Note: During the fourth quarter of fiscal 2019, we adopted ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), using the full retrospective method, effective as of
This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20200312005724/en/
Rimini Street Announces Fiscal Fourth Quarter and Annual 2019 Financial Results (Photo: Business Wire)
“For 2019, we achieved record fourth quarter and fiscal year revenue that exceeded management guidance, increased our gross margin, and continued to improve our balance sheet with reduced debt and increased cash,” stated Seth A. Ravin,
Fourth Quarter 2019 Financial Highlights
Full Year 2019 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, why we believe they are meaningful and how they are calculated is also included under the heading “About Non-GAAP Financial Measures and Certain Key Metrics.”
2019 Company Highlights
2020 Revenue Guidance
The Company is currently providing first quarter 2020 revenue guidance to be in the range of
Administrative Matters
Effective
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
About
Rimini Street, Inc. (Nasdaq: RMNI) is a global provider of enterprise software products and services, the leading third-party support provider for Oracle and SAP software products and a Salesforce partner. The Company offers premium, ultra-responsive and integrated application management and support services that enable enterprise software licensees to save significant costs, free up resources for innovation and achieve better business outcomes. More than 2,000 global Fortune 500, midmarket, public sector and other organizations from a broad range of industries rely on
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 expectations of future events, future opportunities, global expansion and other growth initiatives and our investments in such initiatives. 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, catastrophic events that disrupt our business, changes in the business environment in which
© 2020
RIMINI STREET, INC. Unaudited Condensed Consolidated Balance Sheets (In thousands, except per share amounts) |
|||||||
ASSETS |
|
|
|
||||
Current assets: |
|
|
|
||||
Cash and cash equivalents |
$ |
37,952 |
|
|
$ |
24,771 |
|
Restricted cash |
436 |
|
|
435 |
|
||
Accounts receivable, net of allowance of |
111,574 |
|
|
80,599 |
|
||
Deferred contract costs |
11,754 |
|
|
11,232 |
|
||
Prepaid expenses and other |
15,205 |
|
|
7,657 |
|
||
Total current assets |
176,921 |
|
|
124,694 |
|
||
Long-term assets: |
|
|
|
||||
Property and equipment, net of accumulated depreciation and amortization of |
3,667 |
|
|
3,634 |
|
||
Deferred contract costs, noncurrent |
16,295 |
|
|
15,848 |
|
||
Deposits and other |
3,089 |
|
|
1,438 |
|
||
Deferred income taxes, net |
1,248 |
|
|
909 |
|
||
Total assets |
$ |
201,220 |
|
|
$ |
146,523 |
|
LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT |
|||||||
Current liabilities: |
|
|
|
||||
Current maturities of long-term debt |
$ |
— |
|
|
$ |
2,372 |
|
Accounts payable |
2,303 |
|
|
12,851 |
|
||
Accrued compensation, benefits and commissions |
27,918 |
|
|
22,503 |
|
||
Other accrued liabilities |
23,347 |
|
|
20,424 |
|
||
Deferred revenue |
205,771 |
|
|
167,747 |
|
||
Total current liabilities |
259,339 |
|
|
225,897 |
|
||
Long-term liabilities: |
|
|
|
||||
Deferred revenue |
29,727 |
|
|
28,959 |
|
||
Accrued PIK dividends payable |
1,156 |
|
|
1,056 |
|
||
Other long-term liabilities |
2,275 |
|
|
2,011 |
|
||
Total liabilities |
