Millennial Media Reports 2013 Second Quarter Results

  Millennial Media Reports 2013 Second Quarter Results

Business Wire

BALTIMORE, Md. -- August 13, 2013

Millennial Media, Inc.(NYSE: MM), the independent leader in mobile
advertising, today reported financial results for the second quarter
endedJune 30, 2013. Please also refer to our earlier announcement of our
acquisition of Jumptap.

Financial Results and Business Highlights for theSecond Quarterof 2013

Revenue:For the second quarter of 2013, revenue increased to$57
millionfrom$39.4 millionfor the second quarter of 2012, a year over year
increase of 45%.

Gross Margin:For the second quarter of 2013, gross margin improved to 42.4%
from gross margin of 39.7% for the second quarter of 2012.

Net Income (Loss):For the second quarter of 2013, net income (loss), on a
GAAP basis, was $(3.1)million, compared to net income (loss) of$(2.2)
millionfor the second quarter of 2012.

Adjusted EBITDA:For the second quarter of 2013, adjusted EBITDA, a non-GAAP
financial measure, was$1.9 millioncompared to adjusted EBITDA (loss) of
$(731)thousand for the second quarter of 2012.

Net Income (Loss) Per Share Attributable to Common Stockholders:For the
second quarter of 2013, on a GAAP basis, basic and diluted net income (loss)
per share attributable to common stockholders was$(0.04), compared to basic
and diluted net income (loss) per share attributable to common stockholders
of$(0.03)for the second quarter of 2012.

Non-GAAP Net Income (Loss) Per Common Share:For the second quarter of 2013,
non-GAAP net income (loss) per common share basic and diluted was$0.02,
compared to non-GAAP net income (loss) per common share basic and diluted
of$(0.01)for the second quarter of 2012.

Other Business Metrics:As ofJune 30, 2013,Millennial Mediareached over 450
million monthly unique users globally, including approximately 160 million
monthly unique users inthe United Statesalone. As ofJune 30, 2013, more
than 45,000 apps were enabled by mobile app developers to operate on
Millennial Media’s platform, and there were more than 450 million proprietary,
anonymous user profiles developed.

“We had a solid growth quarter in 2Q with good showing in international and
brand advertising,” saidPaul Palmieri, Millennial Media’s President and CEO.
“We had strong margins during the quarter with increased platform usage by
some of the largest brand advertisers in the world. We are also very pleased
to announce our acquisition of Jumptap and look forward to bringing our
integrated capabilities to the global mobile advertising market.”

Outlook

Millennial Media will discuss its combined guidance on its earnings call this
afternoon and it is summarized in a presentation available on the Investor
Relations page of the Millennial Media website at
http://investors.millennialmedia.com.

Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and
presented in accordance with U.S. generally accepted accounting principles
(“GAAP”), Millennial Media reports adjusted EBITDA and non-GAAP net income
(loss) per common share basic and diluted, which are non-GAAP financial
measures. We define adjusted EBITDA as net income (loss) before interest,
income taxes, depreciation, amortization, non-cash stock-based compensation
and expenses related to acquisitions, such as costs for services of lawyers,
investment bankers, accountants, and other third parties and accrual of
retention payments that represent contingent compensation to be recognized as
expense over a requisite service period. We define non-GAAP net income (loss)
per common share as adjusted EBITDA divided by diluted weighted average common
shares outstanding. The Company uses these non-GAAP financial measures for
financial and operational decision making and as a means to evaluate
period-to-period comparisons. The Company believes that these measures provide
useful information about operating results, enhances the overall understanding
of past financial performance and future prospects, and allows for greater
transparency with respect to key metrics used by management in its financial
and operational decision making. Non-GAAP financial measures should be
considered in addition to results and guidance prepared in accordance with
GAAP, but should not be considered a substitute for, or superior to, GAAP
results. The non-GAAP financial measures included in this press release have
been reconciled to the nearest GAAP measure in the table following the
financial statements attached to this press release.

Second Quarter 2013 Financial Results Conference Call: Millennial Media will
host a conference call today at 5:00 p.m. ET to discuss its second quarter
2013 financial results, developments in its business including the proposed
acquisition of Jumptap and the Company’s expectations for the third quarter
and full year 2013. A live webcast of the event will be available on the
Investor Relations page of the Millennial Media website at
http://investors.millennialmedia.com. A live domestic dial-in is available at
800-237-9752 (U.S.) or 617-847-8706 (international) using passcode 37339193.
If you are unable to listen to the live conference call, a replay will be
available through August 20, 2013, and can be accessed by dialing 888-286-8010
(U.S.) or 617-801-6888 (international) using passcode 52607453. An archived
version of the webcast will also be available at
http://investors.millennialmedia.com.

About Millennial Media

Millennial Media is the leading independent mobile advertising and data
platform. Our technology, tools and services help app developers and mobile
website publishers maximize their advertising revenue, acquire users and gain
audience insights. Our platform also enables us to offer advertisers powerful
Mobile Audience Solutions (MAS) that utilize our significant scale,
sophisticated targeting and uniquely engaging creative capabilities to deliver
meaningful results.

