Macrovision Corporation Reports Fourth Quarter Financial Performance

Macrovision Corporation (NASDAQ:MVSN) announced today fourth quarter 2007 revenues from continuing operations of $45.2 million, compared to $36.6 million from continuing operations for the fourth quarter of 2006. US GAAP net income was $9.2 million compared to $16.6 million for the fourth quarter of 2006. Diluted GAAP earnings per share for the quarter were $0.17, compared to $0.31 for the fourth quarter of 2006. Additionally, the Company signed an agreement to sell its Games business. As a result of the previously-announced agreement to sell the Company’s Software business and the agreement to sell the Games business, the Company has classified the results of operations for the Software and Games businesses as discontinued operations for all periods presented in accordance with US GAAP. Non-GAAP revenue, which includes revenue from continuing and discontinued operations, was $78.7 million in the fourth quarter, compared to $74.1 million for the fourth quarter of 2006. Non-GAAP net income was $27.7 million, compared to $22.6 million in the fourth quarter of 2006. Non-GAAP diluted earnings per share for the quarter were $0.51, compared to $0.43 in the same quarter of 2006. Non-GAAP net income from continuing and discontinued operations excludes non-cash and one-time items such as amortization of intangibles from acquisitions, equity-based compensation charges, and restructuring and asset impairment charges, as applicable. A reconciliation between revenue and net income on a GAAP and non-GAAP basis is provided in tables below. Macrovision generated $34 million of cash flows from operations (including both continuing and discontinued operations) in the fourth quarter and its liquid cash and investments at the end of 2007 were $422 million. "We continue to be excited and confident about our strategy of providing solutions to enable the shift to digital entertainment,” said Fred Amoroso, President and CEO of Macrovision. "Our recent investments in this area including the acquisitions of All Media Guide Holdings, Inc. and the BD+ technology, together with the pending acquisition of Gemstar-TV Guide, will all help expand our opportunity. In addition, the now pending sales of our Software and Games businesses will improve our focus on those areas that are most critical to our success.” "We are pleased that we were able to meet or exceed our profit and cash targets for the quarter and for the year,” added James Budge, Chief Financial Officer. "Consistent with the model we provided in our SEC filing on January 7, 2008, we estimate that our 2008 revenue from continuing operations will range between $180 million and $190 million. This estimate for revenue from continuing operations excludes the Software and Games businesses for 2008, the sales of which we expect to close on or before April 1, 2008. Subsequent to when the previously announced Gemstar-TV Guide transaction closes, estimates for the year will be appropriately revised.” GAAP to Non-GAAP Reconciliation Macrovision provides non-GAAP financial information to assist investors in assessing its current and future operations in the way that Macrovision’s management evaluates those operations. Non-GAAP revenue, non-GAAP net income and non-GAAP diluted earnings per share are supplemental measures of Macrovision’s performance that are not required by, and are not presented in accordance with, GAAP. The non-GAAP information does not substitute for any performance measure derived in accordance with GAAP. Macrovision believes that this non-GAAP information provides useful information to investors by including revenue from discontinued operations that are required to be excluded under GAAP and by excluding the effect of some non-cash and one-time expenses that are required to be recorded under GAAP but that Macrovision believes are not indicative of Macrovision’s core operating results, or that are expected to be incurred over a limited period of time. Macrovision’s management evaluates and makes operating decisions about its business operations primarily based on revenue and the core costs of those business operations. Management does not consider as "core costs” and therefore does not use the amortization of intangibles from acquisitions, restructuring and other costs, and equity-based compensation charges when making business decisions. Therefore, management presents non-GAAP financial measures, along with GAAP measures, in this earnings release by excluding these items and other significant unusual items from the period expenses. The income statement line items involved in the adjustment from GAAP to non-GAAP presentation in this earnings release are revenue from discontinued operations, amortization of intangibles, restructuring and asset impairment charges; and the following items that include equity-based compensation charges: (1) cost of revenues; (2) operating expenses, research and development; (3) operating expenses, selling and marketing; and (4) operating expenses, general and administrative. These items in turn affect (1) total cost of revenues; (2) total costs and expenses; (3) operating income; (4) income before income taxes; (5) provision for income taxes; (6) net income; (7) diluted shares for EPS; (8) basic earnings per share and (9) diluted earnings per share. To determine its non-GAAP provision for income taxes, Macrovision recalculates tax based on non-GAAP income before income taxes and adjusts accordingly. For each such non-GAAP financial measure, the adjustment provides management with information about Macrovision’s underlying operating performance that enables a more meaningful comparison of its financial results in different reporting periods. For example, since Macrovision owned and operated the Software and Games businesses as of December 31, 2007 and still owns and operates them as of the date of this press release, management continues to evaluate the revenue and profit metrics of both businesses. And since Macrovision does not acquire businesses on a predictable cycle, management excludes amortization of intangibles from acquisitions in order to make more consistent and meaningful evaluations of Macrovision’s operating expenses. Management also excludes the effect of restructuring and asset impairment charges for the same reason. Management excludes the impact of equity-based compensation to help it compare current period operating expenses against the operating expenses for prior periods and to eliminate the effects of this non-cash item, which, because it is based upon estimates on the grant dates may bear little resemblance to the actual values realized upon the future exercise, expiration, termination or forfeiture of the stock-based compensation, and which, as it relates to stock options and stock purchase plan shares, is required for GAAP purposes to be estimated under valuation models, including the Black-Scholes model used by Macrovision. Management uses these measures to help it make budgeting decisions between those expenses that affect operating expenses and operating margin (such as research and development, sales and marketing, and general and administrative expenses), and those expenses that affect cost of revenue and gross margin. Further, the availability of non-GAAP financial information helps management track actual performance relative to financial targets. Making this non-GAAP financial information available to investors, in addition to the GAAP information, also helps investors compare Macrovision’s performance with the performance of other companies in our industry, which use similar financial measures to supplement their GAAP financial information. Management recognizes that the use of these non-GAAP measures has limitations, including the fact that management must exercise judgment in determining which types of charges should be excluded from the non-GAAP financial information. Because other companies, including companies similar to Macrovision, may calculate their non-GAAP earnings differently than Macrovision, non-GAAP measures may have limited usefulness in comparing companies. Management believes, however, that providing this non-GAAP financial information, in addition to the GAAP information, facilitates consistent comparison of Macrovision’s financial performance over time. Macrovision has provided non-GAAP results to the investment community, not as an alternative but as an important supplement to GAAP information, to enable investors to evaluate Macrovision’s core operating performance in the same way that management does. The tables below present the differences between non-GAAP earnings and GAAP net income on an absolute and per share basis. Dial-in Information Macrovision will hold an investor conference call on February 21, 2008, at 5:00 p.m. ET. Investors and analysts interested in participating in the conference are welcome to call 800-240-8621 (or international +1 303-262-2075) and reference the Macrovision call. The conference call can also be accessed via live Webcast at www.macrovision.com or www.earnings.com (or www.streetevents.com for subscribers) on February 21, 2008 at 5:00 p.m. ET. The on-demand audio Webcast of Macrovision’s earnings conference call will be made available as soon as practicable after the live Webcast ends. Investors and analysts interested in listening to a recorded replay of the conference are welcome to call 800-405-2236 (or international +1 303-590-3000) and enter passcode 11108392#. Access to the replay will be made available as soon as practicable after the live conference call ends and will be available through February 28, 2008. About Macrovision Macrovision provides a broad set of solutions that enable businesses to protect, enhance and distribute their digital goods to consumers across multiple channels. Macrovision solutions are deployed by companies in the entertainment, consumer electronics, gaming, software, information publishing and corporate IT markets to solve industry-specific challenges