292,497 |
|
|
257,923 |
|
||
Redeemable Series A Preferred Stock: |
|
|
|
||||
Authorized 180 shares; issued and outstanding 155 shares and 141 as of |
131,316 |
|
|
113,998 |
|
||
Stockholders’ deficit: |
|
|
|
||||
Preferred Stock, |
— |
|
|
— |
|
||
Common Stock, |
7 |
|
|
6 |
|
||
Additional paid-in capital |
93,484 |
|
|
108,347 |
|
||
Accumulated other comprehensive loss |
(1,429) |
|
|
(1,567) |
|
||
Accumulated deficit |
(314,655) |
|
|
(332,184) |
|
||
Total stockholders' deficit |
(222,593) |
|
|
(225,398) |
|
||
Total liabilities, redeemable preferred stock and stockholders' deficit |
$ |
201,220 |
|
|
$ |
146,523 |
|
* Previously reported financial statements have been revised to reflect the impact of the adoption of ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), which we adopted during the fourth quarter of 2019 using the full retrospective method, effective as of
RIMINI STREET, INC. Unaudited Condensed Consolidated Statements of Operations (In thousands, except per share amounts) |
|||||||||||||||
|
Three Months Ended |
|
Year Ended |
||||||||||||
|
|
|
|
||||||||||||
|
2019 |
|
2018 * As |
|
2019 * As |
|
2018 * As |
||||||||
Revenue |
$ |
76,128 |
|
|
$ |
68,141 |
|
|
$ |
281,052 |
|
|
$ |
253,460 |
|
Cost of revenue |
30,320 |
|
|
24,136 |
|
|
105,106 |
|
|
95,981 |
|
||||
Gross profit |
45,808 |
|
|
44,005 |
|
|
175,946 |
|
|
157,479 |
|
||||
Operating expenses: |
|
|
|
|
|
|
|
||||||||
Sales and marketing |
29,670 |
|
|
24,806 |
|
|
107,280 |
|
|
89,493 |
|
||||
General and administrative |
12,705 |
|
|
7,490 |
|
|
47,364 |
|
|
37,204 |
|
||||
Litigation costs and related recoveries: |
|
|
|
|
|
|
|
||||||||
Professional fees and other costs of litigation |
1,875 |
|
|
5,124 |
|
|
8,002 |
|
|
30,126 |
|
||||
Litigation appeal refunds |
— |
|
|
— |
|
|
(12,775) |
|
|
(21,285) |
|
||||
Insurance costs and recoveries, net |
(61) |
|
|
— |
|
|
3,939 |
|
|
(7,583) |
|
||||
Litigation costs and related recoveries, net |
1,814 |
|
|
5,124 |
|
|
(834) |
|
|
1,258 |
|
||||
Total operating expenses |
44,189 |
|
|
37,420 |
|
|
153,810 |
|
|
127,955 |
|
||||
Operating income |
1,619 |
|
|
6,585 |
|
|
22,136 |
|
|
29,524 |
|
||||
Non-operating income and (expenses): |
|
|
|
|
|
|
|
||||||||
Interest expense |
(23) |
|
|
(299) |
|
|
(398) |
|
|
(32,530) |
|
||||
Other debt financing expenses |
— |
|
|
— |
|
|
— |
|
|
(58,331) |
|
||||
Gain from change in fair value of embedded derivatives |
— |
|
|
— |
|
|
— |
|
|
1,600 |
|
||||
Other expense, net |
(866) |
|
|
(436) |
|
|
(1,495) |
|
|
(2,222) |
|
||||
Income (loss) before income taxes |
730 |
|
|
5,850 |
|
|
20,243 |
|
|
(61,959) |
|
||||
Income tax expense |
(937) |
|
|
(419) |
|
|
(2,714) |
|
|
(1,992) |
|
||||
Net income (loss) |
$ |
(207) |
|
|
$ |
5,431 |
|
|
$ |
17,529 |
|
|
$ |
(63,951) |
|
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to common stockholders |
$ |
(6,780) |
|
|
$ |
(508) |
|
|
$ |
(7,914) |
|
|
$ |
(74,592) |
|
|
|
|
|
|
|
|
|
||||||||
Net loss per share attributable to common stockholders: |
|
|
|
|
|
|
|
||||||||
Basic and diluted |
$ |
(0.10) |
|
|
$ |
(0.01) |
|
|
$ |
(0.12) |
|
|
$ |
(1.22) |
|
Weighted average number of shares of Common Stock outstanding: |
|
|
|
|
|
|
|
||||||||
Basic and diluted |
67,310 |
|
|
63,817 |
|
|
66,050 |
|
|
61,384 |
|
* Previously reported financial statements have been revised to reflect the impact of the adoption of ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), which we adopted during the fourth quarter of 2019 using the full retrospective method, effective as of
