Exhibit 99.1
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CONTACT: | FOR IMMEDIATE RELEASE |
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(Investor Relations) | (Corporate Press) |
Henry A. Diamond | Alan Lewis |
Senior Vice President | Vice President |
Investor Relations & Corporate Communications | Corporate Communications & Public Affairs |
Take-Two Interactive Software, Inc. | Take-Two Interactive Software, Inc. |
(646) 536-3005 | (646) 536-2983 |
Henry.Diamond@take2games.com | Alan.Lewis@take2games.com |
Take-Two Interactive Software, Inc. Reports Strong Results for Fourth Quarter and Fiscal Year 2013
Non-GAAP Net Revenue for Fiscal Year 2013 Grew 48% to $1.222 Billion
Non-GAAP Net Income for Fiscal Year 2013 Increased to $0.36 Per Diluted Share
Company Expects Non-GAAP Net Income Per Diluted Share of $2.05 to $2.30 for Fiscal Year 2014
New York, NY — May 13, 2013 — Take-Two Interactive Software, Inc. (NASDAQ:TTWO) today reported strong financial results for its fourth quarter and fiscal year 2013, ended March 31, 2013. In addition, the Company provided its initial financial outlook for its first quarter and fiscal year 2014.
Fiscal Fourth Quarter 2013
For fiscal fourth quarter 2013, GAAP net revenue was $299.5 million, as compared to $148.1 million for fiscal fourth quarter 2012. Non-GAAP net revenue was $303.1 million, as compared to $148.1 million for the year-ago period. GAAP net income from continuing operations was $21.2 million, or $0.23 per diluted share, as compared to a net loss of $66.0 million, or $0.78 per diluted share, for the year-ago period. Non-GAAP net income was $42.9 million, or $0.38 per diluted share, as compared to a Non-GAAP net loss of $50.9 million, or $0.60 per diluted share, for the year-ago period. As of March 31, 2013, the Company had cash and cash equivalents of $402.5 million.
The largest contributors to net revenue in fiscal fourth quarter 2013 were the release of BioShock® Infinite; catalog sales led by Grand Theft Auto® IV, Red Dead Redemption® and Sid Meier’s Civilization® V; continuing sales of NBA® 2K13 and Borderlands® 2; and the release of Major League Baseball® 2K13. Catalog sales accounted for 25% of Non-GAAP net revenue. Revenue from digitally delivered content grew 192% year-over-year and accounted for 27% of Non-GAAP net revenue, driven by offerings for Borderlands 2, BioShock Infinite, the Grand Theft Auto franchise and NBA 2K13.
Fiscal Year 2013
For fiscal year 2013, GAAP net revenue was $1.214 billion, as compared to $825.8 million for fiscal year 2012. Non-GAAP net revenue was $1.222 billion, as compared to $825.8 million for the prior fiscal year. GAAP net loss from continuing operations was $31.2 million, or $0.36 per diluted share, as compared to $107.7 million, or $1.30 per diluted share, for the prior fiscal year. Non-GAAP net income was $33.1 million, or $0.36 per diluted share, as compared to a Non-GAAP net loss of $59.4 million, or $0.71 per diluted share, for the prior fiscal year. Both GAAP loss from continuing operations and Non-GAAP net income for fiscal year 2013 include the $15 million negative impact from a one-time contractual obligation, which was recorded in fiscal first quarter 2013.
The largest contributors to net revenue in fiscal year 2013 were Borderlands 2, NBA 2K13, BioShock Infinite, Max Payne® 3, Grand Theft Auto IV, XCOM®: Enemy Unknown and Red Dead Redemption. Revenue from digitally delivered content grew 148% year-over-year and accounted for 22% of Non-GAAP net revenue, driven by offerings for Borderlands 2, the Grand Theft Auto franchise, NBA 2K13, Sid Meier’s Civilization V and XCOM: Enemy Unknown.
