CORRECTING AND REPLACING -- ICG Announces Fourth Quarter and Annual Financial Results

CORRECTING AND REPLACING -- ICG Announces Fourth Quarter and Annual Financial Results  RADNOR, Pa., Feb. 21, 2013 (GLOBE NEWSWIRE) -- In a press release issued earlier today by ICG Group, Inc. (Nasdaq:ICGE) ("ICG"), there was an incorrect statement in the 2013 Guidance section. The first sentence of this section should read, "In 2013, ICG expects GAAP revenue in the range of between $210 and $220 million, an increase of between 26% and 32% over 2012, and we expect to generate $0.01 to $0.05 of non-GAAP net income per share." The corrected release follows:            Company reports record annual revenue, exceeding guidance       Expects to be non-GAAP net income (loss) per share positive in 2013  ICG Group, Inc. (Nasdaq:ICGE) ("ICG") today reported its results for the quarter and year ended December 31, 2012.  "2012 was a year of remarkable accomplishments at ICG from both an operational and strategic perspective," said Walter Buckley, ICG's Chief Executive Officer. "We exceeded our revenue guidance and entered 2013 with a strong recurring revenue base that provides the foundation for continued growth and profitability."  Highlights  Financial Achievements:    *Exceeded revenue guidance and achieved the high end of EBITDA guidance     range   *Repurchased 930,225 shares of ICG common stock at a weighted average price     of $8.94 per share for $8.3 million   *Sold Investor Force to MSCI in early 2013 for $23.5 million, with ICG cash     proceeds of $20.7 million   *Sold Channel Intelligence to Google in early 2013 for $125 million, with     ICG realizing $60.5 million of cash  Operational Initiatives:    *Acquired 96% ownership in MSDSonline, ICG's recurring revenue compliance     platform   *Increased ownership in SeaPass to 53%, bringing SeaPass into ICG's group     of consolidated companies as ICG's recurring revenue insurance platform   *Invested substantially in sales and marketing, driving record bookings at     Procurian, GovDelivery and MSDSonline and resulting in a strong recurring     revenue base going into 2013   *Re-branded Procurian to capitalize on its unique, industry-leading value     proposition   *Acquired Media IQ and UAI, accretive tuck-in acquisitions, strengthening     Procurian's industry-leading marketing and energy practices   *Completed tender offer for Procurian shares, which increased ICG's     ownership in Procurian to 85%   *Expanded globally, winning an entry global account at Procurian,     establishing European sales team in the UK and opening Procurian delivery     centers in Buenos Aires and Shanghai  Financial Information  Net income for the fourth quarter of 2012 was $14.7 million, or $0.40 per diluted share, compared to $17.9 million, or $0.49 per diluted share, in the corresponding 2011 period.Net income for the fourth quarter of 2012 included gains primarily related to a gain on previous equity interest recorded upon the consolidation of SeaPass.Net income for 2012 was $23.0 million, or $0.63 per diluted share, as compared to $27.6 million, or $0.74 per diluted share, for 2011.  Investor Force and Channel Intelligence are both presented within discontinued operations for all periods presented.To aid the guidance comparisons, we provide the following reconciliation ($s in millions):                                                      Q4          Year Ended                                                     2012  2011  2012   2011                                                                      Core consolidated revenue                            $53.6 $36.1 $191.5 $140.5 Impact of Investor Force and Channel Intelligence    (8.9) (1.7) (19.7) (7.1) dispositions Impact of acquired business' deferred revenue        (1.1) —     (5.2)  —                                                                      GAAP revenue                                         $43.6 $34.4 $166.6 $133.4                                                                                                                                           Core consolidated EBITDA                             $4.7 $5.6 $19.7 $17.7                                                                       2013 Guidance  In 2013, ICG expects GAAP revenue in the range of between $210 and $220 million, an increase of between 26% and 32% over 2012, and we expect to generate $0.01 to $0.05 of non-GAAP net income per share.  "We enter 2013 with a base of annual recurring revenue and a strong pipeline that provides a solid foundation for our performance in 2013 and beyond," said Kirk Morgan, Chief Financial Officer. "Importantly, we expect to achieve this growth and profitability while making continued investments in key areas, including over $35 million into sales and marketing, an increase of approximately 60% compared to 2012."  A reconciliation of the most comparable GAAP financial measures to the non-GAAP measures used above is included with the financial tables at the end of this release.  Please see ICG's website at www.icg.com for more information on ICG, its companies and its fourth quarter and annual 2012 results.  ICG will host a webcast at 10:00 a.m. ET today to discuss its financial results.As part of the live webcast for this call, ICG will post a slide presentation to accompany the prepared remarks.The webcast can be accessed at www.icg.com/investors/events-and-presentations/.Please log on to the website approximately ten minutes prior to the call to register and download and install any necessary audio software.The conference call is also accessible through listen-only mode by dialing 866-730-5762 or 857-350-1586.The passcode is 64646806.  