Exhibit 99.1

ACTIVE Network Reports Second Quarter 2013 Financial Results
| • | | Record Second Quarter Revenue of $132.4 Million |
| • | | Strong Second Quarter Adjusted EBITDA of $22.2 Million |
| • | | Company Issues Improved Full Year 2013 Adjusted EBITDA Guidance |
SAN DIEGO, CALIF. – August 1, 2013 –ACTIVE Network (NYSE: ACTV), the leader in cloud-based activity and participant management™ solutions, today announced its financial results for the second quarter ended June 30, 2013. The Company also announced today that it has formed a Strategic Transactions Committee to consider and evaluate strategic alternatives.
Q2 2013 Financial Highlights:
(All comparisons are made to the second quarter of 2012)
| • | | Total net revenue up 9% to $132.4 million. |
| • | | Technology revenue increased 10% and constituted 90%, or $119.5 million, of total net revenue. |
| • | | Net registration revenue increased 10% to $92.3 million; registrations grew 6% and revenue per registration up 4%. |
| • | | Marketing services revenue constituted 10%, or $12.9 million, of total net revenue. |
| • | | Net loss was $4.5 million, compared to net loss of $2.3 million. |
| • | | Adjusted EBITDA, a non-GAAP financial measure, was $22.2 million. Excluding charges related to management changes, Adjusted EBITDA was $23.7 million up 18%. |
“I am pleased with our strong second quarter results – with revenues at the top end of our outlook range and Adjusted EBITDA exceeding the high end of our guidance,” said Jon Belmonte, Interim CEO of ACTIVE Network. “During the quarter, we commenced on a number of prioritization efforts designed to strengthen our financial performance and extend our market leadership position.”
“We believe our focus on operational efficiency will result in significant progress towards our future Adjusted EBITDA margin target of 23-27%,” said Scott Mendel, CFO of ACTIVE Network. “Our prioritization efforts drove strong margin accretion in the second quarter which we believe will continue, while helping position us for sustainable long-term growth.”
Q2 2013 Key Business Highlights
| • | | Marquee customer highlights included wins from Symantec™, SAS™ Institute, City of Mesa, AZ, YMCA™ of East Bay, CA, District of Cook County, IL, YMCA™ of Greater Kansas City, City of Carlsbad, CA Parks & Recreation, World Wrestling Camps™, Ann Arbor, MI Art Center and Rock–N-Glow™ 5Ks. |


| • | | ACTIVE’s Conference™ solution powered a record number of large, complex technology events during the quarter including Cisco Live 2013, Adobe Max 2013, and Symantec Vision 2013, among others. |
| • | | ACTIVE Network powered 200,000 games over 81-days during the United States Bowling Congress (USBC) 2013 Women’s Championships held April 12 through June 30 in Reno, Nevada. |
| • | | ACTIVE Network announced a strategic partnership with RaceHQ™ to support software solutions that help race directors build and deliver great events. |
Financial Outlook
Third Quarter 2013 – For the third quarter of 2013, ACTIVE Network expects total revenue to be in the range of $113 million to $116 million. Registrations are expected to grow approximately 2% to 4% and revenue per registration is expected to grow approximately 1% to 4% compared to the same period in the prior year. The Company expects Adjusted EBITDA in the range of $15 million to $17 million, and a net loss of $9 million to $4 million.
Full Year 2013 – Total revenue is expected to be in the range of $451 million to $456 million and Adjusted EBITDA is expected to be in the range of $51 million to $54 million. Excluding charges in the second quarter of 2013 related to management changes, Adjusted EBITDA is expected to be in the range of $52.5 million to $55.5 million, an improvement from the Company’s previously issued Adjusted EBITDA outlook. The Company expects a net loss of $41 million to $35 million.
Formation of a Strategic Transactions Committee
Separately, the Company noted it has received expressions of interest from outside parties ranging from an investment in ACTIVE Network to an acquisition of the Company. As a result, ACTIVE Network announced today its Board of Directors has a committee in place to evaluate strategic alternatives.
“The Strategic Transactions Committee and the entire Board of Directors intend to evaluate all options carefully in order to maximize shareholder value, including the continued execution of its stand-alone plan,” said Jon Belmonte, Interim CEO of ACTIVE Network. “The management team remains focused on execution of its operating plan.”