RIMINI STREET, INC. GAAP to Non-GAAP Reconciliations (In thousands) |
|||||||||||||||
|
Three Months Ended |
|
Year Ended |
||||||||||||
|
|
|
|
||||||||||||
|
2019 |
|
2018 * As |
|
2019 * As |
|
2018 * As |
||||||||
Non-GAAP operating income reconciliation: |
|
|
|
|
|
|
|
||||||||
Operating income |
$ |
1,619 |
|
|
$ |
6,585 |
|
|
$ |
22,136 |
|
|
$ |
29,524 |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
||||||||
Litigation costs and related recoveries, net |
1,814 |
|
|
5,124 |
|
|
(834) |
|
|
1,258 |
|
||||
Stock-based compensation expense |
1,704 |
|
|
1,251 |
|
|
5,532 |
|
|
4,394 |
|
||||
Non-GAAP operating income |
$ |
5,137 |
|
|
$ |
12,960 |
|
|
$ |
26,834 |
|
|
$ |
35,176 |
|
Non-GAAP net income (loss) reconciliation: |
|
|
|
|
|
|
|
||||||||
Net income (loss) |
$ |
(207) |
|
|
$ |
5,431 |
|
|
$ |
17,529 |
|
|
$ |
(63,951) |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
||||||||
Litigation costs and related recoveries, net |
1,814 |
|
|
5,124 |
|
|
(834) |
|
|
1,258 |
|
||||
Post-judgment interest in litigation awards |
— |
|
|
— |
|
|
(212) |
|
|
(199) |
|
||||
Write-off of deferred debt financing costs |
— |
|
|
— |
|
|
— |
|
|
704 |
|
||||
Extinguishment charges upon payoff of Credit Facility: |
|
|
|
|
|
|
|
||||||||
Write-off of debt discount and issuance costs |
— |
|
|
— |
|
|
— |
|
|
47,367 |
|
||||
Make-whole applicable premium |
— |
|
|
— |
|
|
— |
|
|
7,307 |
|
||||
Stock-based compensation expense |
1,704 |
|
|
1,251 |
|
|
5,532 |
|
|
4,394 |
|
||||
Gain from change in fair value of embedded derivatives |
— |
|
|
— |
|
|
— |
|
|
(1,600) |
|
||||
Non-GAAP net income (loss) |
$ |
3,311 |
|
|
$ |
11,806 |
|
|
$ |
22,015 |
|
|
$ |
(4,720) |
|
Non-GAAP Adjusted EBITDA reconciliation: |
|
|
|
|
|
|
|
||||||||
Net income (loss) |
$ |
(207) |
|
|
$ |
5,431 |
|
|
$ |
17,529 |
|
|
$ |
(63,951) |
|
Non-GAAP adjustments: |
|
|
|
|
|
|
|
||||||||
Interest expense |
23 |
|
|
299 |
|
|
398 |
|
|
32,530 |
|
||||
Income tax expense |
937 |
|
|
419 |
|
|
2,714 |
|
|
1,992 |
|
||||
Depreciation and amortization expense |
452 |
|
|
439 |
|
|
1,913 |
|
|
1,838 |
|
||||
EBITDA |
1,205 |
|
|
6,588 |
|
|
22,554 |
|
|
(27,591) |
|
||||
Non-GAAP adjustments: |
|
|
|
|
|
|
|
||||||||
Litigation costs and related recoveries, net |
1,814 |
|
|
5,124 |
|
|
(834) |
|
|
1,258 |
|
||||
Post-judgment interest in litigation awards |
— |
|
|
— |
|
|
(212) |
|
|
(199) |
|
||||
Write-off of deferred debt financing costs |
— |
|
|
— |
|
|
— |
|
|
704 |
|
||||
Stock-based compensation expense |
1,704 |
|
|
1,251 |
|
|
5,532 |
|
|
4,394 |
|
||||
Gain from change in fair value of embedded derivatives |
— |
|
|
— |
|
|
— |
|
|
(1,600) |
|
||||
Other debt financing expenses |
— |
|
|
— |
|
|
— |
|
|
58,331 |
|
||||
Adjusted EBITDA |
$ |
4,723 |
|
|
$ |
12,963 |
|
|
$ |
27,040 |
|
|
$ |
35,297 |
|
* Previously reported financial statements have been revised to reflect the impact of the adoption of ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), which we adopted during the fourth quarter of 2019 using the full retrospective method, effective as of
Adoption of ASC 606, Revenue from Contracts with Customers
In
Due to the Company’s emerging growth company status and certain elections made, the new standard became effective for the Company in fiscal year 2019. In addition, as an emerging growth company for interim reporting purposes, we elected to initially apply the standard either in the year of adoption or in the subsequent year. The Company adopted the new standard during the fourth quarter of fiscal 2019 using the full retrospective method, effective as of