and bring greater value to their customers. Macrovision holds approximately 285 issued or pending United States patents and more than 1,250 issued or pending international patents, and continues to increase its patent portfolio with new and innovative technologies in related fields. Macrovision is headquartered in Santa Clara, California, U.S.A. with other offices across the United States and around the world. More information about Macrovision can be found at www.macrovision.com. ©Macrovision 2008. Macrovision is a registered trademark of Macrovision Corporation. All other brands and product names and trademarks are the registered property of their respective companies. All statements contained herein, including the quotations attributed to Mr. Amoroso and Mr. Budge, that are not statements of historical fact, including statements that use the words "will,” "believes,” "anticipates,” "estimates,” "expects,” "intends” or "looking to the future” or similar words that describe the Company’s or its management’s future plans, objectives, or goals, are "forward-looking statements” and are made pursuant to the Safe-Harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, the Company’s estimates of future revenues and earnings, business strategies, and product plans of the Company and statements regarding the financial impact, expected closing and results of the pending acquisitions and divestitures transactions described herein. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the actual results of the Company to be materially different from the historical results and/or from any future results or outcomes expressed or implied by such forward-looking statements. Such factors included, among others, satisfaction of closing conditions to the transactions, the Company’s ability to successfully integrate the merged businesses and technologies, the Company’s ability to successfully separate the divested business and technologies, and customer demand for the technologies and integrated offerings. Such factors are further addressed in the Company's Annual Report on Form 10-K for the year ended December 31, 2006, our Quarterly Report on Form 10-Q for the period ended September 30, 2007 and such other documents as are filed with the Securities and Exchange Commission from time to time (available at www.sec.gov). The Company assumes no obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release, except as required by law. MACROVISION CORPORATION GAAP CONDENSED CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)           Three Months Ended Twelve Months Ended December 31 December 31 2007 2006 2007 2006   Net revenues $ 45,226 $ 36,554 $ 155,685 $ 121,328   Costs and expenses: Cost of revenues 3,951 5,463 17,283 17,037 Amortization of intangibles from acquisitions 1,716 704 5,363 2,658 Research and development 4,561 4,419 17,498 18,132 Selling and marketing 6,258 6,007 26,364 23,016 General and administrative 10,029 8,635 36,459 31,567 Restructuring and asset impairment charges   1,302     -   4,546     - Total operating expenses   27,817     25,228   107,513     92,410   Operating income from continuing operations 17,409 11,326 48,172 28,918 Interest and other income, net 4,492 2,838 15,597 9,192 Impairment losses on strategic investments   (5,000 )   -   (5,000 )   - Income from continuing operations before income taxes 16,901 14,164 58,769 38,110 Income taxes   1,512     3,729   14,637     9,337 Income from continuing operations, net of tax 15,389 10,435 44,132 28,773 (Loss) income from discontinued operations, net of tax   (6,181 )   6,163   (12,632 )   4,270 Net income $ 9,208   $ 16,598 $ 31,500   $ 33,043   Basic income per share from continuing operations $ 0.29 $ 0.20 $ 0.83 $ 0.56 Basic income (loss) per share from discontinued operations   (0.12 )   0.12   (0.24 )   0.08 Basic net earnings per share $ 0.17   $ 0.32 $ 0.59   $ 0.64 Shares used in computing basic net earnings per share   53,711     51,432   53,435     51,840   Diluted income per share from continuing operations $ 0.28 $ 0.20 $ 0.81 $ 0.55 Diluted income (loss) per share from discontinued operations   (0.11 )   0.11   (0.23 )   0.08 Diluted net earnings per share $ 0.17   $ 0.31 $ 0.58   $ 0.63 Shares used in computing diluted net earnings per share   54,047     52,978   54,218     52,731 MACROVISION CORPORATION RECONCILIATION OF GAAP to NON-GAAP FINANCIAL MEASURES (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)             Three Months Ended Twelve Months Ended December 31 December 31 2007 2006 2007 2006   GAAP Net Revenues from continuing operations $ 45,226 $ 36,554 $ 155,685 $ 121,328 Net revenues from discontinued operations   33,511     37,522     122,091     126,262   Non-GAAP Net Revenues $ 78,737   $ 74,076   $ 277,776   $ 247,590     GAAP Operating income from continuing operations $ 17,409 $ 11,326 $ 48,172 $ 28,918 Operating income from discontinued operations (8,618 ) 5,963 (21,514 ) 5,129 Non-GAAP adjustments for continuing and discontinued operations Amortization