The Company noted there can be no assurances as to whether any strategic alternative involving a third party will be recommended by the Board or undertaken or, if so, upon what terms and conditions. The


Company does not intend to disclose developments with respect to the progress of its evaluation of strategic alternatives until such time as the Board has determined a course of action or otherwise deems disclosure appropriate. The Board has retained Citi as financial advisor to assist in this process.
Conference Call Information
The conference call dial-in number is (877) 703-6106 for domestic participants and (857) 244-7305 for international participants. A live webcast of the conference call will also be available and can be accessed within the investor relations section of the ACTIVE Network corporate website at: http://investors.activenetwork.com/.
A replay of the call will be available starting at 6:30 p.m. Eastern Time (3:30 p.m. Pacific Time) on August 1, 2013 through 11:59 p.m. Eastern Time (8:59 p.m. Pacific Time) on August 8, 2013. To listen to the replay, dial (888) 286-8010 or (617) 801-6888 outside of the United States and use the passcode 72332144. The replay will also be available via webcast at:http://investors.activenetwork.com/.
About ACTIVE Network
ACTIVE Network (NYSE: ACTV) is on a mission to make the world a more active place. With deep expertise in activity and participant management™, our ACTIVE Works® cloud technology helps organizations transform and grow their businesses. We do this throughtechnology solutions that power the world’s activities, as well as online destinations such asACTIVE.com® that connect people with the things they love to do. Serving ~55,000 global business customers and driving ~90 million transactions annually, we help organizations get participants, manage their events and build communities. ACTIVE Network is headquartered in San Diego, California and has over 30 offices worldwide. Learn more atACTIVEnetwork.com orACTIVE.com and engage with us on Twitter@ACTIVEnetwork,@ACTIVE and onFacebook.
Note With Respect to Non-GAAP Financial Measures
In addition to using GAAP financial results, the Company’s management measures and reports non-GAAP financial measures including Adjusted EBITDA, Non-GAAP net income (loss) and Non-GAAP net income (loss) per share. The most directly comparable GAAP financial results for these non-GAAP financial measures are Net income (loss), Net income (loss) and Net income (loss) per share, respectively. Management uses these non-GAAP financial measures to evaluate the Company’s performance and operations. Management also uses these non-GAAP financial measures for business planning, to evaluate acquisition opportunities and as a measurement to create incentives and to compensate the Company’s management team. In addition, management believes the exclusion or inclusion of certain amounts in calculating these non-GAAP financial measures can provide a useful measure to investors for period-to-period comparisons. These non-GAAP financial measures, however,


should be used in addition to, and in conjunction with, the Company’s financial results presented in accordance with GAAP. The Company strongly encourages investors to review its financial statements in their entirety and to not rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare the Company’s results with other companies’ non-GAAP financial measures having the same or similar names. Please see Reconciliation of GAAP to Non-GAAP Results below for a reconciliation of our GAAP to non-GAAP financial measures.
Forward-Looking Statements
The Active Network, Inc. cautions you that the statements included in this press release that are not a description of historical facts are forward-looking statements within the meaning of the federal securities laws. Any such statements are subject to substantial risks and uncertainties, including the Company’s ability to generate revenue and control expenses in order to achieve and maintain profitability, the Company’s ability to maintain an adequate rate of growth and improve its operations, including growing its registrations and revenue from registrations, and the Company’s ability to successfully manage its acquisitions and investments in businesses, applications and technologies, the effects of the Company’s recent management change, and the Company’s ability to successfully consider and evaluate its strategic alternatives, as well as the other risks detailed from time to time in the reports it files with the Securities and Exchange Commission. As a result of these risks and uncertainties, the Company’s actual results may differ materially from those expressed in any forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement and the Company undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof.