Management Comments
“Take-Two delivered strong revenue growth and solid non-GAAP earnings for fiscal year 2013, driven by robust demand for our groundbreaking new releases, iconic catalog titles and expanding portfolio of digitally delivered offerings,” said Strauss Zelnick, Chairman and CEO of Take-Two. “With BioShock Infinite, Borderlands 2, NBA 2K13 and XCOM: Enemy Unknown, our 2K label released four of the past year’s most critically acclaimed titles. Our commitment to delight consumers with the highest-quality interactive entertainment experiences enabled Take-Two to have an outstanding year, despite a challenging environment for many in our industry.
“2013 is the 20th anniversary of Take-Two’s founding and, today, our Company is better positioned for success than at any other time in its history. With Rockstar Games launching Grand Theft Auto V in September, fiscal 2014 is poised to be one of our best years ever. Looking ahead, we have an extensive pipeline of next-generation and emerging platform titles in development, including both new intellectual property and releases from our proven franchises. As a result, our current outlook is to be profitable on a non-GAAP basis in fiscal 2015 and for the foreseeable future.”
Business and Product Highlights
Since January 1, 2013:
Rockstar Games:
· Announced that it plans to launch Grand Theft Auto V worldwide on September 17, 2013.
2K:
· Launched BioShock Infinite on March 26, 2013. Developed by Irrational Games, the title was called “a masterpiece” by NBC News and is the highest rated game of 2013 to date with perfect review scores from Game Informer, Eurogamer, USA Today, Associated Press, Entertainment Weekly and many more. BioShock Infinite was the top-selling console title in March,* enjoyed significantly higher first month sell-through than any other BioShock release, and has sold-in more than 3.7 million units to date. The title has experienced solid demand for the BioShock Infinite Season Pass, which offers all three upcoming downloadable add-on content packs at a discounted price.
· Released Major League Baseball 2K13 on March 5, 2013, pursuant to a new license with Major League Baseball and related entities. The title features Tampa Bay Rays’ Cy Young Award winning pitcher David Price as cover athlete and is again being supported with the Perfect Game Challenge, 2K’s groundbreaking $1 million competition.
· Released the Borderlands 2: Add-On Content Pack at retail on February 26, 2013. The pack includes Borderlands 2’s first two add-on campaigns, as well as a fifth playable character packaged together on a single disc.
· Released two new free-to-play mobile titles designed exclusively for iOS by its award winning Firaxis Games studio, Haunted Hollow™ and Sid Meier’s Ace Patrol™.
· Pro Baseball® 2K, our online baseball simulation game created in partnership with Nexon, launched commercially in Korea on May 2, 2013.
· Entered into an exclusive multi-year agreement with WWE granting 2K the exclusive worldwide rights to publish the popular WWE video game franchise across all major platforms and distribution channels. The series, which will continue to be developed by Yukes in Japan, will combine the studio’s signature gameplay with 2K’s commitment to authenticity in WWE® 2K14, which is planned for release on October 29, 2013.
· Announced that The Bureau: XCOM® Declassified™, 2K Marin’s third-person squad-based tactical shooter, is planned for release on August 20, 2013 in North America and August 23, 2013 internationally for the Xbox 360, PS3 and PC. The Bureau will deliver a new experience within the XCOM universe, telling the origin story of the clandestine XCOM organization and mankind’s first encounter with the mysterious alien threat.
· Announced that Sid Meier’s Civilization V: Brave New World, the second expansion pack for the award-winning Civilization V, is currently in development and is planned for release on July 9, 2013 for the PC and Mac®.
· Announced that XCOM: Enemy Unknown will be available for iOS-equipped mobile devices this summer. Developed by Firaxis Games, XCOM: Enemy Unknown was one of the most critically acclaimed console and PC releases of 2012.
* According to The NPD Group estimates of U.S. retail video game sales for March 2013.