Forward-Looking Statements

The statements in this press release that are not historical facts constitute
“forward-looking statements” that involve risks and uncertainties and are made
pursuant to the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include expectations regarding financial results
for the third quarter and full year of 2013. The achievement or success of the
matters covered by such forward-looking statements involve risks,
uncertainties and assumptions, and if any such risks or uncertainties
materialize or if any of the assumptions prove incorrect, our results could
differ materially from the results expressed or implied by the forward-looking
statements we make. These risks and uncertainties include, but are not limited
to, risks associated with our ability to expand our developer and advertiser
base, keep pace with technological and market developments and remain
competitive against larger companies in our industry as well as potential new
entrants into our markets.Further information on these and other factors that
could affect our results is included in our Quarterly Report on Form 10-Q that
will be filed for the quarter ended June 30, 2013 and other filings we make
with the Securities and Exchange Commission from time to time. These documents
are available on the ‘SEC Filings’ section of the Investor Relations page of
our website at http://investors.millennialmedia.com.

The statements made in this release are based on information available to us
as of the date of this release, and we assume no obligation and do not intend
to update these forward-looking statements, except as required by law.

Additional Information about the Proposed Acquisition and Where You Can Find
It

Millennial plans to file a proxy statement with the Securities and Exchange
Commission (the “SEC”) relating to a solicitation of proxies from its
stockholders in connection with a special meeting of stockholders of
Millennial to be held for the purpose of voting on the issuance of the shares
of Millennial common stock to be issued in connection with the proposed
acquisition (the “Shares”). BEFORE MAKING ANY VOTING DECISION WITH RESPECT TO
THE ISSUANCE OF THE SHARES CONTEMPLATED BY THE PROPOSED ACQUISITION,
MILLENNIAL SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND OTHER
RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.

The proxy statement and other relevant materials, and any other documents
filed by Millennial with the SEC, may be obtained free of charge at the SEC’s
website at www.sec.gov. In addition, stockholders of Millennial may obtain
free copies of the documents filed with the SEC by contacting Millennial’s
Investor Relations department at (410) 522-8705, or Investor Relations,
Millennial Media, Inc., 2400 Boston Street, Suite 201, Baltimore, Maryland
21224. You may also read and copy any reports, statements and other
information filed by Millennial with the SEC at the SEC public reference room
at 100 F Street, NE, Room 1580, Washington, D.C. 20549. Please call the SEC at
1-800-SEC-0330 or visit the SEC’s website for further information on its
public reference room.

Interests of Certain Participants in the Solicitation

Millennial and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from the stockholders of
Millennial in favor of the proposed transaction. A list of the names of
Millennial’s executive officers and directors, and a description of their
respective interests in Millennial, are set forth in the proxy statement for
Millennial’s 2013 Annual Meeting of Stockholders, which was filed with the SEC
on April 30, 2013, and in any documents subsequently filed by its directors
and executive officers under the Securities and Exchange Act of 1934, as
amended.

If and to the extent that executive officers or directors of Millennial will
receive any additional benefits in connection with the proposed transaction
that are unknown as of the date of this filing, the details of such benefits
will be described in the proxy statement and security holders may obtain
additional information regarding the interests of Millennial’s executive
officers and directors in the proposed transaction by reading the proxy
statement when it becomes available.

                                                                             
                                                                             
Millennial Media,Inc.

Consolidated Balance Sheets

(in thousands, except share and per share data)
                                                          
                                                June 30,        December 31,
                                                2013            2012
                                                (unaudited)
Assets
Current assets:
Cash and cash equivalents                       $ 122,635       $  137,439
Accounts receivable, net of allowances of
$3,385 and $2,673 as of June 30, 2013 and         57,073           59,179
December 31, 2012, respectively
Prepaid expenses and other current assets        3,319          1,966   
Total current assets                              183,027          198,584
                                                                             
Long-term assets:
Property and equipment, net                       7,846            6,850
Goodwill                                          11,111           1,348
Intangible assets, net                            2,777            913
Other assets                                     736            754     
Total long-term assets                           22,470         9,865   
Total assets                                    $ 205,497      $  208,449 
                                                                             
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses           $ 3,780         $  3,788
Accrued cost of revenue                           32,986           34,430
Accrued payroll and payroll related               5,064            6,038
expenses
Deferred revenue                                 498            169     
Total current liabilities                         42,328           44,425
                                                                             
Other long-term liabilities                      500            243     
Total liabilities                                 42,828           44,668
                                                                             
Commitments and contingencies
                                                                             
Stockholders’ equity:
Preferred stock, $0.001 par value,
5,000,000 shares authorized, no shares            —                —
issued and outstanding as of June 30,
2013 and December 31, 2012
Common stock, $0.001 par value,
250,000,000 shares authorized, 81,274,675
and 79,182,913 shares issued and                  81               79
outstanding as of June 30, 2013 and
December 31, 2012, respectively
Additional paid-in capital                        219,583          213,823
Accumulated other comprehensive loss              (145    )        (78     )
Accumulated deficit                              (56,850 )       (50,043 )
Total stockholders’ equity                       162,669        163,781 
Total liabilities and stockholders’             $ 205,497      $  208,449 
equity

                                                                             
                                                                             
Millennial Media,Inc.