###
© 2013 The Active Network, Inc. All rights reserved. ACTIVE.com, ACTIVE Works and StarCite are registered trademarks of The Active Network, Inc. ACTIVE Network is a trademark of The Active Network, Inc. All other trademarks are the property of their respective owners.
| | |
Media Contact: | | Investor Contact: |
| |
Kristin Carroll, ACTIVE Network | | Brinlea Johnson, The Blueshirt Group |
PR@ACTIVEnetwork.com | | Brinlea@blueshirtrgroup.com |
1-858- 964-3834 | | 1-212-331-8424 |
| |
| | Allise Furlani, The Blueshirt Group |
| | allise@blueshirtgroup.com |
| | 212-331-8433 |

THE ACTIVE NETWORK, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
| | | | | | | | | | | | | | | | |
| | Three Months Ended | | | Six Months Ended | |
| | June 30, | | | June 30, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Net Revenue: | | | | | | | | | | | | | | | | |
Technology revenue | | $ | 119,473 | | | $ | 108,155 | | | $ | 214,463 | | | $ | 192,275 | |
Marketing services revenue | | | 12,887 | | | | 13,409 | | | | 23,908 | | | | 23,727 | |
| | | | | | | | | | | | | | | | |
Total net revenue | | | 132,360 | | | | 121,564 | | | | 238,371 | | | | 216,002 | |
Cost of net revenue: | | | | | | | | | | | | | | | | |
Cost of technology revenue | | | 56,413 | | | | 50,812 | | | | 105,459 | | | | 96,467 | |
Cost of marketing services revenue | | | 1,024 | | | | 2,115 | | | | 2,215 | | | | 3,431 | |
| | | | | | | | | | | | | | | | |
Total cost of net revenue | | | 57,437 | | | | 52,927 | | | | 107,674 | | | | 99,898 | |
| | | | | | | | | | | | | | | | |
Gross profit | | | 74,923 | | | | 68,637 | | | | 130,697 | | | | 116,104 | |
Operating expenses: | | | | | | | | | | | | | | | | |
Sales and marketing | | | 27,148 | | | | 24,284 | | | | 53,974 | | | | 49,308 | |
Research and development | | | 21,496 | | | | 21,121 | | | | 42,672 | | | | 42,330 | |
General and administrative | | | 25,031 | | | | 16,903 | | | | 41,539 | | | | 33,447 | |
Amortization of intangibles | | | 3,986 | | | | 5,596 | | | | 8,440 | | | | 11,288 | |
| | | | | | | | | | | | | | | | |
Total operating expenses | | | 77,661 | | | | 67,904 | | | | 146,625 | | | | 136,373 | |
| | | | | | | | | | | | | | | | |
(Loss) income from operations | | | (2,738 | ) | | | 733 | | | | (15,928 | ) | | | (20,269 | ) |
Interest income | | | 16 | | | | 25 | | | | 31 | | | | 50 | |
Interest expense | | | (153 | ) | | | (90 | ) | | | (335 | ) | | | (241 | ) |
Other income (expense), net | | | (470 | ) | | | (524 | ) | | | (1,023 | ) | | | 877 | |
| | | | | | | | | | | | | | | | |
(Loss) income before provision for income taxes | | | (3,345 | ) | | | 144 | | | | (17,255 | ) | | | (19,583 | ) |
Provision for income taxes | | | 1,127 | | | | 2,469 | | | | 2,445 | | | | 3,080 | |
| | | | | | | | | | | | | | | | |
Net loss | | $ | (4,472 | ) | | $ | (2,325 | ) | | $ | (19,700 | ) | | $ | (22,663 | ) |
| | | | | | | | | | | | | | | | |
Net loss per share: | | | | | | | | | | | | | | | | |
Basic and diluted | | $ | (0.07 | ) | | $ | (0.04 | ) | | $ | (0.32 | ) | | $ | (0.39 | ) |
| | | | | | | | | | | | | | | | |
Weighted-average shares: | | | | | | | | | | | | | | | | |
Basic and diluted | | | 61,611 | | | | 58,322 | | | | 61,190 | | | | 57,655 | |
| | | | | | | | | | | | | | | | |
THE ACTIVE NETWORK, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| | | | | | | | |
| | June 30, | | | December 31, | |
| | 2013 | | | 2012 | |
| | (Unaudited) | | | | |
Assets | | | | | | | | |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 108,135 | | | $ | 58,493 | |
Restricted cash | | | 624 | | | | 1,145 | |
Registration receivable | | | 31,281 | | | | 16,260 | |
Accounts receivable, net | | | 52,980 | | | | 51,363 | |
Inventories | | | 4,588 | | | | 4,809 | |
Prepaid expenses and other current assets | | | 11,151 | | | | 8,922 | |
| | | | | | | | |
Total current assets | | | 208,759 | | | | 140,992 | |
Property and equipment, net | | | 44,527 | | | | 41,236 | |
Software development costs, net | | | 49,869 | | | | 51,151 | |