For those unable to participate in the conference call, a replay will be available from February 21, 2013 at 12:00 p.m. ET until February 28, 2013 at 11:59 p.m. ET.To access the replay, dial888-286-8010 or 617-801-6888.The pass code is 92126304. The replay and slide presentation also can be accessed in the investor relations section of the ICG website at www.icg.com/investors/events-and-presentations/.  About ICG  ICG provides leading cloud-based software and solutions in procurement, government, compliance and insurance. ICG's software platforms automate industry-specific processes that drive growth, cost savings and compliance for its customers globally. Headquartered in Radnor, Pennsylvania, ICG has more than 1,000 employees worldwide. For more information, please go to www.icg.com.  The ICG logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7794  Safe Harbor Statement under Private Securities Litigation Reform Act of 1995  The statements contained in this press release that are not historical facts are forward-looking statements that involve certain risks and uncertainties, including, but not limited to, risks associated with the effect of economic conditions generally, capital spending by our companies' customers, our companies' collective ability to retain existing customer relationships and secure new ones, our companies' ability to compete successfully against their respective competitors, our companies' ability to timely and effectively respond to technological developments, our and our companies' collective ability to retain key personnel, our ability to have continued access to capital and to deploy capital effectively and on acceptable terms, our ability to maximize value in connection with divestitures, and other risks and uncertainties detailed in ICG's filings with the Securities and Exchange Commission.These and other factors may cause actual results to differ materially from those projected.  ICG Group, Inc. Consolidated Statements of Operations (In thousands, except per share data) (Unaudited)                                                                                                     Three Months Ended 12 Months Ended                                    December 31,       December 31,                                    2012       2011      2012       2011                                                                                                                                   Revenue                           $43,584  $34,435 $ 166,593 $133,437                                                                  Operating Expenses                                              Cost of revenue                   28,403    20,589   105,762   81,281 Sales and marketing               6,078     3,665    21,920    13,466 General and administrative        10,642    6,945    38,805    29,228 Research and development          4,106     2,174    14,175    9,157 Amortization of intangibles       1,901     399      5,590     1,412 Impairment related and other      521       367      1,548     753 Total operating expenses          51,651    34,139   187,800   135,297                                                                  Operating income (loss)           (8,067)   296      (21,207)  (1,860)                                                                  Other income (expense):                                         Other income (loss), net          23,899    16,440   56,919    42,624 Interest income                   108       95       442       393 Interest expense                  (171)     (100)    (526)     (577)                                                                  Income (loss) before income taxes, equity loss and discontinued        15,769    16,731   35,628    40,580 operations                                                                  Income tax benefit (expense)      (334)     4,926    (1,336)   4,287 Equity loss                       (961)     (1,958)  (8,107)   (11,964)                                                                  Income (loss) from continuing      14,474    19,699   26,185    32,903 operations Income (loss) from discontinued    (33)      (539)    (2,999)   (3,102) operations Net income (loss)                 14,441    19,160   23,186    29,801 Less: Net income (loss) attributable to the noncontrolling  (221)     1,294    197       2,235 interest Net income (loss) attributable to  $14,662  $17,866 $22,989  $27,566 ICG                                                                  Amounts attributable to ICG common                               shareholders: Net income (loss) from continuing  $15,272  $18,291 $26,212  $30,013 operations Net income (loss) from             (610)     (425)    (3,223)   (2,447) discontinued operations Net income (loss) attributable to  $14,662  $17,866 $22,989  $27,566 ICG common shareholders                                                                  Basic net income (loss) per                                      share: Income (loss) from continuing operations attributable to ICG      $0.43    $0.50   $0.73    $0.82 common shareholders Income (loss) from discontinued operations attributable to ICG      (0.02)    (0.01)   (0.09)    (0.07) common shareholders Income (loss) attributable to ICG  $0.41    $0.49   $0.64    $0.75 common shareholders                                                                  Diluted net income (loss) per                                    share: Income (loss) from continuing operations attributable to ICG      $0.42    $0.50   $0.72    $0.80 common shareholders Income (loss) from discontinued operations attributable to ICG      (0.02)    (0.01)   (0.09)    (0.06) common shareholders Income (loss) attributable to ICG  $0.40    $0.49   $0.63    $0.74 common shareholders                                                                  Shares used in computation of basic net income (loss) per common  