UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): May 5, 2010
LivePerson,
Inc.
(Exact
Name of Registrant as Specified in its Charter)
|
Delaware
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0-30141
|
13-3861628
|
|
(State
or other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer
Identification
No.)
|
|
462
Seventh Avenue, New York, New York
|
10018
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
Registrant's
telephone number, including area code: (212)
609-4200
|
|
_____________________
(Former
name or former address, if changed since last
report)
|
_____________________
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
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Item
2.02.
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Results
of Operations and Financial
Condition.
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A copy of
the press release issued by LivePerson, Inc. (the “Registrant”) on May 5, 2010,
announcing its results of operations and financial condition for the quarter
ended March 31, 2010, is included herewith as Exhibit 99.1 and is incorporated
herein by reference. The information included in this Current Report
on Form 8-K (including Exhibit 99.1 hereto) that is furnished pursuant to this
Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section or Sections 11 and 12(a) (2) of the Securities Act
of 1933, as amended. The information contained herein and in the accompanying
exhibit shall not be incorporated by reference into any filing of the
Registrant, whether made before or after the date hereof, regardless of any
general incorporation language in such filing, unless expressly incorporated by
specific reference into such filing.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits.
The following documents are included as exhibits to this
report:
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99.1
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Press
release issued May 5, 2010.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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LIVEPERSON,
INC.
(Registrant)
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|||
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Date:
May 5, 2010
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By:
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/s/ TIMOTHY E. BIXBY
|
|
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Timothy
E. Bixby
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|||
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President
and Chief Financial Officer
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|||
EXHIBIT
INDEX
|
99.1
|
Press
release issued May 5, 2010.
|
For
Immediate Release
Media
Contacts:
|
Tim
Bixby
LivePerson,
Inc.
(212)
609-4200
bixby@liveperson.com
|
Budd
Zuckerman
Genesis
Select Corp.
(303)
415-0200
budd@genesisselect.com
|
LivePerson
Reports First Quarter Financial Results
|
·
|
Revenue increased 27% from prior year and 2% sequentially |
|
·
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EBITDA
per share of $0.12
|
|
·
|
Adjusted
EPS of $0.07
|
|
·
|
EPS
of $0.04
|
NEW YORK,
NY – May 5, 2010 – LivePerson, Inc. (Nasdaq: LPSN), a leading provider of online
engagement solutions that facilitate real-time assistance and expert advice,
today announced financial results for the first quarter ended March 31,
2010.
Revenue
Revenue
for the first quarter was $25.3 million, a 27% increase from the first quarter
of 2009, and a 2% sequential increase as compared to the fourth quarter of 2009.
Revenue from business operations for the first quarter was $21.8 million, a 26%
increase as compared to the first quarter of 2009 and a 2% increase as compared
to the fourth quarter of 2009. Revenue from consumer operations for
the first quarter was $3.5 million, a 37% increase as compared to the first
quarter of 2009, and a 1% increase as compared to the fourth quarter of
2009.
“Demand
continues to grow for our products and services as evidenced by our first
quarter results,” said LivePerson CEO, Robert LoCascio. “The year is off
to a great start with revenue in line with expectations. As we look ahead
to the future, we are excited to begin introducing several new applications that
will extend the capabilities of our core chat offering. Customers are in the
process of being introduced to these new applications, and have expressed great
enthusiasm for the opportunities these applications present to deliver a more
unique, one-to-one customer experience.”
Customer
Expansion
LivePerson
added 10 new large enterprise clients in the quarter, including:
|
·
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One
of the world’s leading language instruction, translation and
localization service providers
|
|
·
|
A
leading global money management firm with over 70 years of investment
experience
|
|
·
|
One
of the UK’s leading insurance and financial service
providers
|
|
·
|
A
large, independent mobile phone retailer in the
UK
|
|
·
|
The
UK’s largest building society, a provider of personal financial
services
|
The
company also expanded business with
|
·
|
The
leading Internet provider of spoken audio entertainment, information, and
educational programming
|
|
·
|
T-Mobile
UK
|
|
·
|
A
leading worldwide provider of IT services and
solutions
|
|
·
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A
leading U.S. bank holding company and financial services
firm
|
|
·
|
The
UK's leading provider of mobile phones and broadband
services
|
Net
Income
Net
income for the first quarter of 2010 was $2.1 million or $0.04 per share as
compared to $1.3 million or $0.03 per share in the first quarter of 2009, and
net income of $3.1 million or $0.06 per share in the fourth quarter of
2009.
Adjusted
Net Income and EBITDA
LivePerson
considers adjusted net income and earnings before other income/(expense), taxes,
depreciation, amortization and stock-based compensation (EBITDA) to be important
financial indicators of the company's operational strength and the performance
of its business. These results should be considered in addition to results
prepared in accordance with generally accepted accounting principles (GAAP), but
should not be considered as a substitute for, or superior to, GAAP
results.
