 1,850 2,050 2,106 2,123 8,128 Consolidated: Reported Actual $16,057 $19,205 $21,577 $26,562 $83,400 eFinancialCareers Pro Forma Adjustment 4,541 5,366 6,034 2,075 18,016 Total Pro Forma Revenue 20,598 24,571 27,611 28,637 101,416 Deferred Revenue Adjustment (1) 1,202 650 189 926 2,967 Total Pro Forma Adjusted Revenue $21,800 $25,221 $27,800 $29,563 $104,383 Percentage of Pro Forma Adjusted Revenue by Segment DCS Online 76.3% 76.0% 75.6% 76.2% 76.0% eFinancialCareers 15.2% 15.9% 16.9% 16.6% 16.2% Other 8.5% 8.1% 7.5% 7.2% 7.8% 100.0% 100.0% 100.0% 100.0% 100.0% Segment Definitions: DCS Online: Dice.com and ClearanceJobs.com eFinancialCareers: eFinancialCareers worldwide, excluding the US Other: Targeted Job Fairs, eFinancialCareers (US), JobsintheMoney.com (1) Deferred revenue adjustments are related to deferred revenue written off in application of purchase accounting. See discussion at "Supplemental Information and Non-GAAP Reconciliations". (2) Reflects simple average of three months in each quarterly period. Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. NON-GAAP RECONCILIATIONS AND QUARTERLY SUPPLEMENTAL DATA (Unaudited) (dollars in thousands except per customer data) Quarters Full Year Q1 2007 Q2 2007 Q3 2007 Q4 2007 2007 Reconciliation of GAAP Reported Revenue by Segment to Adjusted Pro Forma Revenue by Segment DCS Online: Reported Actual $23,350 $25,234 $26,557 $27,074 $102,215 Deferred Revenue Adjustment (1) - - - - - DCS Online 23,350 25,234 26,557 27,074 102,215 eFinancialCareers: Reported Actual 5,145 6,497 8,349 9,667 29,658 eFinancialCareers Pro Forma Adjustment - - - - - Deferred Revenue Adjustment (1) 379 301 147 - 827 eFinancialCareers 5,524 6,798 8,496 9,667 30,485 Other: Reported Actual 1,894 2,628 3,183 2,773 10,478 eFinancialCareers Pro Forma Adjustment - - - - - Deferred Revenue Adjustment (1) 379 217 101 - 697 Other 2,273 2,845 3,284 2,773 11,175 Consolidated: Reported Actual $30,389 $34,358 $38,089 $39,514 $142,350 eFinancialCareers Pro Forma Adjustment - - - - - Total Pro Forma Revenue 30,389 34,358 38,089 39,514 142,350 Deferred Revenue Adjustment (1) 758 518 248 - 1,524 Total Pro Forma Adjusted Revenue $31,147 $34,876 $38,337 $39,514 $143,874 Percentage of Pro Forma Adjusted Revenue by Segment DCS Online 75.0% 72.4% 69.3% 68.5% 71.0% eFinancialCareers 17.7% 19.5% 22.2% 24.5% 21.2% Other 7.3% 8.1% 8.5% 7.0% 7.8% 100.0% 100.0% 100.0% 100.0% 100.0% Segment Definitions: DCS Online: Dice.com and ClearanceJobs.com eFinancialCareers: eFinancialCareers worldwide, excluding the US Other: Targeted Job Fairs, eFinancialCareers (US), JobsintheMoney.com (1) Deferred revenue adjustments are related to deferred revenue written off in application of purchase accounting. See discussion at "Supplemental Information and Non-GAAP Reconciliations". (2) Reflects simple average of three months in each quarterly period. Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. NON-GAAP RECONCILIATIONS AND QUARTERLY SUPPLEMENTAL DATA (continued) (Unaudited) (dollars in thousands except per customer data) Quarters Full Year Q1 2006 Q2 2006 Q3 2006 Q4 2006 2006 Sales and Marketing Expense Reported Actual $7,055 $7,960 $8,178 $10,263 $33,456 eFinancialCareers Pro Forma Adjustment 1,933 2,352 2,885 949 8,119 Total Pro Forma Sales and Marketing Expense $8,988 $10,312 $11,063 $11,212 $41,575 Actual Sales and Marketing Expense as a Percentage of Actual Revenue 43.9% 41.4% 37.9% 38.6% 40.1% Pro Forma Sales and Marketing Expense as a Percentage of Pro Forma Adjusted Revenue 41.2% 40.9% 39.8% 37.9% 39.8% Reconciliation of Adjusted EBITDA to Pro Forma Adjusted EBITDA Adjusted EBITDA $6,912 $8,385 $9,879 $11,952 $37,128 eFinancialCareers Pro Forma Adjustment 844 401 584 (1,210) 619 Pro Forma Adjusted EBITDA $7,756 $8,786 $10,463 $10,742 $37,747 Pro Forma Adjusted EBITDA Margin 35.6% 34.8% 37.6% 36.3% 36.2% Dice.com Recruitment Package Customers (end of period) 6,800 7,300 7,600 7,600 n.a. Dice.com Average Monthly Revenue per Recruitment Package Customer (2) $753 $772 $795 $813 n.a. Deferred Revenue $23,559 $25,899 $27,298 $34,383 n.a. Segment Definitions: DCS Online: Dice.com and ClearanceJobs.com eFinancialCareers: eFinancialCareers worldwide, excluding the US Other: Targeted Job Fairs, eFinancialCareers (US), JobsintheMoney.com (1) Deferred revenue adjustments are related to deferred revenue written off in application of purchase accounting. See discussion at "Supplemental Information and Non-GAAP Reconciliations". (2) Reflects simple average of three months in each quarterly period. Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations. DICE HOLDINGS, INC. NON-GAAP RECONCILIATIONS AND QUARTERLY SUPPLEMENTAL DATA (continued) (Unaudited) (dollars in thousands except per customer data) Quarters Full Year Q1 2007 Q2 2007 Q3 2007 Q4 2007 2007 Sales and Marketing Expense Reported Actual $13,214 $13,797 $13,469 $12,947 $53,427 eFinancialCareers Pro Forma Adjustment - - - - - Total Pro Forma Sales and Marketing Expense $13,214 $13,797 $13,469 $12,947 $53,427 Actual Sales and Marketing Expense as a Percentage of Actual Revenue 43.5% 40.2% 35.4% 32.8% 37.5% Pro Forma Sales and Marketing Expense as a Percentage of Pro Forma Adjusted Revenue 42.4% 39.6% 35.1% 32.8% 37.1% Reconciliation of Adjusted EBITDA to Pro Forma Adjusted EBITDA Adjusted EBITDA $11,752 $14,950 $17,171 $18,647 $62,521 eFinancialCareers Pro Forma Adjustment - - - - - Pro Forma Adjusted EBITDA $11,752 $14,950 $17,171 $18,647 $62,521 Pro Forma Adjusted EBITDA Margin 37.7% 42.9% 44.8% 47.2% 43.5% Dice.com Recruitment Package Customers (end of period) 8,500 8,800 9,000 8,700 n.a. Dice.com Average Monthly Revenue per Recruitment Package Customer (2) $826 $830 $839 $852 n.a. Deferred Revenue $42,114 $43,854 $43,871 $46,230 n.a. Segment Definitions: DCS Online: Dice.com and ClearanceJobs.com eFinancialCareers: eFinancialCareers worldwide, excluding the US Other: Targeted Job Fairs, eFinancialCareers (US), JobsintheMoney.com (1) Deferred revenue adjustments are related to deferred revenue written off in application of purchase accounting. See discussion at "Supplemental Information and Non-GAAP Reconciliations". (2) Reflects simple average of three months in each quarterly period. Note: Results for 2006 and the first three quarters of 2007 have been recast to reflect discontinued operations.
SOURCE Dice Holdings, Inc.




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    CONTACT:
    Jennifer Bewley, Director, Investor
    Relations, Dice Holdings, Inc., +1-212-448-4181, IR@dice.com; or
    Media, Rich Layne or Stephanie Sampiere, ICR Inc.,
    +1-646-277-1219, or +1-646-277-1222, both for Dice Holdings, Inc.