35,840    36,170   35,890    36,656 share attributable to ICG common shareholders Shares used in computation of diluted net income (loss) per       36,912    36,633   36,554    37,460 common share attributable to ICG common shareholders   ICG Group, Inc. Condensed Consolidated Balance Sheets (In thousands) (Unaudited)                                                                                                                                                                               December 31, December 31,                                                 2012         2011                                                                ASSETS                                                        Cash and cash equivalents                      $45,526      $121,871 Restricted cash                                827           133 Accounts receivable, net                       47,315        30,384 Other receivables                              405           22,679 Deferred tax asset                             348           613 Prepaid expenses and other current assets      6,132         2,509 Assets of discontinued operations              83,552        3,866 Total current assets                           184,105       182,055 Marketable securities                          327           -- Fixed assets, net                              13,781        5,682 Ownership interests                            12,913        39,052 Goodwill and Intangibles, net                  187,715       36,274 Deferred tax asset                             30,332        31,940 Cost method investments                        13,007        10,820 Other assets, net                              3,338         997 Total Assets                                   $445,518     $306,820                                                                                                                                                                                              LIABILITIES AND EQUITY                                        Current maturities of other long-term debt     $5,336       $4,616 Accounts payable                               7,016         2,116 Accrued expenses                               9,048         5,786 Accrued compensation and benefits              19,658        11,737 Deferred revenue                               18,324        11,425 Liabilities of discontinued operations         10,894        3,329 Total current liabilities                      70,276        39,009 Long-term debt                                 27,983        10,681 Other non-current liabilities                  5,853         2,255 Total Liabilities                              104,112       51,945 Redeemable noncontrolling interest             3,505         1,378 Equity:                                                       Controlling (ICG) equity                       265,668       245,884 Noncontrolling interest                        72,233        7,613 Total Equity                                   337,901       253,497 Total Liabilities, Redeemable noncontrolling    $445,518     $306,820 interest and Equity   ICG Group, Inc. Reconciliation of GAAP Financial Measure to Non-GAAP Financial Measures (In thousands, except per share data) (Unaudited)                                                                                                             2011                                  2012                                  Full Year                Q1        Q2       Q3       Q4        Q1       Q2       Q3        Q4        2011      2012 GAAP Revenue:   $32,044   $33,531  $33,427  $34,435   $34,698  $42,822  $45,489   $43,584   $133,437  $166,593 Add back: Acquired businesses'     --      --     --     --      --     2,537   1,593    1,062    --      5,192 deferred revenue Add back: Impact of       1,910    1,797   1,715   1,668    1,932   2,256   6,545    8,944    7,090    19,677 discontinued operations Non-GAAP       $33,954   $35,328  $35,142  $36,103   $36,630  $47,615  $53,627   $53,590   $140,527  $191,462 revenue                                                                                                                                                                                           GAAP Net income (loss)          $15,890   ($3,233) ($2,957) $17,866   ($7,020) ($5,994) $21,341   $14,662   $27,566   $22,989 attributable to ICG: Add back:                                                                                    Share-based    733      925     1,012   1,590    1,638   1,739   1,811    1,738    4,260    6,926 compensation Amortization   337      338     338     338      424     1,436   1,829    1,901    1,351    5,590 of intangibles Impairment related and     37       82      267     367      127     160     739      521      753      1,547 other Other (income) (24,946) (1,612) 374     (16,440) (397)   (1,054) (31,570) (23,899) (42,624) (56,920) loss, net Acquired businesses'     --      --     --     --      --     2,537   1,593    1,062    --      5,192 deferred revenue Equity loss    3,576     3,185    3,245    1,958     2,303    3,236    1,608     961       11,964   8,108 Income tax expense         2,620    (1,124) (1,598) (4,214)  279     71      5        (222)    (4,316)  133 (benefit) - deferred Impact of discontinued    1        101     130     7        1       204     1,854    423      239      2,482 operations Non-GAAP net   ($1,752)  ($1,338) $811     $1,472    ($2,645) $2,335   ($790)    ($2,853)  ($807)    ($3,953) income (loss) Net income (loss) attributable to 352      254     335     1,294    152     652     (387)    (222)    2,235    195 non-controlling interests Interest (income)        62       62      55      5        (29)    (5)     55       89       184      110 expense, net Depreciation    717      730     762     