Financial Outlook for Fiscal 2014
Take-Two is providing its financial outlook for its fiscal first quarter ending June 30, 2013 and fiscal year ending March 31, 2014 as follows:
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| First Quarter |
| Fiscal Year |
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Non-GAAP Net Revenue |
| $100 to $125 Million |
| $1.75 to $1.85 Billion |
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Non-GAAP net income (loss) per diluted share |
| ($0.70) to ($0.55) |
| $2.05 to $2.30 |
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Stock-based compensation expense per share (1) |
| $0.09 |
| $0.37 |
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Non-cash amortization of discount on convertible notes per share |
| $0.06 |
| $0.17 |
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Non-cash tax expense per share |
| $0.00 |
| $0.02 |
(1) The Company’s stock-based compensation expense for the periods above includes the cost of approximately 1.9 million shares issued to ZelnickMedia that are subject to variable accounting. Actual expense to be recorded in connection with these shares is dependent upon several factors, including future changes in Take-Two’s stock price.
Key assumptions and dependencies underlying the Company’s financial outlook include: the timely delivery of the titles included in this financial outlook; the ability to develop and publish products that capture market share for video game and computer entertainment systems; and stable foreign exchange rates. See also “Cautionary Note Regarding Forward Looking Statements” below.
Product Releases
The following titles were released since January 1, 2013:
Label |
| Title |
| Platforms |
| Release Date |
2K |
| Herd, Herd, Herd™ |
| Android |
| January 9, 2013 |
2K |
| NBA 2K13 All-Star presented by Sprite (DLC) |
| Xbox 360, PS3 |
| January 9, 2013 |
2K |
| BioShock: Ultimate Rapture Edition |
| Xbox 360, PS3 |
| January 15, 2013 |
2K |
| Borderlands 2: Sir Hammerlock’s Big Game Hunt (DLC) |
| Xbox 360, PS3, PC |
| January 15, 2013 |
Rockstar Games |
| Max Payne 3: Deathmatch Made In Heaven Mode Pack (DLC) |
| Xbox 360, PS3, PC |
| January 22, 2013 |
2K |
| Sid Meier’s Civilization V: Gold Edition |
| PC |
| February 19, 2013 |
2K |
| Borderlands 2: Add-On Content Pack |
| Xbox 360, PS3 |
| February 26, 2013 |
2K |
| Major League Baseball 2K13 |
| Xbox 360, PS3 |
| March 5, 2013* |
2K |
| MLB 2K13/NBA 2K13 Combo Pack |
| Xbox 360, PS3 |
| March 5, 2013 |
2K |
| WWE ‘13 |
| Xbox 360. PS3 |
| March 15, 2013 |
2K |
| BioShock Infinite |
| Xbox 360, PS3, PC |
| March 26, 2013 |
2K |
| Borderlands 2: Ultimate Vault Hunters Upgrade Pack (DLC) |
| Xbox 360, PS3, PC |
| April 2, 2013 |
2K |
| Haunted Hollow |
| iOS |
| May 2, 2013 |
2K |
| Sid Meier’s Ace Patrol |
| iOS |
| May 9, 2013 |
*North American release date; international release date typically follows three days after.
Take-Two’s lineup of future titles announced to date includes:
Label |
| Title |
| Platforms |
| Planned Release |
2K |
| Borderlands 2: Psycho Pack (DLC) |
| Xbox 360, PS3, PC |
| May 14, 2013 |
2K |
| Borderlands 2: Tiny Tina’s Assault on Dragon Keep (DLC) |
| Xbox 360, PS3, PC |
| June 25, 2013 |
2K |
| Sid Meier’s Civilization V: Brave New World |
| PC, Mac |
| July 9, 2013 |
2K |
| The Bureau: XCOM Declassified |
| Xbox 360, PS3, PC |
| August 20, 2013* |
2K |
| XCOM: Enemy Unknown |
| iOS |
| Summer 2013 |
Rockstar Games |
| Grand Theft Auto V |
| Xbox 360, PS3 |
| September 17, 2013 |
2K |
| NBA 2K14 |
| TBA |
| October 1, 2013 |
2K |
| WWE 2K14 |
| Xbox 360, PS3 |
| October 29, 2013 |
*North American release date; international release date typically follows three days after.
Conference Call
Take-Two will host a conference call today at 4:30 p.m. Eastern Time to review these results and discuss other topics. The call can be accessed by dialing (877) 407-0984 or (201) 689-8577. A live listen-only webcast of the call will be available by visiting http://ir.take2games.com and a replay will be available following the call at the same location.