Goodwill | | | 242,369 | | | | 243,716 | |
Intangible assets, net | | | 51,607 | | | | 62,806 | |
Other long-term assets | | | 2,536 | | | | 2,569 | |
| | | | | | | | |
Total assets | | $ | 599,667 | | | $ | 542,470 | |
| | | | | | | | |
Liabilities and stockholders’ equity | | | | | | | | |
Current liabilities: | | | | | | | | |
Accounts payable | | $ | 6,383 | | | $ | 8,174 | |
Registration fees payable | | | 117,242 | | | | 61,272 | |
Accrued expenses | | | 42,826 | | | | 38,865 | |
Deferred revenue | | | 73,207 | | | | 66,846 | |
Capital lease obligations, current portion | | | 2,319 | | | | 2,774 | |
Other current liabilities | | | 3,719 | | | | 4,373 | |
| | | | | | | | |
Total current liabilities | | | 245,696 | | | | 182,304 | |
Capital lease obligations, net of current portion | | | 1,793 | | | | 2,462 | |
Other long-term liabilities | | | 6,039 | | | | 6,192 | |
Deferred tax liability | | | 20,707 | | | | 19,065 | |
| | | | | | | | |
Total liabilities | | | 274,235 | | | | 210,023 | |
Stockholders’ equity: | | | | | | | | |
Common stock | | | 62 | | | | 62 | |
Treasury stock | | | (11,959 | ) | | | (11,959 | ) |
Additional paid-in capital | | | 667,936 | | | | 653,694 | |
Accumulated other comprehensive income | | | 7,377 | | | | 8,934 | |
Accumulated deficit | | | (337,984 | ) | | | (318,284 | ) |
| | | | | | | | |
Total stockholders’ equity | | | 325,432 | | | | 332,447 | |
| | | | | | | | |
Total liabilities and stockholders’ equity | | $ | 599,667 | | | $ | 542,470 | |
| | | | | | | | |
THE ACTIVE NETWORK, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| | | | | | | | |
| | Six Months Ended | |
| | June 30, | |
| | 2013 | | | 2012 | |
Operating activities | | | | | | | | |
Net loss | | $ | (19,700 | ) | | $ | (22,663 | ) |
Adjustments to reconcile net loss to net cash provided by operating activities: | | | | | | | | |
Depreciation and amortization of property and equipment | | | 20,026 | | | | 15,863 | |
Amortization of intangible assets | | | 10,833 | | | | 14,231 | |
Stock-based compensation expense | | | 13,452 | | | | 7,331 | |
Deferred tax liability | | | 1,689 | | | | 1,799 | |
Other non-cash items | | | (652 | ) | | | (1,713 | ) |
Change in operating assets and liabilities, net of effect of acquisitions: | | | | | | | | |
Restricted cash | | | 521 | | | | 627 | |
Registration receivable | | | (15,030 | ) | | | (7,809 | ) |
Accounts receivable | | | (1,747 | ) | | | (6,699 | ) |
Inventories | | | 220 | | | | (2,311 | ) |
Prepaid expenses and other assets | | | (2,221 | ) | | | (1,318 | ) |
Accounts payable and accrued expenses | | | 4,669 | | | | (1,809 | ) |
Registration fees payable | | | 55,978 | | | | 39,944 | |
Deferred revenue | | | 6,675 | | | | 13,105 | |
Other liabilities | | | (95 | ) | | | (359 | ) |
| | | | | | | | |
Net cash provided by operating activities | | | 74,618 | | | | 48,219 | |
Investing activities | | | | | | | | |
Purchases of property and equipment | | | (13,909 | ) | | | (9,343 | ) |
Capitalized software development | | | (11,123 | ) | | | (10,996 | ) |
Cash paid for acquisitions, net of cash acquired | | | — | | | | (38,037 | ) |
| | | | | | | | |
Net cash used in investing activities | | | (25,032 | ) | | | (58,376 | ) |
Financing activities | | | | | | | | |
Proceeds from issuance of common stock | | | 1,663 | | | | 6,850 | |
Payments on capital lease obligations | | | (1,124 | ) | | | (2,737 | ) |
Payments of employee tax withholdings from equity transactions | | | (1,059 | ) | | | — | |
Proceeds (repayment) of long-term debt | | | — | | | | 5,000 | |
| | | | | | | | |
Net cash provided by financing activities | | | (520 | ) | | | 9,113 | |
Effect of exchange rates on cash | | | 576 | | | | 151 | |
| | | | | | | | |
Net increase (decrease) in cash and cash equivalents | | | 49,642 | | | | (893 | ) |
Cash and cash equivalents at beginning of period | | | 58,493 | | | | 108,699 | |
| | | | | | | | |
Cash and cash equivalents at end of period | | $ | 108,135 | | | $ | 107,806 | |
| | | | | | | | |
THE ACTIVE NETWORK, INC.
