LLC Reports Q2 2013 Financial Results

— Subscriber Growth of 5% Year-Over-Year — — Q2 Non-GAAP Revenues $138 million, Up 16% Year-Over-Year — — Adjusted EBITDA Growth of 26% Year-Over-Year —
PROVO, Utah, July 30, 2013 (GLOBE NEWSWIRE) -- LLC, the world's largest online family history resource, reported financial results today for the second quarter ended June 30, 2013.
" performed solidly in the second quarter, and through the first half of 2013 we have seen steady subscriber increases and strong growth in non-GAAP revenue and adjusted EBITDA," said Tim Sullivan, Chief Executive Officer of "These first half results have enabled us to de-lever our balance sheet more quickly than we had anticipated, while maintaining our commitment to healthy levels of investment. We remain focused on delivering unique content and user experiences through new features and advancements in our sharing, mobile and DNA capabilities."
Second Quarter 2013 Financial Highlights
  • Total revenue for the second quarter of 2013 was $131.9 million.
  • Non-GAAP revenue1 for the second quarter of 2013 totaled $137.7 million, an increase of 15.6% over $119.1 million in the second quarter of 2012, driven by growth in our core branded websites revenues, revenues and AncestryDNA revenues.
  • Adjusted EBITDA2 for the second quarter of 2013 was $54.2 million, compared to $42.9 million in the second quarter of 2012. The adjusted EBITDA margin of non-GAAP revenues for the second quarter of 2013 was 39.4%, compared to 36.0% in the second quarter of 2012.
  • Net income (loss) for the second quarter 2013 was a loss of $(21.3) million, compared to net income of $20.0 million in the second quarter of 2012. The loss was primarily due to the non-cash amortization of acquired intangible assets of $46.3 million, due to the December 2012 transaction.
  • Free cash flow3 totaled $12.1 million for the second quarter of 2013 compared to $16.3 million for the second quarter of 2012.
  • Cash and cash equivalents totaled $32.6 million as of June 30, 2013.
  • Obligations under long-term debt totaled $930.8 million as of June 30, 2013.
Recent Business Highlights
  • Total subscribers across all websites, including,, and, were approximately 2,715,000 as of June 30, 2013.
  • Subscribers of branded websites totaled approximately 2,112,000 as of June 30, 2013, a 5.3% increase over the end of the second quarter of 2012 and up slightly from the end of the first quarter of 2013.
  • Launch of StoryView product experience that enables users to create a highly sharable narrative around a person in their family tree.
  • Launch of the Shoebox by mobile app that empowers members to easily scan and upload photos and documents to the site using their mobile phones.
  • The Company added more than 100 million records during the quarter. New collections added in Q2 included:
  • National Archives and Records Administration records spanning 1812 Pensions to the Mexican Civil War — 450,000 records
  • Surrey, England Parish records, 1538-1987 — 2.6 million records
  • Puerto Rico Social and Population Schedule records, 1935-1936 — 1.7 million records
  • Canadian Pre-Confederation Military collections — 1.9 million records
1 Non-GAAP revenues are defined as the revenues that would have been recognized, except for the write-down of deferred revenue to fair value as a result of the application of purchase accounting for the merger transaction.   
Adjusted EBITDA is defined as net income (loss) plus non-cash adjustments to revenue from purchase accounting, interest expense, net; other (income) expense, net; income tax expense (benefit); non-cash charges including depreciation, amortization, impairment of intangible assets and stock-based compensation expense.
Free cash flow subtracts from adjusted EBITDA capitalization of content databases, purchases of property and equipment and cash received (paid) for income taxes and interest.
Conference Call & Webcast will host a conference call today at 3:00 p.m. MT (5:00 p.m. ET). Participants can access the conference call by dialing (719) 325-2362 approximately ten minutes prior to the start time.