Non-GAAP Financial Measures
In addition to reporting financial results in accordance with U.S. generally accepted accounting principles (GAAP), the Company uses Non-GAAP measures of financial performance. The Company believes that these Non-GAAP financial measures, when taken into consideration with the corresponding GAAP financial measures, are important in gaining an understanding of the Company’s ongoing business. These Non-GAAP financial measures also provide for comparative results from period to period. Therefore, the Company believes it is appropriate to exclude the impact of certain items as follows:
· Net effect from deferral in net revenues - the Company defers revenue and related costs from the sale of certain titles that have undelivered elements upon the sale of the game and recognizes that revenue upon the delivery of the undelivered elements. As there is no impact to the Company’s operating cash flow, management excludes the impact of deferred net revenue and related costs from its Non-GAAP financial measures when evaluating the Company’s operating performance, when planning, forecasting and analyzing future periods, and when assessing the performance of its management team. In addition, we believe that these Non-GAAP financial measures provide a more timely indication of trends in our business, provide comparability with the way our business is measured by analysts, and provide consistency with industry data sources.
· Stock-based compensation — the Company does not consider stock-based compensation charges when evaluating business performance and management does not contemplate stock-based compensation expense in its short- and long-term operating plans. As a result, the Company has excluded such expenses from its Non-GAAP financial measures.
· Business reorganization, restructuring and related expenses — although the Company has incurred business reorganization expenses in the past, each charge relates to a discrete event based on a unique set of business objectives. Management does not believe these charges reflect the Company’s primary business, ongoing operating results or future outlook. As such, the Company believes it is appropriate to exclude these expenses and related charges from its Non-GAAP financial measures.
· Income (loss) from discontinued operations — the Company does not engage in sales of subsidiaries on a regular basis and therefore believes it is appropriate to exclude such gains (losses) from its Non-GAAP financial measures. As the Company is no longer active in its discontinued operations, it believes it is appropriate to exclude income (losses) thereon from its Non-GAAP financial measures.
· Professional fees and expenses associated with unusual legal and other matters — the Company has incurred expenses for legal professional fees that are outside its ordinary course of business. As a result, the Company has excluded such expenses from its Non-GAAP financial measures.
· Non-cash amortization of discount on convertible notes — the Company records non-cash amortization of discount on convertible notes as interest expense in addition to the interest expense already recorded for coupon payments. The Company excludes the non-cash portion of the interest expense from its Non-GAAP financial measures because these amounts are unrelated to its ongoing business operations.
· Non-cash tax expense for the impact of deferred tax liabilities associated with tax deductible amortization of goodwill — due to the nature of the adjustment as well as the expectation that it will not have any cash impact in the foreseeable future, the Company believes it is appropriate to exclude this expense from its Non-GAAP financial measures.
These Non-GAAP financial measures are not intended to be considered in isolation from, as a substitute for, or superior to, GAAP results. These Non-GAAP financial measures may be different from similarly titled measures used by other companies.
About Take-Two Interactive Software
Headquartered in New York City, Take-Two Interactive Software, Inc. is a leading developer, marketer and publisher of interactive entertainment for consumers around the globe. The Company develops and publishes products through its two wholly-owned labels Rockstar Games and 2K. Our products are designed for console systems, handheld gaming systems and personal computers, including smartphones and tablets, and are delivered through physical retail, digital download, online platforms and cloud streaming services. The Company’s common stock is publicly traded on NASDAQ under the symbol TTWO. For more corporate and product information please visit our website at http://www.take2games.com.
All trademarks and copyrights contained herein are the property of their respective holders.