Adoption of the new standard resulted in changes to the Company’s accounting policies for revenue recognition and sales commissions. The adoption of the standard has impacted the timing of revenue recognition, resulting in an increase of previously reported revenue of
As of
The results for fiscal periods 2019 and 2018 are presented under the new standard. The impact of adopting ASC 606 on the statements of operations for the three months ended
|
|
Three Months Ended |
||||||||||
|
|
As |
|
Change |
|
As Adjusted |
||||||
Revenue |
|
$ |
67,707 |
|
|
$ |
434 |
|
|
$ |
68,141 |
|
Cost of revenue |
|
24,136 |
|
|
— |
|
|
24,136 |
|
|||
Gross profit |
|
43,571 |
|
|
434 |
|
|
44,005 |
|
|||
Operating expenses: |
|
|
|
|
|
|
||||||
Sales and marketing |
|
27,599 |
|
|
(2,793) |
|
|
24,806 |
|
|||
General and administrative |
|
7,268 |
|
|
222 |
|
|
7,490 |
|
|||
Litigation costs and related recoveries, net |
|
5,124 |
|
|
— |
|
|
5,124 |
|
|||
Income (loss) from operations |
|
3,580 |
|
|
3,005 |
|
|
6,585 |
|
|||
Other income (expenses), net |
|
(520) |
|
|
84 |
|
|
(436) |
|
|||
Income tax expense |
|
(419) |
|
|
— |
|
|
(419) |
|
|||
Net income (loss) |
|
2,342 |
|
|
3,089 |
|
|
5,431 |
|
|
|
Nine Months Ended |
|
Year Ended |
||||||||||||||||||||
|
|
As |
|
Change |
|
As Adjusted |
|
As |
|
Change |
|
As Adjusted |
||||||||||||
Revenue |
|
$ |
203,168 |
|
|
$ |
1,756 |
|
|
$ |
204,924 |
|
|
$ |
252,790 |
|
|
$ |
670 |
|
|
$ |
253,460 |
|
Cost of revenue |
|
74,786 |
|
|
— |
|
|
74,786 |
|
|
95,981 |
|
|
— |
|
|
95,981 |
|
||||||
Gross profit |
|
128,382 |
|
|
1,756 |
|
|
130,138 |
|
|
156,809 |
|
|
670 |
|
|
157,479 |
|
||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Sales and marketing |
|
76,437 |
|
|
1,173 |
|
|
77,610 |
|
|
93,215 |
|
|
(3,722) |
|
|
89,493 |
|
||||||
General and administrative |
|
34,162 |
|
|
497 |
|
|
34,659 |
|
|
36,982 |
|
|
222 |
|
|
37,204 |
|
||||||
Litigation costs and related recoveries, net |
|
(2,648) |
|
|
— |
|
|
(2,648) |
|
|
1,258 |
|
|
— |
|
|
1,258 |
|
||||||
Income from operations |
|
20,431 |
|
|
86 |
|
|
20,517 |
|
|
25,354 |
|
|
4,170 |
|
|
29,524 |
|
||||||
Other income (expenses), net |
|
(629) |
|
|
— |
|
|
(629) |
|
|
(2,066) |
|
|
(156) |
|
|
(2,222) |
|
||||||
Income tax expense |
|
(1,777) |
|
|
— |
|
|
(1,777) |
|
|
(1,992) |
|
|
— |
|
|
(1,992) |
|
||||||
Net income (loss) |
|
17,650 |
|
|
86 |
|
|
17,736 |
|
|
(67,965) |
|
|
4,014 |
|
|
(63,951) |
|
The impact of adopting ASC 606 on the previously reported balance sheet data as of
|
|
December 31, 2018 |
||||||||||
|
|
As Previously |
|
Change |
|
As Adjusted |
||||||
Accounts receivable, net of allowance |
|
$ |
80,599 |
|
|
$ |
— |
|
|
$ |
80,599 |
|
Deferred contract costs, current and noncurrent |
|
— |
|
|
27,080 |
|
|
27,080 |
|
|||
Prepaid expenses and other |
|
7,099 |
|
|
558 |
|
|
7,657 |
|
|||
Deferred income taxes |
|
909 |
|
|
— |
|
|
909 |
|
|||
Deferred revenue, current and noncurrent |
|
209,256 |
|
|
(12,550) |
|
|
196,706 |
|
|||
Accumulated deficit |
|
(372,372) |
|
|
40,188 |
|
|
(332,184) |
|
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, non-GAAP net income (loss), EBITDA, and adjusted EBITDA.