Use of Non-GAAP Measures
The Company believes that non-GAAP revenues, adjusted EBITDA and free cash flow are useful measures of operating performance because they exclude items that the Company does not consider indicative of its core performance. Non-GAAP revenue is calculated by adding the effects of non-cash adjustments to revenue from purchase accounting for the merger transaction. In the case of adjusted EBITDA, net income (loss) is adjusted for such expenses as non-cash adjustments to revenue from purchase accounting, interest expense, net; other (income) expense, net; income tax expense (benefit); and non-cash charges including depreciation, amortization and stock-based compensation expense. Free cash flow subtracts from adjusted EBITDA the capitalization of content databases, purchases of property and equipment and cash received (paid) for income taxes and interest. However, these non-GAAP measures should be considered in addition to, not as a substitute for or superior to, revenue, net income (loss) and net cash provided by operating activities, or other financial measures prepared in accordance with GAAP. A reconciliation to the GAAP equivalents of these non-GAAP measures is contained in tabular form on the attached unaudited summary financial statements.
The Company uses non-GAAP revenues, adjusted EBITDA and free cash flow as measures of operating performance; for planning purposes, including the preparation of the annual operating budget; to allocate resources to enhance the financial performance of its business; to evaluate the effectiveness of its business strategies; to provide consistency and comparability with past financial performance; to facilitate a comparison of its results with those of other companies; and in communications with its operating committee concerning its financial performance. The Company also uses non-GAAP revenues and adjusted EBITDA as factors when determining the incentive compensation pool.
About is the world's largest online family history resource with approximately 2.7 million paying subscribers across all its websites. More than 11 billion records have been added to the sites and users have created more than 50 million family trees containing more than 5 billion profiles. In addition to its flagship site, the company operates several Ancestry international websites along with a suite of online family history brands, including, and, all designed to empower people to discover, preserve and share their family history.
Forward-Looking Statements
This press release contains forward-looking statements. These statements relate to future events or to future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause the Company's actual results, levels of activity, performance, or achievements to be materially different from those anticipated in these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as "appears," "may," "designed," "expect," "intend," "focus," "seek," "anticipate," "believe," "estimate," "predict," "potential," "should," "continue" or "work" or the negative of these terms or other comparable terminology. These statements include statements describing the Company's subscriber base, its reach, its activities to enhance subscribers' experience and deliver product innovations and enhancements, improved features and tools, its activities to develop and promote its products (including DNA services), its business outlook, its leadership position and its opportunities and prospects for growth, including growth in revenues, adjusted EBITDA and number of subscribers. These forward-looking statements are based on information available to the Company as of the date of this press release. Forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. Such risks and uncertainties include a variety of factors, some of which are beyond the Company's control. In particular, such risks and uncertainties include the Company's continued ability to attract and retain subscribers; its continued ability to acquire content and make it available online; its ability to add tools and features and provide value to satisfy customer demand; difficulties encountered in integrating acquired businesses and retaining customers; the timing and amount of investments in the Company's DNA service; market conditions; the Company's substantial debt obligations as a result of the acquisition of the Company by a company controlled by the Permira funds and co-investors; the availability of cash and credit; the adverse impact of competitive product announcements; failure to achieve anticipated revenues and operating performance; changes in overall economic conditions; the loss of key employees; competitors' actions; pricing and gross margin pressures; inability to control costs and expenses; and significant litigation. Information concerning additional factors that could cause events or results to differ materially from those projected in the forward-looking statements is contained under the caption "Risk Factors" in our Registration Statement on Form S-4 and in discussions in other of our Securities and Exchange Commission filings.
These forward-looking statements should not be relied upon as representing our views as of any subsequent date and we assume no obligation to publicly update or revise these forward-looking statements for any reason, whether as a result of new information, future events, or otherwise.