Cautionary Note Regarding Forward-Looking Statements
The statements contained herein which are not historical facts are considered forward-looking statements under federal securities laws and may be identified by words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “potential,” “predicts,” “projects,” “seeks,” “will,” or words of similar meaning and include, but are not limited to, statements regarding the outlook for the Company’s future business and financial performance. Such forward-looking statements are based on the current beliefs of our management as well as assumptions made by and information currently available to them, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may vary materially from these forward-looking statements based on a variety of risks and uncertainties including: our dependence on key management and product development personnel, our dependence on our Grand Theft Auto products and our ability to develop other hit titles for current and next-generation platforms, the timely release and significant market acceptance of our games, the ability to maintain acceptable pricing levels on our games, our ability to raise capital if needed and risks associated with international operations. Other important factors and information are contained in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2012, in the section entitled “Risk Factors,” and the Company’s other periodic filings with the SEC, which can be accessed at www.take2games.com. All forward-looking statements are qualified by these cautionary statements and apply only as of the date they are made. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.
# # #
TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
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| Three months ended March 31, |
| Twelve months ended March 31, |
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| 2013 |
| 2012 |
| 2013 |
| 2012 |
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Net revenue |
| $ | 299,487 |
| $ | 148,084 |
| $ | 1,214,483 |
| $ | 825,823 |
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Cost of goods sold: |
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Software development costs and royalties |
| 57,576 |
| 35,401 |
| 317,756 |
| 164,487 |
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Product costs |
| 71,479 |
| 47,845 |
| 316,072 |
| 255,236 |
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Licenses |
| 9,802 |
| 32,062 |
| 57,285 |
| 74,976 |
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Internal royalties |
| 15,463 |
| 1,158 |
| 24,724 |
| 34,156 |
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Total cost of goods sold |
| 154,320 |
| 116,466 |
| 715,837 |
| 528,855 |
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Gross profit |
| 145,167 |
| 31,618 |
| 498,646 |
| 296,968 |
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Selling and marketing |
| 51,747 |
| 40,065 |
| 257,329 |
| 183,749 |
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General and administrative |
| 40,369 |
| 35,133 |
| 147,260 |
| 121,200 |
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Research and development |
| 21,183 |
| 14,822 |
| 78,184 |
| 64,162 |
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Depreciation and amortization |
| 2,806 |
| 2,740 |
| 10,634 |
| 12,123 |
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Total operating expenses |
| 116,105 |
| 92,760 |
| 493,407 |
| 381,234 |
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Income (loss) from operations |
| 29,062 |
| (61,142 | ) | 5,239 |
| (84,266 | ) | ||||
Interest and other, net |
| (7,789 | ) | (5,368 | ) | (31,351 | ) | (19,571 | ) | ||||
Income (loss) from continuing operations before income taxes |
| 21,273 |
| (66,510 | ) | (26,112 | ) | (103,837 | ) | ||||
Provision (benefit) for income taxes |
| 103 |
| (505 | ) | 5,050 |
| 3,863 |
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Income (loss) from continuing operations |
| 21,170 |
| (66,005 | ) | (31,162 | ) | (107,700 | ) | ||||
Income (loss) from discontinued operations, net of taxes |
| 1,303 |
| (831 | ) | 1,671 |
| (1,116 | ) | ||||
Net income (loss) |
| $ | 22,473 |
| $ | (66,836 | ) | $ | (29,491 | ) | $ | (108,816 | ) |
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Earnings (loss) per share: |
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Continuing operations |
| $ | 0.23 |
| $ | (0.78 | ) | $ | (0.36 | ) | $ | (1.30 | ) |
Discontinued operations |
| 0.01 |
| (0.01 | ) | 0.02 |
| (0.01 | ) | ||||
Basic earnings (loss) per share |
| $ | 0.24 |
| $ | (0.79 | ) | $ | (0.34 | ) | $ | (1.31 | ) |
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Continuing operations |
| $ | 0.23 |
| $ | (0.78 | ) | $ | (0.36 | ) | $ | (1.30 | ) |
Discontinued operations |
| 0.01 |
| (0.01 | ) | 0.02 |
| (0.01 | ) | ||||
Diluted earnings (loss) per share |
| $ | 0.24 |
| $ | (0.79 | ) | $ | (0.34 | ) | $ | (1.31 | ) |
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Weighted average shares outstanding: (1) |
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Basic |
| 93,698 |
| 84,415 |
| 85,581 |
| 83,356 |
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Diluted |
| 93,698 |
| 84,415 |
| 85,581 |
| 83,356 |
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(1) Basic and diluted include participating shares of 7,521 for the three months ended March 31, 2013.