The primary purpose of using non-GAAP measures is to provide supplemental information that management believes 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 communications with our board of directors concerning our financial performance. Investors should be aware however, that not all companies define these non-GAAP measures consistently.
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 fiscal 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 is operating income adjusted to exclude: litigation costs and related recoveries, net, and stock-based compensation expense. The exclusions are discussed in further detail below.
Non-GAAP Net Income (Loss) is net income (loss) adjusted to exclude: litigation costs and related recoveries, net, post-judgment interest in litigation awards, write-off of deferred debt financing costs, extinguishment charges upon payoff of credit facility, stock-based compensation expense, and gain from change in fair value of embedded derivatives. These exclusions are discussed in further detail below.
Specifically, management is excluding the following items from its non-GAAP financial measures, as applicable, for the periods presented:
Litigation Costs and Related Recoveries, Net: Litigation costs and the associated insurance and appeal recoveries relate to outside costs of litigation activities. These costs and recoveries reflect the ongoing litigation we are involved with, and do not relate to the day-to-day operations or our core business of serving our clients.
Stock-Based Compensation Expense: Our 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.
Post-judgment interest in litigation awards: Post-judgment interest resulted from our appeals of ongoing litigation and does not relate to the day-to-day operations or our core business of serving our clients.
Write-off of Deferred Debt Financing Costs: The write-off of deferred financing costs related to certain costs that were expensed in 2018 due to an unsuccessful debt financing.
Extinguishment charges upon payoff of Credit Facility: These costs included interest expense and other debt financing expenses, including the make-whole applicable premium and the write-off of debt discount and issuance costs that resulted from the payoff of our former credit facility on
Gain from Change in Fair Value of Embedded Derivatives: Our former credit facility included 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 related to the change in fair value of these instruments given the financial nature of this fair value requirement. We were not able to manage these amounts as part of our business operations, nor were the costs core to servicing our clients, so we have excluded them.
Other Debt Financing Expenses: Other debt financing expenses included non-cash write-offs (including write-offs due to payoff), accretion, amortization of debt discounts and issuance costs, and collateral monitoring and other fees payable in cash related to our former credit facility. Since these amounts related to our debt financing structure, we have excluded them since they do not relate to the day-to-day operations or our core business of serving our clients.
EBITDA is net income (loss) adjusted to exclude: interest expense, income tax expense, and depreciation and amortization expense.
Adjusted EBITDA is EBITDA adjusted to exclude: litigation costs and related recoveries, net, post-judgment interest in litigation awards, write-off of deferred debt financing costs, stock-based compensation expense, gain from change in fair value of embedded derivatives, and other debt financing expenses, as discussed above.
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