“The third quarter was another record quarter for revenue and the 47th consecutive quarter of revenue growth for Rimini Street,” stated Seth A. Ravin,
“Rimini Street achieved significant growth, financial and operating milestones in the third quarter,” stated Tom Sabol, Rimini Street CFO. “In addition to solid business execution, the combination of the
Third Quarter 2017 Financial Highlights
Reconciliations of the non-GAAP financial measures provided in this press release to their most directly comparable GAAP financial measures are provided in the financial tables included at the end of this press release. An explanation of these measures and how they are calculated is also included under the heading “About Non-GAAP Financial Measures and Certain Key Metrics.”
Third Quarter 2017 Company Highlights
On
2017 Revenue Guidance
The Company is providing full year 2017 revenue guidance whereby we currently expect net revenue to be in the range of
Webcast and Conference Call Information
Company’s Use of Non-GAAP Financial Measures
This press release contains certain “non-GAAP financial measures.” Non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles. This non-GAAP information supplements, and is not intended to represent a measure of performance in accordance with disclosures required by generally accepted accounting principles, or GAAP. Non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP. A reconciliation of GAAP to non-GAAP results is included in the financial tables included in this press release. Presented under the heading “About Non-GAAP Financial Measures and Certain Key Metrics” is a description and explanation of our non-GAAP financial measures.
About
Forward-Looking Statements
Certain statements included in this communication are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “may,” “should,” “would,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “seem,” “seek,” “continue,” “future,” “will,” “expect,” “outlook” or other similar words, phrases or expressions. These forward-looking statements include, but are not limited to, statements regarding our 2017 revenue guidance, industry, future events, future opportunities and growth initiatives, estimates of Rimini Street’s total addressable market, and projections of customer savings. These statements are based on various assumptions and on the current expectations of management and are not predictions of actual performance, nor are these statements of historical facts. These statements are subject to a number of risks and uncertainties regarding Rimini Street’s business, and actual results may differ materially. These risks and uncertainties include, but are not limited to, changes in the business environment in which
© 2017
Rimini Street, Inc. and Subsidiaries | |||||||||
Unaudited Condensed Consolidated Balance Sheets | |||||||||
September 30, 2017 and December 31, 2016 | |||||||||
(In thousands, except per share amounts) | |||||||||
ASSETS |
2017 |
2016 |
|||||||
Current assets: | |||||||||
Cash and cash equivalents | $ | 6,862 | $ | 9,385 | |||||
Restricted cash | 8,727 | 18,852 | |||||||
Accounts receivable, net of allowance of $55 and $36, respectively | 33,711 | 55,324 | |||||||
Prepaid expenses and other | 7,650 | 5,748 | |||||||
Total current assets | 56,950 | 89,309 | |||||||
Long-term assets: | |||||||||
Property and equipment, net | 4,244 | 4,559 | |||||||
Deferred debt issuance costs, net | 3,313 | 3,950 | |||||||