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| Three months ended March 31, |
| Twelve months ended March 31, |
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OTHER INFORMATION |
| 2013 |
| 2012 |
| 2013 |
| 2012 |
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Geographic revenue mix |
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United States |
| 60 | % | 64 | % | 59 | % | 54 | % | ||||
International |
| 40 | % | 36 | % | 41 | % | 46 | % | ||||
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Platform revenue mix |
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Console |
| 80 | % | 83 | % | 80 | % | 85 | % | ||||
PC and other |
| 19 | % | 12 | % | 18 | % | 11 | % | ||||
Handheld |
| 1 | % | 5 | % | 2 | % | 4 | % | ||||
TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
|
| March 31, |
| March 31, |
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| 2013 |
| 2012 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
| $ | 402,502 |
| $ | 420,279 |
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Accounts receivable, net of allowances of $64,081 and $51,002 at March 31, 2013 and 2012, respectively |
| 189,596 |
| 45,035 |
| ||
Inventory |
| 30,218 |
| 22,477 |
| ||
Software development costs and licenses |
| 198,955 |
| 211,224 |
| ||
Prepaid expenses and other |
| 44,881 |
| 44,602 |
| ||
Total current assets |
| 866,152 |
| 743,617 |
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Fixed assets, net |
| 25,362 |
| 18,949 |
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Software development costs and licenses, net of current portion |
| 95,241 |
| 104,755 |
| ||
Goodwill |
| 225,992 |
| 228,169 |
| ||
Other intangibles, net |
| 8,827 |
| 16,266 |
| ||
Other assets |
| 56,265 |
| 37,671 |
| ||
Total assets |
| $ | 1,277,839 |
| $ | 1,149,427 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
| $ | 79,932 |
| $ | 46,681 |
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Accrued expenses and other current liabilities |
| 228,916 |
| 156,768 |
| ||
Deferred revenue |
| 26,919 |
| 13,864 |
| ||
Liabilities of discontinued operations |
| 1,232 |
| 1,412 |
| ||
Total current liabilities |
| 336,999 |
| 218,725 |
| ||
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Long-term debt |
| 335,202 |
| 316,340 |
| ||
Other long-term liabilities |
| 17,087 |
| 16,316 |
| ||
Liabilities of discontinued operations, net of current portion |
| 556 |
| 2,319 |
| ||
Total liabilities |
| 689,844 |
| 553,700 |
| ||
Commitments and contingencies |
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Stockholders’ equity: |
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Preferred stock, $.01 par value, 5,000 shares authorized |
| — |
| — |
| ||
Common stock, $.01 par value, 200,000 and 150,000 shares authorized at March 31, 2013 and 2012, respectively; 93,743 and 90,215 shares issued and outstanding at March 31, 2013 and 2012, respectively |
| 937 |
| 902 |
| ||
Additional paid-in capital |
| 832,460 |
| 799,431 |
| ||
Accumulated deficit |
| (240,830 | ) | (211,339 | ) | ||
Accumulated other comprehensive (loss) income |
| (4,572 | ) | 6,733 |
| ||
Total stockholders’ equity |
| 587,995 |
| 595,727 |
| ||
Total liabilities and stockholders’ equity |
| $ | 1,277,839 |
| $ | 1,149,427 |
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TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