A
reconciliation of the differences between EBITDA and adjusted net income, and
the most comparable financial measure calculated and presented in accordance
with GAAP, is presented under the heading “Reconciliation of Non-GAAP Financial
Information to GAAP” immediately following the Condensed Consolidated Statements
of Income included below.
The
difference between EBITDA per share, a non-GAAP measure, and GAAP EPS, is
interest, taxes, depreciation, amortization, stock-based compensation and other
non-cash charges, if any. The difference between adjusted net income
per share and GAAP EPS is amortization of intangible assets and stock-based
compensation.
Adjusted
net income for the first quarter of 2010 was $3.6 million or $0.07 per share, as
compared to $3.0 million or $0.06 per share in the first quarter of 2009, and
$4.7 million or $0.09 per share in the fourth quarter of 2009.
EBITDA
for the first quarter of 2010 was $6.0 million or $0.12 per share, as compared
to $5.2 million or $0.11 per share in the first quarter of 2009, and $7.1
million or $0.14 per share in the fourth quarter of 2009.
Fully
diluted share count increased to 52.2 million at March 31 as compared to 51.1
million at December 31, 2009.
Cash
The
company’s cash balance increased by $5.2 million to $50.8 million at March 31,
2010 as compared to $45.6 million as of December 31, 2009.
Financial
Expectations
Following
is the company’s current expectation for financial and operating
performance:
Second Quarter
2010
|
·
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Revenue
of $26.1 - $26.5 million
|
|
·
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EBITDA
of $0.10 - $0.11 per share
|
|
·
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Adjusted
net income per share of $0.06 -
$0.07
|
|
·
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GAAP
EPS of $0.02 - $0.03
|
|
·
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Fully
diluted share count of approximately 52.5
million
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Full Year
2010
|
·
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Revenue
of $107 - $109 million
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|
·
|
EBITDA
of $0.50 - $0.52 per share
|
|
·
|
Adjusted
net income per share of $0.30 -
$0.32
|
|
·
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GAAP
EPS of $0.16 - $0.18
|
|
·
|
Fully
diluted share count of approximately 53
million
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Other
Full Year 2010 Assumptions
|
·
|
Amortization
of intangibles of approximately $1.5
million
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|
·
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Stock-compensation
expense of approximately $6 million
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|
·
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Depreciation
of approximately $6 million
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|
·
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Effective
tax rate of 40%
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|
·
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Cash
tax rate of 35%, or approximately $5 million for
2010
|
|
·
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Capital
expenditures of approximately $6 - $7
million
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Stock-Based
Compensation
Included
in the accompanying financial results are expenses related to stock-based
compensation, as follows (in thousands):
|
Q1 2010
|
||||
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Cost
of revenue
|
$ | 214 | ||
|
Product
development
|
335 | |||
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Sales
and marketing
|
280 | |||
|
General
and administrative
|
258 | |||
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Total
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$ | 1,087 |
Amortization
of Intangible Assets
Included
in the accompanying financial results are expenses related to the amortization
of intangible assets, as follows (in thousands):
|
Q1 2010
|
||||
|
Cost
of revenue
|
$ | 306 | ||
|
General
and administrative
|
83 | |||
|
Total
|
$ | 389 |
Earnings
Teleconference and Video Discussion Information
The
company will discuss its first quarter 2010 financial results during a
teleconference today, May 5, 2010, at 5:00 p.m. ET. To participate, please
call 877-507-3684 before 5:00 p.m. ET. International callers, please dial
706-634-9559. Please reference the conference ID “70284200.”
If you
are unable to participate, the teleconference will be available for replay at
6:00 p.m. ET on May 5, 2010 until August 5, 2010. To access the replay, please
call 800-642-1687 (U.S. and Canada) or 706-645-9291 (international). Please
reference the conference ID “70284200.”
The
company will post a video discussion of its first quarter 2010 results shortly
on YouTube. To view, click on the following link: http://www.youtube.com/user/myliveperson.
Follow
@LivePersonInc on Twitter for Q1 highlights during the earnings
call.
|
LivePerson,
Inc.