Deferred offering costs | 3,957 | - | |||||||
Deposits and other | 972 | 965 | |||||||
Deferred income taxes, net | 640 | 595 | |||||||
Total assets |
$ | 70,076 | $ | 99,378 | |||||
LIABILITIES AND STOCKHOLDERS’ DEFICIT | |||||||||
Current liabilities: | |||||||||
Current maturities of long-term debt | $ | 11,750 | $ | 24,750 | |||||
Accounts payable | 9,256 | 8,839 | |||||||
Accrued expenses | 39,253 | 36,650 | |||||||
Deferred insurance settlement | 13,230 | - | |||||||
Liability for embedded derivatives | 9,800 | 5,400 | |||||||
Deferred revenue | 125,882 | 137,293 | |||||||
Total current liabilities |
209,171 | 212,932 | |||||||
Long-term liabilities: | |||||||||
Long-term debt, net of current maturities | 68,406 | 63,314 | |||||||
Deferred revenue | 27,082 | 27,538 | |||||||
Liability for redeemable warrants | 21,336 | 7,269 | |||||||
Other long-term liabilities | 4,129 | 1,835 | |||||||
Total liabilities |
330,124 | 312,888 | |||||||
Stockholders’ deficit: | |||||||||
Convertible preferred stock, $0.001 par value per share. Authorized, issued and outstanding 100,486 shares; aggregate liquidation preference of $20,551 |
19,542 | 19,542 | |||||||
Convertible Class A common stock, $0.001 par value. Authorized 500,000 shares; 529 and 340 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively |
1 | - | |||||||
Convertible Class B common stock, $0.001 par value. Authorized 192,000 shares; 102,926 and 101,083 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively |
103 | 101 | |||||||
Common stock; $0.001 par value. Authorized 500,000 shares; no shares issued and outstanding |
- | - | |||||||
Additional paid-in capital | 21,676 | 19,003 | |||||||
Accumulated other comprehensive loss | (886 | ) | (1,046 | ) | |||||
Accumulated deficit | (300,484 | ) | (251,110 | ) | |||||
Total stockholders’ deficit |
(260,048 | ) | (213,510 | ) | |||||
Total liabilities and stockholders’ deficit |
$ | 70,076 | $ | 99,378 | |||||
Rimini Street, Inc. and Subsidiaries |
|||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30: | September 30: | ||||||||||||||||
2017 |
2016 |
2017 |
2016 |
||||||||||||||
Net revenue | $ | 53,611 | $ | 40,723 | $ | 154,729 | $ | 113,438 | |||||||||
Cost of revenue | 20,109 | 17,231 | 58,002 | 48,074 | |||||||||||||
Gross profit | 33,502 | 23,492 | 96,727 |
65,364 |
|||||||||||||
Operating expenses: | |||||||||||||||||
Sales and marketing | 17,188 | 18,725 | 47,685 | 53,573 | |||||||||||||
General and administrative | 8,580 | 8,192 | 26,784 | 22,082 | |||||||||||||
Write-off of deferred financing costs | - | - | - | 2,000 | |||||||||||||
Litigation costs and related insurance recoveries: | |||||||||||||||||
Professional fees and other defense costs of litigation | 3,327 | 5,152 | 11,724 | 15,865 | |||||||||||||
Insurance recoveries and reduction in deferred settlement liability | (2,962 | ) | (4,988 | ) | (7,113 | ) | (6,868 | ) | |||||||||
Pre-judgment interest | - | 917 | - | 2,706 | |||||||||||||
Total operating expenses | 26,133 | 27,998 | 79,080 | 89,358 | |||||||||||||
Operating income (loss) | 7,369 | (4,506 | ) | 17,647 | (23,994 | ) | |||||||||||
Non-operating expenses: | |||||||||||||||||
Interest expense |
(9,152 | ) | (4,317 | ) | (33,629 | ) | (5,020 | ) | |||||||||
Other debt financing expenses | (2,563 | ) | (3,973 | ) | (14,704 | ) | (4,278 | ) | |||||||||
Loss on embedded derivatives and redeemable warrants, net | (4,417 | ) | (2,145 | ) | (18,467 | ) | (2,145 | ) | |||||||||