|
| Twelve months ended March 31, |
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|
| 2013 |
| 2012 |
| ||
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Operating activities: |
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Net loss |
| $ | (29,491 | ) | $ | (108,816 | ) |
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Adjustments to reconcile net loss to net cash used in operating activities: |
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Amortization and impairment of software development costs and licenses |
| 230,748 |
| 150,700 |
| ||
Depreciation and amortization |
| 10,634 |
| 12,123 |
| ||
(Income) loss from discontinued operations |
| (1,671 | ) | 1,116 |
| ||
Amortization and impairment of intellectual property |
| 7,000 |
| 983 |
| ||
Stock-based compensation |
| 35,765 |
| 33,494 |
| ||
Gain on sale of intellectual property |
| — |
| (2,200 | ) | ||
Deferred income taxes |
| (841 | ) | 1,878 |
| ||
Amortization of discount on Convertible Notes |
| 18,862 |
| 11,728 |
| ||
Amortization of debt issuance costs |
| 2,021 |
| 1,527 |
| ||
Other, net |
| 778 |
| 1,231 |
| ||
Changes in assets and liabilities, net of effect from purchases of businesses: |
|
|
|
|
| ||
Accounts receivable |
| (144,561 | ) | 39,182 |
| ||
Inventory |
| (7,741 | ) | 2,101 |
| ||
Software development costs and licenses |
| (216,893 | ) | (191,223 | ) | ||
Prepaid expenses, other current and other non-current assets |
| (5,694 | ) | 2,537 |
| ||
Deferred revenue |
| 13,055 |
| 430 |
| ||
Accounts payable, accrued expenses and other liabilities |
| 83,734 |
| (39,748 | ) | ||
Net cash used in discontinued operations |
| (272 | ) | (2,007 | ) | ||
Net cash used in operating activities |
| (4,567 | ) | (84,964 | ) | ||
|
|
|
|
|
| ||
Investing activities: |
|
|
|
|
| ||
Purchase of fixed assets |
| (16,820 | ) | (10,786 | ) | ||
Net cash used in discontinued operations |
| — |
| (1,475 | ) | ||
Cash received from sale of intellectual property |
| — |
| 2,200 |
| ||
Payments in connection with business combinations, net of cash acquired |
| — |
| (4,101 | ) | ||
Net cash used in investing activities |
| (16,820 | ) | (14,162 | ) | ||
|
|
|
|
|
| ||
Financing activities: |
|
|
|
|
| ||
Proceeds from exercise of employee stock options |
| — |
| 239 |
| ||
Proceeds from issuance of Convertible Notes |
| — |
| 250,000 |
| ||
Payment of debt issuance costs |
| — |
| (6,875 | ) | ||
Net cash provided by financing activities |
| — |
| 243,364 |
| ||
|
|
|
|
|
| ||
Effects of foreign exchange rates on cash and cash equivalents |
| 3,610 |
| (4,318 | ) | ||
|
|
|
|
|
| ||
Net (decrease) increase in cash and cash equivalents |
| (17,777 | ) | 139,920 |
| ||
Cash and cash equivalents, beginning of period |
| 420,279 |
| 280,359 |
| ||
Cash and cash equivalents, end of period |
| $ | 402,502 |
| $ | 420,279 |
|
TAKE-TWO INTERACTIVE SOFTWARE, INC. and SUBSIDIARIES
RECONCILIATION OF GAAP TO Non-GAAP MEASURES (Unaudited)
(in thousands, except per share amounts)
|
| Three months ended March 31, |
| Twelve months ended March 31, |
| ||||||||
|
| 2013 |
| 2012 |
| 2013 |
| 2012 |
| ||||
Net Revenues |
|
|
|
|
|
|
|
|
| ||||
GAAP Net Revenues |
| $ | 299,487 |
| $ | 148,084 |
| $ | 1,214,483 |
| $ | 825,823 |
|
Net effect from deferral in net revenues |
| 3,641 |
| — |
| 7,824 |
| — |
| ||||