of intangibles from acquisitions 4,356 3,296 15,918 13,908 Equity-based compensation 3,662 5,669 15,317 22,165 Restructuring and asset impairment charges 5,996 - 19,135 - Legal settlement   7,000     -     7,000     -   Non-GAAP Operating income $ 29,805   $ 26,254   $ 84,028   $ 70,120     GAAP income from continuing operations, net of tax $ 15,389 $ 10,435 $ 44,132 $ 28,773 GAAP Income (loss) from discontinued operations, net of tax   (6,181 )   6,163     (12,632 )   4,270   GAAP Net income 9,208 16,598 31,500 33,043 Non-GAAP adjustments for continuing and discontinued operations Amortization of intangibles from acquisitions 4,356 3,296 15,918 13,908 Equity-based compensation 3,662 5,669 15,317 22,165 Restructuring and asset impairment charges 5,996 - 19,135 - Legal settlement 7,000 - 7,000 - Impairment charge on strategic investments 5,000 - 5,000 - Income tax effect of Non-GAAP adjustments   (7,474 )   (2,936 )   (15,166 )   (7,201 ) Non-GAAP Net income $ 27,748   $ 22,627   $ 78,704   $ 61,915     GAAP Diluted EPS from continuing operations $ 0.28 $ 0.20 $ 0.81 $ 0.55 GAAP Diluted EPS from discontinued operations   (0.11 )   0.11     (0.23 )   0.08   GAAP Diluted EPS 0.17 0.31 0.58 0.63 Non-GAAP adjustments for continuing and discontinued operations Amortization of intangibles from acquisitions 0.08 0.06 0.29 0.26 Equity-based compensation 0.07 0.11 0.28 0.42 Restructuring and asset impairment charges 0.11 - 0.35 - Legal settlement 0.13 - 0.13 - Impairment charge on strategic investments 0.09 - 0.09 - Income tax effect of Non-GAAP adjustments   (0.14 )   (0.05 )   (0.27 )   (0.14 ) Non-GAAP Diluted EPS $ 0.51   $ 0.43   $ 1.45   $ 1.17     Shares used in calculating diluted net earnings per share   54,047     52,978     54,218     52,731   MACROVISION CORPORATION BUSINESS UNIT SUMMARY (IN THOUSANDS) (UNAUDITED)         Three Months Ended Twelve Months Ended December 31 December 31 2007 2006 2007 2006   Net Revenues from continuing operations Embedded Solutions $ 26,565 $ 12,997 $ 93,816 $ 46,264 Entertainment 14,811 21,217 50,227 65,039 Distribution and Commerce   3,850     2,340     11,642     10,025   45,226 36,554 155,685 121,328 Net Revenues from discontinued operations Software 31,693 33,956 112,914 115,746 Distribution and Commerce   1,818     3,566     9,177     10,516   Total Net Revenues $ 78,737   $ 74,076   $ 277,776   $ 247,590     Segment operating income from continuing operations1 Embedded Solutions $ 21,501 $ 11,505 $ 77,445 $ 42,495 Entertainment 11,357 13,793 33,247 36,245 Distribution and Commerce   165     (456 )   (6,011 )   391   Total segment operating income from continuing operations 33,023 24,842 104,681 79,131 Unallocated Costs (14,312 ) (13,516 ) (51,963 ) (50,213 ) Restructuring and asset impairment charges   (1,302 )   -     (4,546 )   -   Operating Income from continuing operations   17,409     11,326     48,172     28,918     Segment operating income from discontinued operations1 Software 13,333 13,887 43,707 41,153 Distribution and Commerce   (3,236 )   (942 )   (14,538 )   (6,372 ) Total segment operating income from discontinued operations 10,097 12,945 29,169 34,781 Unallocated Costs (7,021 ) (6,982 ) (29,094 ) (29,652 ) Restructuring and asset impairment charges (4,694 ) - (14,589 ) - Legal settlement   (7,000 )   -     (7,000 )   -   Operating income (loss) from discontinued operations   (8,618 )   5,963     (21,514 )   5,129     Total Operating Income $ 8,791   $ 17,289   $ 26,658   $ 34,047     1 Macrovision Corporation does not allocate to its segments certain operating expenses, which it manages separately at the corporate level. These unallocated costs include charges for equity-based compensation, corporate marketing and administrative functions. Restructuring and asset impairment charges are not allocated to segments.   MACROVISION CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS) (UNAUDITED)     December 31, December 31, 2007 2006 ASSETS Cash and cash equivalents $ 134,070 $ 159,666 Advance payments for acquisition - 40,241 Short-term investments 248,194 121,559 Accounts receivable, net 41,327 66,723 Deferred Tax Assets 4,563 - Prepaid expenses and other assets 12,135 14,402 Assets held for sale   76,940   - Total Current Assets 517,229 402,591   Long-term marketable investment securities 57,025 175,165 Restricted cash - 12,000 Deferred tax assets 57,850 28,730 Property and equipment, net 10,011 21,818 Other intangibles from acquisitions, net 69,573 25,368 Patents and other assets 23,697 17,894 Goodwill   201,773   136,049 TOTAL ASSETS $ 937,158 $ 819,615   LIABILITIES Accounts payable $ 6,157 $ 4,378 Accrued expenses 42,468 71,705 Deferred revenue 7,494 33,831 Liabilities held for sale   27,959   - Total Current Liabilities 84,078 109,914   Convertible senior notes 240,000 240,000 Taxes Payable 57,026 - Other non-current liabilities   436   3,559 TOTAL LIABILITIES   381,540   353,473   STOCKHOLDERS’ EQUITY   555,618   466,142 TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY $ 937,158 $ 819,615