SUPPLEMENTARY DATA
(In thousands, except revenue per registration)
(Unaudited)
Operational Data:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended | | | | | | Six Months Ended | | | | |
| | June 30, | | | % | | | June 30, | | | % | |
| | 2013 | | | 2012 | | | change | | | 2013 | | | 2012 | | | change | |
Net registration revenue | | | 92,266 | | | | 83,854 | | | | 10 | % | | | 162,811 | | | | 147,373 | | | | 10 | % |
Registrations | | | 29,738 | | | | 28,036 | | | | 6 | % | | | 47,876 | | | | 46,259 | | | | 3 | % |
Net registration revenue per registration | | $ | 3.10 | | | $ | 2.99 | | | | 4 | % | | $ | 3.40 | | | $ | 3.19 | | | | 7 | % |
GAAP and Non-GAAP Gross Profit Margin: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | |
| | Three Months Ended | | | % or | | | Six Months Ended | | | % or | |
| | June 30, | | | bps | | | June 30, | | | bps | |
| | 2013 | | | 2012 | | | change | | | 2013 | | | 2012 | | | change | |
Total net revenue | | $ | 132,360 | | | $ | 121,564 | | | | 9 | % | | $ | 238,371 | | | $ | 216,002 | | | | 10 | % |
GAAP gross profit | | $ | 74,923 | | | $ | 68,637 | | | | 9 | % | | $ | 130,697 | | | $ | 116,104 | | | | 13 | % |
Add back: stock-based compensation | | | 118 | | | | 192 | | | | | | | | 283 | | | | 252 | | | | | |
Add back: depreciation & amortization | | | 10,130 | | | | 7,950 | | | | | | | | 19,600 | | | | 15,668 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Non-GAAP gross profit | | $ | 85,171 | | | $ | 76,779 | | | | 11 | % | | $ | 150,580 | | | $ | 132,024 | | | | 14 | % |
Gross profit margin: | | | | | | | | | | | | | | | | | | | | | | | | |
GAAP gross profit margin | | | 56.6 | % | | | 56.5 | % | | | 10 | bps | | | 54.8 | % | | | 53.8 | % | | | 100 | bps |
Non-GAAP gross profit margin | | | 64.3 | % | | | 63.2 | % | | | 110 | bps | | | 63.2 | % | | | 61.1 | % | | | 210 | bps |
Stock-Based Compensation Expense:
| | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | | Six Months Ended June 30, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Cost of net revenue | | $ | 118 | | | $ | 192 | | | $ | 283 | | | $ | 252 | |
Sales and marketing | | | 841 | | | | 1,006 | | | | 1,591 | | | | 1,702 | |
Research and development | | | 410 | | | | 668 | | | | 1,009 | | | | 1,120 | |
General and administrative | | | 8,157 | | | | 2,436 | | | | 10,569 | | | | 4,257 | |
| | | | | | | | | | | | | | | | |
Total stock-based compensation (1) | | $ | 9,526 | | | $ | 4,302 | | | $ | 13,452 | | | $ | 7,331 | |
| | | | | | | | | | | | | | | | |
(1) | Management change costs included $5.7 million in stock-based compensation and $1.5 million in other costs in the three months ended June 30, 2013 associated with the May 2013 separation agreements for the Company’s former Executive Chairman and Chairman of the Board, and Chief Executive Officer. |
THE ACTIVE NETWORK, INC.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(In thousands, except per share data)
(Unaudited)
Non-GAAP Earnings:
| | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | | Six Months Ended June 30, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Non-GAAP net income (loss): | | | | | | | | | | | | | | | | |
GAAP net loss | | $ | (4,472 | ) | | $ | (2,325 | ) | | $ | (19,700 | ) | | $ | (22,663 | ) |