Non-GAAP Net Revenues |
| $ | 303,128 |
| $ | 148,084 |
| $ | 1,222,307 |
| $ | 825,823 |
|
|
|
|
|
|
|
|
|
|
| ||||
Gross Profit |
|
|
|
|
|
|
|
|
| ||||
GAAP Gross Profit |
| $ | 145,167 |
| $ | 31,618 |
| $ | 498,646 |
| $ | 296,968 |
|
Net effect from deferral in net revenues |
| 3,109 |
| — |
| 6,720 |
| — |
| ||||
Stock-based compensation |
| 2,026 |
| 765 |
| 10,060 |
| 5,144 |
| ||||
Non-GAAP Gross Profit |
| $ | 150,302 |
| $ | 32,383 |
| $ | 515,426 |
| $ | 302,112 |
|
|
|
|
|
|
|
|
|
|
| ||||
Income (Loss) from Operations |
|
|
|
|
|
|
|
|
| ||||
GAAP Income (Loss) from Operations |
| $ | 29,062 |
| $ | (61,142 | ) | $ | 5,239 |
| $ | (84,266 | ) |
Net effect from deferral in net revenues |
| 3,109 |
| — |
| 6,720 |
| — |
| ||||
Stock-based compensation |
| 12,987 |
| 10,031 |
| 35,765 |
| 33,494 |
| ||||
Business reorganization and related |
| 116 |
| — |
| 874 |
| 1,015 |
| ||||
Professional fees and legal matters |
| — |
| — |
| — |
| 196 |
| ||||
Non-GAAP Income from Operations |
| $ | 45,274 |
| $ | (51,111 | ) | $ | 48,598 |
| $ | (49,561 | ) |
|
|
|
|
|
|
|
|
|
| ||||
Net Income (Loss) |
|
|
|
|
|
|
|
|
| ||||
GAAP Net Income (Loss) |
| $ | 22,473 |
| $ | (66,836 | ) | $ | (29,491 | ) | $ | (108,816 | ) |
Net effect from deferral in net revenues |
| 3,109 |
| — |
| 6,720 |
| — |
| ||||
Stock-based compensation |
| 12,987 |
| 10,031 |
| 35,765 |
| 33,494 |
| ||||
Business reorganization and related |
| 116 |
| — |
| 874 |
| 1,015 |
| ||||
Professional fees and legal matters |
| — |
| — |
| — |
| 196 |
| ||||
Non-cash amortization of discount on Convertible Notes |
| 4,891 |
| 4,434 |
| 18,862 |
| 11,728 |
| ||||
Non-cash tax expense |
| 582 |
| 603 |
| 2,020 |
| 1,889 |
| ||||
Discontinued operations |
| (1,303 | ) | 831 |
| (1,671 | ) | 1,116 |
| ||||
Non-GAAP Net Income (Loss) |
| $ | 42,855 |
| $ | (50,937 | ) | $ | 33,079 |
| $ | (59,378 | ) |
|
|
|
|
|
|
|
|
|
| ||||
Diluted Earnings (Loss) Per Share |
|
|
|
|
|
|
|
|
| ||||
GAAP earnings (loss) per share |
| $ | 0.24 |
| $ | (0.79 | ) | $ | (0.34 | ) | $ | (1.31 | ) |
Non-GAAP earnings (loss) per share (1) |
| $ | 0.38 |
| $ | (0.60 | ) | $ | 0.36 |
| $ | (0.71 | ) |
|
|
|
|
|
|
|
|
|
| ||||
Number of diluted shares used in computation |
|
|
|
|
|
|
|
|
| ||||
GAAP |
| 93,698 |
| 84,415 |
| 85,581 |
| 83,356 |
| ||||
Non-GAAP (2) |
| 119,719 |
| 84,415 |
| 92,292 |
| 83,356 |
| ||||
(1) For the three months ended March 31, 2013, Non-GAAP diluted EPS has been calculated using the “if-converted” method as a result of the issuances of the 4.375% Convertible Notes in June 2009 (the “4.375% Convertible Notes”) and the 1.75% Convertible Notes in November 2011 (the “1.75% Convertible Notes” and together with the 4.375% Convertible Notes, the “Convertible Notes”) for which diluted net income has been adjusted by $3,058 related to interest and debt issuance costs, net of tax. The shares used for computing the three months ended March 31, 2013 Non-GAAP diluted EPS include 26,021 shares related to the potential dilution from the Convertible Notes.
The “if-converted” method was not used for the other periods presented as the assumed conversion would have been anti-dilutive.
(2) For the three and twelve months ended March 31, 2013, the diluted shares used in the computation of Non-GAAP EPS include participating shares of 7,521 and 6,711, respectively.