|
|
Condensed
Consolidated Statements of Income
|
|
(In
Thousands, Except Share and Per Share Data)
|
|
Unaudited
|
|
Three
Months Ended
|
||||||||
|
March 31,
|
||||||||
|
2010
|
2009
|
|||||||
| Revenue | $ | 25,308 | $ | 19,919 | ||||
|
Operating
expenses:
|
||||||||
|
Cost
of revenue
|
6,632 | 4,285 | ||||||
|
Product
development
|
3,606 | 2,701 | ||||||
|
Sales
and marketing
|
7,690 | 6,504 | ||||||
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General
and administrative
|
3,792 | 3,521 | ||||||
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Amortization
of intangibles
|
83 | 272 | ||||||
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Total
operating expenses
|
21,803 | 17,283 | ||||||
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Income
from operations
|
3,505 | 2,636 | ||||||
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Other
expense, net
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(26 | ) | (85 | ) | ||||
|
Income
before provision for income taxes
|
3,479 | 2,551 | ||||||
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Provision
for income taxes
|
1,343 | 1,280 | ||||||
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Net
income
|
$ | 2,136 | $ | 1,271 | ||||
|
Basic
net income per common share
|
$ | 0.04 | $ | 0.03 | ||||
|
Diluted
net income per common share
|
$ | 0.04 | $ | 0.03 | ||||
|
Weighted
average shares outstanding used in basic net
|
||||||||
|
income
per common share calculation
|
49,838,491 | 47,468,781 | ||||||
|
Weighted
average shares outstanding used in diluted net
|
||||||||
|
income
per common share calculation
|
52,193,862 | 48,031,054 | ||||||
|
LivePerson,
Inc.
|
|
Reconciliation
of Non-GAAP Financial Information to GAAP
|
|
(In
Thousands, Except Share and Per Share Data)
|
|
Unaudited
|
Unaudited Supplemental
Data
|
The
following information is not a financial measure under generally accepted
accounting principles (GAAP). In addition, it should not be construed as
an alternative to any other measures of performance determined in
accordance with GAAP, or as an indicator of our operating performance,
liquidity or cash flows generated by operating, investing and financing
activities as there may be significant factors or trends that it fails to
address. We present this financial information because we believe that it
is helpful to some investors as one measure of our operations. We caution
investors that non-GAAP financial information, by its nature, departs from
traditional accounting conventions; accordingly, its use can make it
difficult to compare our results with our results from other reporting
periods and with the results of other
companies.
|
|
Three
Months Ended
|
||||||||
|
March
31,
|
||||||||
|
2010
|
2009
|
|||||||
|
Net
income in accordance with generally
|
||||||||
|
accepted
accounting principles
|
$ | 2,136 | $ | 1,271 | ||||
|
Add/(less):
|
||||||||
|
(a)
Amortization
of intangibles
|
389 | 579 | ||||||
|
(b)
Stock-based
compensation
|
1,087 | 1,161 | ||||||
|
(c)
Depreciation
|
1,053 | 801 | ||||||
|
(d)
Provision
for income taxes
|
1,343 | 1,280 | ||||||
|
(e)
Other
expense, net
|
26 | 85 | ||||||
|
EBITDA
(1)
|
$ | 6,034 | $ | 5,177 | ||||
|
Diluted
EBITDA per common share
|
$ | 0.12 | $ | 0.11 | ||||
|
Weighted
average shares used in diluted EBITDA
|
||||||||
|
per
common share
|
52,193,862 | 48,031,054 | ||||||
|
Net
income in accordance with generally
|
||||||||
|
accepted
accounting principles
|
$ | 2,136 | $ | 1,271 | ||||
|
Add:
|
||||||||
|
(a)
Amortization
of intangibles
|
389 | 579 | ||||||
|
(b)
Stock-based
compensation
|
1,087 | 1,161 | ||||||
|
Adjusted
net income
|
$ | 3,612 | $ | 3,011 | ||||
|
Diluted
adjusted net income per common share
|
$ | 0.07 | $ | 0.06 | ||||
|
Weighted
average shares used in diluted adjusted net income
|
||||||||
|
per
common share
|
52,193,862 | 48,031,054 | ||||||
|
EBITDA
|
$ | 6,034 | $ | 5,177 | ||||
|
Add/(less):
|
||||||||
|
(a)
Changes
in operating assets and liabilities
|
(5,064 | ) | (1,303 | ) | ||||
|
(b)
Provision
for income taxes
|
(1,343 | ) | (1,280 | ) | ||||
|
(c)
Deferred
income taxes
|
(6 | ) | 324 | |||||
|
(d)
Other
expense, net
|
(26 | ) | (85 | ) | ||||
|
Net
cash (used in) provided by operating activities
|
$ | (405 | ) | $ | 2,833 | |||
(1) Earnings/(loss)
before other income/(expense), taxes, depreciation, amortization, stock-based
compensation and other non-cash charges.
|
LivePerson,
Inc.