Add back: stock-based compensation (1) | | | 9,526 | | | | 4,302 | | | | 13,452 | | | | 7,331 | |
Add back: amortization of intangibles | | | 5,178 | | | | 7,074 | | | | 10,833 | | | | 14,231 | |
Income tax effect | | | (5,147 | ) | | | (3,982 | ) | | | (8,500 | ) | | | (7,547 | ) |
| | | | | | | | | | | | | | | | |
Non-GAAP net income (loss) | | $ | 5,085 | | | $ | 5,069 | | | $ | (3,915 | ) | | $ | (8,648 | ) |
| | | | | | | | | | | | | | | | |
Add back: management change costs (1) | | | 1,500 | | | | — | | | | 1,500 | | | | — | |
Income tax effect | | | (525 | ) | | | — | | | | (525 | ) | | | — | |
| | | | | | | | | | | | | | | | |
Non-GAAP net income (loss) excluding management change costs | | $ | 6,060 | | | $ | 5,069 | | | $ | (2,940 | ) | | $ | (8,648 | ) |
| | | | | | | | | | | | | | | | |
Weighted-average shares: | | | | | | | | | | | | | | | | |
Basic | | | 61,611 | | | | 58,322 | | | | 61,190 | | | | 57,655 | |
| | | | | | | | | | | | | | | | |
Diluted | | | 64,848 | | | | 64,962 | | | | 61,190 | | | | 57,655 | |
| | | | | | | | | | | | | | | | |
Non-GAAP net income (loss) per share: | | | | | | | | | | | | | | | | |
Basic | | $ | 0.08 | | | $ | 0.09 | | | $ | (0.06 | ) | | $ | (0.15 | ) |
| | | | | | | | | | | | | | | | |
Diluted | | $ | 0.08 | | | $ | 0.08 | | | $ | (0.06 | ) | | $ | (0.15 | ) |
| | | | | | | | | | | | | | | | |
Non-GAAP net income (loss) per share excluding management change costs: | | | | | | | | | | | | | | | | |
Basic | | $ | 0.10 | | | $ | 0.09 | | | $ | (0.05 | ) | | $ | (0.15 | ) |
| | | | | | | | | | | | | | | | |
Diluted | | $ | 0.09 | | | $ | 0.08 | | | $ | (0.05 | ) | | $ | (0.15 | ) |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA: | | | | | | | | | | | | | | | | |
| | |
| | Three Months Ended June 30, | | | Six Months Ended June 30, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Net loss | | $ | (4,472 | ) | | $ | (2,325 | ) | | $ | (19,700 | ) | | $ | (22,663 | ) |
Add back: interest expense, net | | | 137 | | | | 65 | | | | 304 | | | | 191 | |
Add back: provision for income taxes | | | 1,127 | | | | 2,469 | | | | 2,445 | | | | 3,080 | |
Add back: depreciation and amortization | | | 15,460 | | | | 15,118 | | | | 30,859 | | | | 30,094 | |
Add back: stock-based compensation (1) | | | 9,526 | | | | 4,302 | | | | 13,452 | | | | 7,331 | |
Add back: other (income) expense, net | | | 470 | | | | 524 | | | | 1,023 | | | | (877 | ) |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 22,248 | | | $ | 20,153 | | | $ | 28,383 | | | $ | 17,156 | |
| | | | | | | | | | | | | | | | |
Add back: management change costs (1) | | | 1,500 | | | | — | | | | 1,500 | | | | — | |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA excluding management change costs | | $ | 23,748 | | | $ | 20,153 | | | $ | 29,883 | | | $ | 17,156 | |
| | | | | | | | | | | | | | | | |
(1) | Management change costs included $5.7 million in stock-based compensation and $1.5 million in other costs in the three months ended June 30, 2013 associated with the May 2013 separation agreements for the Company’s former Executive Chairman and Chairman of the Board, and Chief Executive Officer. |
THE ACTIVE NETWORK, INC.