Other, net | 108 | (144 | ) | 422 | (665 | ) | |||||||||||
Loss before income taxes | (8,655 | ) | (15,085 | ) | (48,731 | ) | (36,102 | ) | |||||||||
Income tax expense | (385 | ) | (306 | ) | (643 | ) | (895 | ) | |||||||||
Net loss | $ | (9,040 | ) | $ | (15,391 | ) | $ | (49,374 | ) | $ | (36,997 | ) | |||||
Net loss per common share: | |||||||||||||||||
Basic and diluted | $ | (0.09 | ) | $ | (0.15 | ) | $ | (0.48 | ) | $ | (0.37 | ) | |||||
Weighted average number of common shares outstanding: | |||||||||||||||||
Basic and diluted | 103,280 | 101,339 | 102,535 | 101,326 | |||||||||||||
Rimini Street, Inc. and Subsidiaries |
|||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30: | September 30: | ||||||||||||||||
2017 |
2016 |
2017 |
2016 |
||||||||||||||
Operating income (loss) (GAAP) | $ | 7,369 | $ | (4,506 | ) | $ | 17,647 | $ | (23,994 | ) | |||||||
Non-GAAP Adjustments: | |||||||||||||||||
Litigation costs, net of related insurance adjustments | 365 | 1,081 | 4,611 | 11,703 | |||||||||||||
Stock-based compensation expense | 1,202 | 593 | 1,916 | 1,829 | |||||||||||||
Write-off of deferred financing costs | - | - | - | 2,000 | |||||||||||||
Non-GAAP operating income (loss) | $ | 8,936 | $ | (2,832 | ) | $ | 24,174 | $ | (8,462 | ) | |||||||
Net loss (GAAP) | $ | (9,040 | ) | $ | (15,391 | ) | $ | (49,374 | ) | $ | (36,997 | ) | |||||
Non-GAAP Adjustments: | |||||||||||||||||
Litigation costs, net of related insurance adjustments | 365 | 1,081 | 4,611 | 11,703 | |||||||||||||
Stock-based compensation expense | 1,202 | 593 | 1,916 | 1,829 | |||||||||||||
Write-off of deferred financing costs | - | - | - | 2,000 | |||||||||||||
Loss on embedded derivatives and redeemable warrants, net | 4,417 | 2,145 | 18,467 | 2,145 | |||||||||||||
Non-GAAP net loss | $ | (3,056 | ) | $ | (11,572 | ) | $ | (24,380 | ) | $ | (19,320 | ) | |||||
EBITDA and Adjusted EBITDA: | |||||||||||||||||
Net loss (GAAP) | $ | (9,040 | ) | $ | (15,391 | ) | $ | (49,374 | ) | $ | (36,997 | ) | |||||
Interest expense | 9,152 | 4,317 | 33,629 | 5,020 | |||||||||||||
Income tax expense | 385 | 306 | 643 | 895 | |||||||||||||
Depreciation and amortization expense | 505 | 444 | 1,477 | 1,296 | |||||||||||||
EBITDA (Non-GAAP) | 1,002 | (10,324 | ) | (13,625 | ) | (29,786 | ) | ||||||||||
Litigation costs, net of related insurance adjustments | 365 | 1,081 | 4,611 | 11,703 | |||||||||||||
Write-off of deferred financing costs | - | - | - | 2,000 | |||||||||||||
Other debt financing expenses | 2,563 | 3,973 | 14,704 | 4,278 | |||||||||||||
Loss on embedded derivatives and redeemable warrants, net | 4,417 | 2,145 | 18,467 | 2,145 | |||||||||||||
Stock-based compensation expense | 1,202 | 593 | 1,916 | 1,829 | |||||||||||||
Adjusted EBITDA (Non-GAAP) | $ | 9,549 | $ | (2,532 | ) | $ | 26,073 | $ | (7,831 | ) | |||||||
About Non-GAAP Financial Measures and Certain Key Metrics
To provide investors and others with additional information regarding Rimini Street’s results, we have disclosed the following non-GAAP financial measures and certain key metrics. We have described below Active Clients, Annualized Subscription Revenue and Revenue Retention Rate, each of which is a key operational metric for our business. In addition, we have disclosed the following non-GAAP financial measures: non-GAAP operating income (loss), non-GAAP net loss, EBITDA, and adjusted EBITDA.