|
|
Condensed
Consolidated Balance Sheets
|
|
(In
Thousands)
|
|
Unaudited
|
|
March 31, 2010
|
December 31, 2009
|
|||||||
|
Current
assets:
|
||||||||
|
Cash
and cash equivalents
|
$ | 50,835 | $ | 45,572 | ||||
|
Accounts
receivable, net
|
12,615 | 10,265 | ||||||
|
Prepaid
expenses and other current assets
|
3,189 | 3,661 | ||||||
|
Deferred
tax assets, net
|
1,252 | 1,460 | ||||||
|
Total
current assets
|
67,891 | 60,958 | ||||||
|
Property
and equipment, net
|
10,132 | 9,551 | ||||||
|
Intangibles,
net
|
2,432 | 2,821 | ||||||
|
Goodwill
|
23,920 | 23,920 | ||||||
|
Deferred
tax assets, net
|
4,992 | 4,777 | ||||||
|
Deferred
implementation costs
|
135 | 136 | ||||||
|
Security
deposits
|
491 | 326 | ||||||
|
Other
assets
|
1,948 | 1,792 | ||||||
|
Total
assets
|
$ | 111,941 | $ | 104,281 | ||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
|
Current
liabilities:
|
||||||||
|
Accounts
payable
|
$ | 5,688 | $ | 5,375 | ||||
|
Accrued
expenses
|
7,914 | 10,895 | ||||||
|
Deferred
revenue
|
5,360 | 4,692 | ||||||
|
Total
current liabilities
|
18,962 | 20,962 | ||||||
|
Deferred
revenue, net of current
|
533 | 506 | ||||||
|
Other
liabilities
|
1,833 | 1,676 | ||||||
|
Total
liabilities
|
21,328 | 23,144 | ||||||
|
Commitments
and contingencies
|
||||||||
|
Total
stockholders' equity
|
90,613 | 81,137 | ||||||
|
Total
liabilities and stockholders' equity
|
$ | 111,941 | $ | 104,281 | ||||
About
LivePerson
LivePerson
is a leading provider of online engagement solutions that facilitate real-time
assistance and expert advice. Connecting businesses and experts with consumers
seeking help on the Web, LivePerson's hosted software platform creates more
relevant, compelling and personalized online experiences. Every month,
LivePerson's intelligent platform helps millions of people succeed online; more
than 8,000 companies, including EarthLink, Hewlett-Packard, Microsoft and
Verizon, rely on LivePerson to maximize the impact of the online channel.
LivePerson is headquartered in New York City.
Non-GAAP
Financial Disclosure
Investors
are cautioned that the EBITDA, or earnings/(loss) before other income/(expense),
taxes, depreciation, amortization and stock-based compensation, and adjusted net
income, or net income excluding amortization of intangible assets and
stock-based compensation, information contained in this press release are not
financial measures under generally accepted accounting principles. In addition,
they should not be construed as alternatives to any other measures of
performance determined in accordance with generally accepted accounting
principles, or as indicators of our operating performance, liquidity or cash
flows generated by operating, investing and financing activities, as there may
be significant factors or trends that they fail to address. We present this
financial information because we believe that it is helpful to some investors as
a measure of our performance. We caution investors that non-GAAP financial
information, by its nature, departs from traditional accounting conventions;
accordingly, its use can make it difficult to compare our current results with
our results from other reporting periods and with the results of other
companies.
Safe
Harbor Provision
Statements
in this press release regarding LivePerson that are not historical facts are
forward-looking statements and are subject to risks and uncertainties that could
cause actual future events or results to differ materially from such statements.
Any such forward-looking statements are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. It is
routine for our internal projections and expectations to change as the quarter
and year progresses, and therefore it should be clearly understood that the
internal projections and beliefs upon which we base our expectations may change.
Although these expectations may change, we are under no obligation to inform you
if they do. Actual events or results may differ materially from those
contained in the projections or forward-looking statements. Some of the factors
that could cause actual results to differ materially from the forward-looking
statements contained herein include, without limitation: potential fluctuations
in our quarterly and annual results; the adverse effect that the global
recession may have on our business; competition in the real-time sales,
marketing, customer service and online engagement solutions market; risks
related to the operational integration of acquisitions; risks related to new
regulatory or other legal requirements that could materially impact our
business; risks related to our international operations, particularly our
operations in Israel, and the civil and political unrest in that region;
impairments to goodwill that result in significant charges to earnings;
volatility of the value of certain currencies in relation to the US dollar,
particularly the New Israeli Shekel, U.K. pound and Euro; continued
use by our clients of the LivePerson services and their purchase of additional
services; responding to rapid technological change and changing client
preferences; technology systems beyond our control and technology-related
defects that could disrupt the LivePerson services; privacy concerns relating to
the Internet that could result in new legislation or negative public perception;
risks related to the regulation or possible misappropriation of personal
information; legal liability and/or negative publicity for the services provided
to consumers via our technology platforms; and risks related to protecting our
intellectual property rights or potential infringement of the intellectual
property rights of third parties. This list is intended to identify only certain
of the principal factors that could cause actual results to differ from those
discussed in the forward-looking statements. Readers are referred to the reports
and documents filed from time to time by us with the Securities and Exchange
Commission for a discussion of these and other important risk factors that could
cause actual results to differ from those discussed in forward-looking
statements.