FUTURE PERFORMANCE—3RD QUARTER AND FULL YEAR 2013 OUTLOOK
(In thousands, except per share data)
| | | | | | | | | | | | | | | | |
| | Estimated | | | Estimated | |
| | 3rd Quarter 2013 | | | Full Year 2013 | |
| | Low End | | | High End | | | Low End | | | High End | |
Reconciliation of GAAP to Non-GAAP Results: | | | | | | | | | | | | | | | | |
Net loss | | $ | (9,000 | ) | | $ | (4,000 | ) | | $ | (41,000 | ) | | $ | (35,000 | ) |
Add back: interest, taxes and other | | | 2,000 | | | | 1,000 | | | | 6,000 | | | | 5,000 | |
Add back: depreciation and amortization | | | 16,000 | | | | 15,000 | | | | 62,000 | | | | 61,000 | |
Add back: stock-based compensation (1) | | | 6,000 | | | | 5,000 | | | | 24,000 | | | | 23,000 | |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 15,000 | | | $ | 17,000 | | | $ | 51,000 | | | $ | 54,000 | |
| | | | | | | | | | | | | | | | |
Add back: management change costs (1) | | | | | | | | | | | 1,500 | | | | 1,500 | |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA excluding management change costs | | | | | | | | | | $ | 52,500 | | | $ | 55,500 | |
| | | | | | | | | | | | | | | | |
Net loss per share: | | | | | | | | | | | | | | | | |
Net loss | | $ | (9,000 | ) | | $ | (4,000 | ) | | $ | (41,000 | ) | | $ | (35,000 | ) |
| | | | | | | | | | | | | | | | |
Weighted average shares—basic and diluted | | | 62,000 | | | | 63,000 | | | | 62,000 | | | | 63,000 | |
Net loss per share—basic and diluted | | $ | (0.15 | ) | | $ | (0.06 | ) | | $ | (0.66 | ) | | $ | (0.56 | ) |
| | | | | | | | | | | | | | | | |
Non-GAAP net income (loss): | | | | | | | | | | | | | | | | |
GAAP net loss | | $ | (9,000 | ) | | $ | (4,000 | ) | | $ | (41,000 | ) | | $ | (35,000 | ) |
Add back: stock-based compensation (1) | | | 6,000 | | | | 5,000 | | | | 24,000 | | | | 23,000 | |
Add back: amortization of intangibles | | | 5,500 | | | | 5,000 | | | | 21,000 | | | | 20,000 | |
Income tax effect | | | (4,000 | ) | | | (3,500 | ) | | | (15,800 | ) | | | (15,100 | ) |
| | | | | | | | | | | | | | | | |
Non-GAAP net income (loss) | | $ | (1,500 | ) | | $ | 2,500 | | | $ | (11,800 | ) | | $ | (7,100 | ) |
| | | | | | | | | | | | | | | | |
Add back: management change costs (1) | | | | | | | | | | | 1,500 | | | | 1,500 | |
Income tax effect | | | | | | | | | | | (500 | ) | | | (500 | ) |
| | | | | | | | | | | | | | | | |
Non-GAAP net loss excluding management change costs | | | | | | | | | | $ | (10,800 | ) | | $ | (6,100 | ) |
| | | | | | | | | | | | | | | | |
Weighted average shares—basic | | | 62,000 | | | | 63,000 | | | | 62,000 | | | | 63,000 | |
Weighted average shares—diluted | | | N/A | | | | 66,000 | | | | N/A | | | | N/A | |
Non-GAAP net income (loss) per share: | | | | | | | | | | | | | | | | |
Basic | | $ | (0.02 | ) | | $ | 0.04 | | | $ | (0.19 | ) | | $ | (0.11 | ) |
| | | | | | | | | | | | | | | | |
Diluted | | $ | (0.02 | ) | | $ | 0.04 | | | $ | (0.19 | ) | | $ | (0.11 | ) |
| | | | | | | | | | | | | | | | |
Non-GAAP net loss per share excluding management change costs, basic and diluted | | | | | | | | | | $ | (0.17 | ) | | $ | (0.10 | ) |
| | | | | | | | | | | | | | | | |
(1) | Management change costs included $5.7 million in stock-based compensation and $1.5 million in other costs in the three months ended June 30, 2013 associated with the May 2013 separation agreements for the Company’s former Executive Chairman and Chairman of the Board, and Chief Executive Officer. |