852      770     832     1,133    1,804    3,061    4,539 Corporate/other $4,114    $3,882   $2,089   $2,581    $4,442   3,403   $4,096    $5,401    $12,666   $17,342 Income tax expense         $320      $161     $260     ($712)    $261     $321     $66       $555      $29       $1,203 (benefit) - current Impact of discontinued    $72       $77      $80      $83       $81      $61      $132      ($37)     $312      $237 operations Core Consolidated EBITDA (excluding      $3,885    $3,828   $4,392   $5,575    $3,032   $7,599   $4,305    $4,737    $17,680   $19,673 share-based compensation and unusual items)                                                                                                                                                                                           GAAP Net income (loss) per      $0.42     ($0.09)  ($0.08)  $0.49     ($0.19)  ($0.17)  $0.59     $0.40     $0.74     $0.63 diluted share: Add back:                                                                                    Share-based    $0.02     $0.03    $0.03    $0.04     $0.05    $0.05    $0.05     $0.05     $0.12     $0.19 compensation Amortization   $0.01     $0.01    $0.01    $0.01     $0.01    $0.04    $0.05     $0.05     $0.04     $0.16 of intangibles Impairment related and     $0.00     $0.00    $0.01    $0.01     $0.00    $0.00    $0.02     $0.01     $0.02     $0.04 other Other (income) ($0.68)   ($0.04)  $0.01    ($0.45)   ($0.01)  ($0.03)  ($0.89)   ($0.67)   ($1.16)   ($1.57) loss, net Acquired businesses'     $0.00     $0.00    $0.00    $0.00     $0.00    $0.07    $0.04     $0.03     $0.00     $0.14 deferred revenue Equity loss    $0.10     $0.09    $0.09    $0.05     $0.06    $0.09    $0.05     $0.03     $0.32     $0.22 Income tax expense         $0.07     ($0.03)  ($0.04)  ($0.12)   $0.01    $0.00    $0.00     ($0.01)   ($0.12)   $0.00 (benefit) - deferred Discontinued   $0.00     $0.00    $0.00    $0.00     $0.00    $0.01    $0.05     $0.01     $0.01     $0.07 Operations Non-GAAP net income (loss)   ($0.06)   ($0.04)  $0.02    $0.04     ($0.07)  $0.06    ($0.03)   ($0.09)   ($0.03)   ($0.11) per diluted share                                                                                              Shares used in calcuation of GAAP net income (loss) per                                                                                    share attributable to ICG: Basic           36,944   36,961  36,556  36,170   36,156  35,917  35,650   35,840   36,656   35,890 Diluted         37,991   36,961  36,556  36,633   36,156  35,917  36,273   36,912   37,460   36,554                                                                                              Shares used in calcuation of non-GAAP net income (loss)                                                                                 per share attributable to ICG: Basic           36,944   36,961  36,556  36,170   36,156  35,917  35,650   35,840   36,656   35,890 Diluted         36,944   36,961  37,265  36,633   36,156  36,422  35,650   35,840   36,656   35,890  About ICG's Non-GAAP Financial Measures  This release contains non-GAAP financial measures. The tables above reconcile these non-GAAP financial measures to the most directly comparable GAAP financial measures.  Non-GAAP financial measures should not be considered as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP. ICG strongly urges investors and potential investors in our securities to review the reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures that are included in this release.  ICG's management believes that its non-GAAP financial measures provide useful information to investors because they allow investors to view the business through the eyes of management and provide meaningful supplemental information regarding ICG's operating results, as they exclude amounts that ICG excludes as part of its monitoring of operating results and assessment of the performance of the business.   ICG presents the following non-GAAP financial measures in this release: (1) non-GAAP revenue, (2) non-GAAP net income (loss), (3) non-GAAP net income (loss) per share and (4) core consolidated EBITDA (excluding stock based compensation and unusual items). ICG includes or excludes items from these non-GAAP financial measures as described below.  Non-GAAP revenue includes the following item:    *Acquired businesses' deferred revenue. ICG includes acquired businesses'     previously deferred revenues that are not recognized under GAAP because     ICG considers them a part of ongoing operating results when assessing the     performance of its business and believes it is useful for investors to     understand the effects of these items on its operations.        *Impact of discontinued operations.ICG includes revenues associated with     discontinued operations given direct correlation with respect to existing     core consolidated revenue guidance range.ICG does not consider them a     part of ongoing operating results but believes it is useful for investors     to understand the effect of this item for all periods presented as     compared to what has historically been provided.   Non-GAAP net income (loss), in addition to deferred revenue adjustments inclusion above, excludes the additional following items:    *Share-based compensation. ICG excludes share-based compensation expenses     associated with equity granted to employees and non-employee directors     primarily because they are non-cash expenses that ICG does not consider     part of ongoing operating results when assessing the performance of its     business, and the exclusion of these expenses facilitates the comparison     of results over different time periods and the comparison of ICG's results     with results of other companies.        *Amortization of intangibles. ICG excludes amortization of acquired     intangibles, primarily customer relationships and technology, because they     are expenses that ICG does not consider part of ongoing operating results     when assessing the performance of its business, and ICG believes that     doing so facilitates comparisons to its historical operating results and     to the results of other companies.        *Impairment-related and other costs. ICG excludes the effect of     impairment-related and other costs, which primarily include impairment     charges, revaluation of contingent consideration, restructuring and     severance fees, acquisition related costs, legal and settlement costs and     other one-time costs, because ICG does not consider them part of ongoing     operating results when assessing the performance of its business and     believes it is useful for investors to understand the effects of these     items on ICG's operations.        *Other income (loss), net. ICG excludes the effect of other income (loss),     net, which primarily includes transaction-driven gains and losses, as well     as certain foreign currency impacts, because ICG does not consider them     part of ongoing operating results when assessing the performance of its     business and believes it is useful for investors to understand the effects     of these items on ICG's operations.        *Equity loss. In accordance with GAAP, ICG recognizes its share of the     earnings or losses of each company accounted for under the equity method     and adjusts the carrying amount for each such company for its share of the     earnings or losses of the company. ICG excludes GAAP equity income (loss)     because it is significantly impacted by factors outside its direct     control.        *Income tax expense (benefit) - deferred. ICG excludes the effect of     deferred income tax expense (benefit) primarily because it is a non-cash     expense that ICG does not consider a meaningful component of its operating     results when assessing the performance of its business, and the exclusion     of this item facilitates the comparison of results over different time     periods.        *Impact of discontinued operations.ICG includes the impact of discontinued     operations as ICG believes it is useful for investors to understand the     effect of this item for all periods presented as compared to what has     historically been provided.   Non-GAAP net income (loss) per share is calculated as follows:    *Non-GAAP net income (loss) (as defined above) is the numerator.        *Shares used in calculation of non-GAAP net income (loss) per share.For     periods where GAAP and non-GAAP net income (loss) are both losses, ICG     uses the same number of shares used to calculate GAAP and non-GAAP net     loss per share.For periods where GAAP and non-GAAP net income (loss) are     both income, ICG uses the same number of shares used to calculate GAAP and     non-GAAP net income per share. For periods where GAAP net income (loss) is     a loss but non-GAAP net income (loss) is income, ICG includes the impact     of incremental dilutive securities for the period to determine non-GAAP     net income per share.For periods where GAAP net income (loss) is income     but non-GAAP net income (loss) is a loss, ICG excludes the impact of     incremental dilutive securities for the period to determine non-GAAP net     loss per share.   Core consolidated EBITDA, excluding share-based compensation and unusual items, is the sum of the earnings (losses) before interest, taxes, depreciation and amortization, share-based compensation and unusual items of ICG's core consolidated companies. ICG considers charges unusual when they are transactional-driven or non-recurring.Core consolidated EBITDA excludes the items described above, as well as the following:    *Net income (loss) attributable to non-controlling interests. ICG excludes     net income (loss) attributable to non-controlling interests primarily     because non-controlling interest includes income or loss from operations     due to non-controlling interests that are unrelated to ICG's ownership.        *Corporate/other. ICG excludes corporate operating expenses and adjusts for     other core consolidated non-operational items primarily because ICG     considers this in assessing the performance of its core consolidated     businesses.  ICG believes that the following considerations apply to the non-GAAP financial measures that it presents:    *ICG's management uses non-GAAP revenue, non-GAAP net income (loss),     non-GAAP net income (loss) per share and core consolidated EBITDA,     excluding share-based compensation and unusual items, in internal reports     used by management in monitoring and making decisions regarding ICG's     business, including in monthly financial reports prepared for management     and in periodic reports to ICG's Board of Directors.   *An important limitation of ICG's non-GAAP financial measures is that they     exclude expenses, some of which may be significant, that are required by     GAAP to be recorded. In addition, non-GAAP financial measures are subject     to inherent limitations because they reflect the exercise of judgments by     management about which charges to exclude from the non-GAAP financial     measures.        *To mitigate the limitations associated with non-GAAP financial measures,     ICG reconciles its non-GAAP financial measures to the nearest comparable     GAAP financial measures and recommends that investors and potential     investors do not give undue weight to its non-GAAP financial measures.  CONTACT: Investor inquiries:          Karen Greene          ICG          Investor Relations          610-727-6900          IR@icg.com  ICG Logo  
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