(in thousands)
  June 30, 2013 December 31, 2012
Current assets:  
Cash and cash equivalents $32,645 $35,651
Restricted cash 60,170 83,863
Accounts receivable, net of allowances of $539 and $661 at June 30, 2013 and December 31, 2012, respectively 10,800 11,089
Income tax receivable 28,817 41,799
Deferred income taxes 7,067 -- 
Prepaid expenses and other current assets 8,977 9,816
Total current assets 148,476 182,218
Property and equipment, net 33,175 27,813
Content database costs, net 266,587 270,984
Intangible assets, net 507,946 600,628
Goodwill 944,267 945,619
Other assets 42,760 50,192
Total assets $1,943,211 $2,077,454
Current liabilities:  
Accounts payable $13,157 $11,432
Accrued expenses 34,388 62,120
Acquisition-related liabilities 60,170 83,863
Deferred revenues 139,416 116,953
Current deferred income taxes --  2,021
Current portion of long-term debt 34,105 6,432
Total current liabilities 281,236 282,821
Long-term debt, net 875,860 936,797
Deferred income taxes 207,720 235,167
Other long-term liabilities 6,005 13,323
Total liabilities 1,370,821 1,468,108
Commitments and contingencies  
Member's interests 687,772 682,021
Accumulated deficit (115,382) (72,675)
Total member's interests 572,390 609,346
Total liabilities and member's interests $1,943,211 $2,077,454
 (in thousands) 
  Successor  Predecessor  Successor  Predecessor 
 Three Months EndedSix Months Ended
  June 30, 2013  June 30, 2012  June 30, 2013  June 30, 2012 
Subscription revenues$122,708$113,037$236,482$215,633
Product and other revenues9,2406,04118,98811,981
Total revenues131,948119,078255,470227,614
Costs of revenues:    
Cost of subscription revenues21,66116,40343,40432,697
Cost of product and other revenues5,9373,58411,6686,369
Total cost of revenues27,59819,98755,07239,066
Gross profit104,35099,091200,398188,548
Operating expenses:    
Technology and development21,41818,77841,93535,405
Marketing and advertising34,36434,94471,32274,493
General and administrative13,45612,73325,27523,375
Amortization of acquired intangible assets46,2963,22492,6825,785
Total operating expenses115,53469,679231,214139,058
Income (loss) from operations(11,184)29,412(30,816)49,490
Interest expense, net(29,492)(128)(51,500)(294)
Other income (expense), net(161)74(712)279
Income (loss) before income taxes(40,837)29,358(83,028)49,475
Income tax benefit (expense)19,557(9,381)40,321(15,951)
Net income (loss)$(21,280)$19,977$(42,707)$33,524
Comprehensive income (loss) $(21,280)$19,578$(42,707)$33,391
  Successor  Predecessor  Successor  Predecessor 
 Three Months EndedSix Months Ended
 June 30,June 30, June 30, June 30, 
Reconciliation of adjusted EBITDA and free cash flow to net income (loss) (in thousands):    
Net income (loss)$(21,280)$19,977$(42,707)$33,524
Non-cash revenue adjustment5,750 -- 17,249 -- 
Interest expense, net29,49212851,500294
Other income (expense), net161(74)712(279)
Income tax expense (benefit)(19,557)9,381(40,321)15,951
Stock-based compensation expense2,7404,0563,1867,003
Adjusted EBITDA$54,223$42,885$103,202$74,568
Capitalization of content database costs(3,919)(7,538)(8,672)(12,678)
Purchase of property and equipment(9,667)(5,024)(13,190)(10,117)
Cash paid for interest(25,524)(83)(37,305)(200)
Cash received (paid) for income taxes(3,037)(13,904)18,731(20,524)
Free cash flow$12,076$16,336$62,766$31,049
  Successor  Predecessor  Successor  Predecessor 
  Three Months Ended  Six Months Ended 
 June 30, June 30, June 30, June 30, 
Reconciliation of non-GAAP revenues to total revenues (in thousands): (Unaudited) 
Total revenues$131,948$119,078$255,470$227,614
Non-cash revenue adjustment (1)5,750 -- 17,249 -- 
Non-GAAP revenues$137,698$119,078$272,719$227,614
(1) Represents non-cash adjustments to revenue or the revenues that would have been recognized, except for the write-down of deferred revenue to fair value as a result of the application of purchase accounting for the merger transaction.
 Total Subscribers and Net Subscriber Additions 
(in thousands)
 Three Months Ended
 June 30,March 31, June 30,
Total subscribers2,1122,0962,005
Net subscriber additions1680136