Unaudited Consolidated Statements of Operations

(in thousands, except per share data)
                                               
                     Three Months Ended June 30,   Six Months Ended June 30,
                     2013            2012         2013          2012
                                                                             
Revenue              $  57,009        $ 39,411     $  106,447     $ 72,342
Cost of revenue        32,824        23,761      61,698      43,677 
Gross profit            24,185          15,650        44,749        28,665
Operating
expenses:
Sales and               8,351           5,992         16,493        10,638
marketing
Technology and          4,071           2,769         8,264         5,417
development
General and            14,785        9,228       26,742      17,939 
administrative
Total operating        27,207        17,989      51,499      33,994 
expenses
Loss from               (3,022  )       (2,339 )      (6,750  )     (5,329 )
operations
Other income
(expense)
Interest expense        (10     )       (17    )      (21     )     (37    )
Other income           —             123         —           (834   )
(expense)
Total other            (10     )      106         (21     )    (871   )
income (expense)
Loss before             (3,032  )       (2,233 )      (6,771  )     (6,200 )
income taxes
Income tax             (21     )      (5     )     (36     )    (10    )
expense
Net loss                (3,053  )       (2,238 )      (6,807  )     (6,210 )
Accretion of
dividends on
redeemable             —             —           —           (1,328 )
convertible
preferred stock
Net loss
attributable to      $  (3,053  )     $ (2,238 )   $  (6,807  )   $ (7,538 )
common
stockholders
                                                                             
Net loss per
share:
Basic and            $  (0.04   )     $ (0.03  )   $  (0.09   )   $ (0.17  )
diluted
                                                                             
Weighted average
common shares
outstanding:
Basic and               79,553          73,033        79,237        44,860
diluted
                                                                             
Stock-based
compensation
expense included
above:
Sales and            $  227           $ 78         $  446         $ 124
marketing
Technology and          472             468           1,327         852
development
General and             2,806           418           3,389         1,071
administrative

                                                                             
                                                                             
Millennial Media,Inc.

Reconciliation of GAAP net loss to non-GAAP Adjusted EBITDA
                                                 
                         Three Months Ended June     Six Months Ended June
                         30,                         30,
                         2013          2012         2013        2012
Net loss                 $  (3,053  )   $ (2,238 )   $ (6,807 )   $ (6,210 )
Adjustments:
Interest expense,           10            17           21           37
net
Income tax expense          21            5            36           10
Depreciation and            1,061         521          2,002        962
amortization expense
Acquisition-related         120           —            481          —
expense*
Deferred                    250           —            250          —
compensation
Stock-based                3,505       964        5,162      2,047  
compensation expense
Total net                  4,967       1,507      7,952      3,056  
adjustments
Adjusted EBITDA          $  1,914      $ (731   )   $ 1,145     $ (3,154 )

                                                                             
                                                                             
Reconciliation of GAAP net loss per share attributable to common
stockholders to non-GAAP net income
(loss) per common share
                                                   
                         Three Months Ended June 30,   Six Months Ended June
                                                       30,
                         2013^**        2012          2013^**    2012
Net loss per share
attributable to          $  (0.04  )     $  (0.03  )   $ (0.09 )   $ (0.17 )
common stockholders
Adjustments:
Accretion of
dividends on
redeemable                  —               —            —           0.03
convertible
preferred stock
Depreciation and            0.01            0.01         0.02        0.02
amortization expense
Stock-based                 0.05            0.01         0.07        0.05
compensation expense
Acquisition-related        0.00          —          0.01      —     
expenses*
Total net                  0.06          0.02       0.10      0.10  
adjustments
Diluted non-GAAP net
income (loss) per        $  0.02        $  (0.01  )   $ 0.01     $ (0.07 )
share

______________________________________
* Includes costs for services of lawyers, investment bankers, accountants, and
other third parties and accrual of retention payments that represent
contingent compensation to be recognized as expense over a requisite service
period.
** For the three and six months ended June 30, 2013, diluted non-GAAP net
income (loss) per share is calculated using diluted weighted average common
shares outstanding of 83,192 and 83,247, respectively (in thousands). Diluted
shares were calculated using the weighted-average number of shares of common
stock plus the potential dilutive effects of stock options, unvested
restricted common stock awards and RSUs.

Contact:

Millennial Media, Inc.
Investor Relations
Joseph Wilkinson, 443-681-6238
IR@millennialmedia.com
or
Matthew Lindberg, (203) 682-8214
press@millennialmedia.com
 
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