The primary purpose of using non-GAAP measures is to provide supplemental information that may prove useful to investors and to enable investors to evaluate our results in the same way management does. We also present the non-GAAP financial measures because we believe they assist investors in comparing our performance across reporting periods on a consistent basis, as well as comparing our results against the results of other companies, by excluding items that we do not believe are indicative of our core operating performance. Specifically, management uses these non-GAAP measures as measures of operating performance; to prepare our annual operating budget; to allocate resources to enhance the financial performance of our business; to evaluate the effectiveness of our business strategies; to provide consistency and comparability with past financial performance; to facilitate a comparison of our results with those of other companies, many of which use similar non-GAAP financial measures to supplement their GAAP results; and in communication with our board of directors concerning our financial performance. Investors should be aware however, that not all companies define these non-GAAP measures consistently.
An Active Client is a distinct entity that purchases our services to support a specific product, including a company, an educational or government institution, or a business unit of a company. For example, we count as two separate active clients when support for two different products is being provided to the same entity. We believe that our ability to expand our active clients is an indicator of the growth of our business, the success of our sales and marketing activities, and the value that our services bring to our clients.
Annualized Subscription Revenue is the amount of subscription revenue recognized during a quarter and multiplied by four. This gives us an indication of the revenue that can be earned in the following 12-month period from our existing client base assuming no cancellations or price changes occur during that period. Subscription revenue excludes any non-recurring revenue, which has been insignificant to date.
Revenue Retention Rate is the actual subscription revenue (dollar-based) recognized over a 12-month period from customers that were clients on the day prior to the start of such 12-month period, divided by our Annualized Subscription Revenue as of the day prior to the start of the 12-month period.
Non-GAAP Operating Income (Loss) is operating income (loss) less stock-based compensation expense, litigation costs, net of related insurance recoveries and adjustments, and write-off of deferred financing costs.
Non-GAAP Net Loss is net loss less stock-based compensation expense, litigation costs, net of related insurance recoveries and adjustments, write-off of deferred financing costs, and loss on embedded derivatives and redeemable warrants.
Specifically, management is excluding the following items from its non-GAAP financial measures, as applicable, for the periods presented:
Stock-Based Compensation Expense: The company’s compensation strategy includes the use of stock-based compensation to attract and retain employees. This strategy is principally aimed at aligning the employee interests with those of our stockholders and to achieve long-term employee retention, rather than to motivate or reward operational performance for any particular period. As a result, stock-based compensation expense varies for reasons that are generally unrelated to operational decisions and performance in any particular period.
Litigation Costs, Net of Related Insurance Adjustments: Litigation costs and the associated insurance recoveries and adjustments to the deferred settlement liability relate to outside costs on the litigation activities, for which we are currently appealing the 2016 judgment and for which we have asserted certain counterclaims. These costs reflect the ongoing litigation we are involved with, and do not relate to the day-to-day operation or our core business of serving our clients.
Write-off of Deferred Financing Costs: The write-off of deferred financing costs relates to certain costs that were expensed in 2016 because we determined that the arrangements related to these costs would not result in future financings when we completed our credit facility in
Loss on Embedded Derivatives and Redeemable Warrants, Net: Our credit facility includes features that were determined to be embedded derivatives requiring bifurcation and accounting as separate financial instruments. We have determined to exclude the gains and losses on embedded derivatives and redeemable warrants related to the change in fair value of these instruments given the financial nature of this fair value requirement. We are not able to manage these amounts as part of our business operations nor are the costs core to servicing our clients and have excluded them.
EBITDA is net loss, adjusted to exclude: interest expense, income tax expense, and depreciation and amortization.
Adjusted EBITDA is EBITDA adjusted to exclude: other debt financing expenses, stock-based compensation expense, write-off of deferred financing costs, gains and losses on embedded derivatives and redeemable warrants, and litigation costs, net of insurance recoveries.
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Source:
Rimini Street, Inc.
Investor Relations Contact
Dean Pohl, +1 203-347-4446
dpohl@riministreet.com
or
Media Relations Contact
Michelle McGlocklin, +1 925-523-8414
mmcglocklin@riministreet.com