UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 of 15(d)

of the Securities Exchange Act of 1934

September 9, 2014

Date of Report (Date of earliest event reported)

 

 

LOCAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34197   33-0849123

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

7555 Irvine Center Drive

Irvine, California 92618

(Address of principal executive offices)

(949) 784-0800

(Registrant’s telephone number, including area code)

N/A

(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 issuer under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 7.01 Regulation FD Disclosure.

On September 9, 2014, Local Corporation (the “Registrant”) updated its corporate presentation and posted it on the Registrant’s website available at ir.local.com. A copy of the presentation is attached as Exhibit 99.1.

The information in this Current Report on Form 8-K and accompanying exhibit is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The presentation materials contain a reference to non-GAAP financial information and include a reconciliation of those non-GAAP financial measures to the comparable GAAP financial measures.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit 99.1    Local Corporation Corporate Overview dated 3Q2014.


SIGNATURES

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.

 

   

LOCAL CORPORATION

Date: September 9, 2014     By:  

/s/ Kenneth S. Cragun

      Kenneth S. Cragun
      Chief Financial Officer and Secretary


Exhibit Index

 

Exhibit

Number

  

Description

Exhibit 99.1    Local Corporation Corporate Overview dated 3Q2014.


Exhibit 99.1


2
Certain matters being discussed by Local Corporation’s management today include
forward looking statements which are made pursuant to the Safe Harbor provisions of
section 21-E of the Securities Exchange Act of 1934. Investors are cautioned that
statements which are not strictly historical statements, including statements
concerning future expected financial performance, management objectives and plans
for future operations, our relationships with strategic or other partners, the release of
new products or services or enhancements to existing products or services, our
expectations regarding potential acquisitions and the future performance of past
acquisitions including our ability to realize expected synergies, trends in the market for
our current or planned products or services, and market acceptance of our products or
services, constitute forward looking statements.
The forward looking statements include, but are not limited to, any statements
containing the words “expect”, “anticipate”, “estimates”, “believes”, “should”,  “could”,
“may”, “possibly”, and similar expressions and the negatives thereof. These forward
looking statements involve a number of risks and uncertainties that could cause actual
results to differ materially from the forward looking statements. Those risks and
uncertainties are detailed in the company’s filings from time to time with the Securities
and Exchange Commission. The information contained in the forward looking
statements is provided as of the date of such oral statements and the company
disclaims any obligation to update such statements.
Adjusted EBITDA is defined as net income (loss) excluding: provision for income taxes;
interest and other income (expense), net; depreciation; amortization; stock-based
compensation charges; gain or loss on derivatives’ revaluation; net income (loss) from
discontinued operations; LEC receivables reserve; finance-related charges; accrued
lease liability/asset; severance charges; and an expense related to a settlement
accrual.
Adjusted EBITDA, as defined above, is not a measurement under GAAP. Adjusted
EBITDA is reconciled to net loss and loss per share, which we believe are the most
comparable GAAP measures, at the end of this presentation. Management believes
that Adjusted EBITDA provides useful information to investors about the company’s
performance because it eliminates the effects of period-to-period changes in income
from interest on the company’s cash and marketable securities, expense from the
company’s financing transactions and the costs associated with income tax expense,
capital investments, stock-based compensation expense, warrant revaluation charges,
and non-recurring charges which are not directly attributable to the underlying
performance of the company’s business operations. Management uses Adjusted
EBITDA in evaluating the overall performance of the company’s business operations.
A limitation of non-GAAP Adjusted EBITDA is that it excludes items that often have a
material effect on the company’s net income and earnings per common share
calculated in accordance with GAAP. Therefore, management compensates for this
limitation by using Adjusted EBITDA in conjunction with GAAP net loss and loss per
share measures. The company believes that Adjusted EBITDA provides investors with
an additional tool for evaluating the company’s core performance, which management
uses in its own evaluation of overall performance, and as a base-line for assessing the
future earnings potential of the company. While the GAAP results are more complete,
the company prefers to allow investors to have this supplemental metric since, with
reconciliation to GAAP (as noted above), it may provide greater insight into the
company’s financial results. The non-GAAP measures should be viewed as a
supplement to, and not as a substitute for, or superior to, GAAP net income or
earnings per share.
Corporate Overview – Q3 2014


3
Corporate Overview – Q3 2014


4
Current financial momentum
To
aggregate
and curate
the most relevant and rich personalized
local
content
for
consumers
and
present
it
wherever
and
however
the consumer searches for information while providing significant
reach and value
to our advertisers and partners.
Our strategy
Corporate Overview – Q3 2014


Corporate Overview – Q3 2014
5
$71.4 Billion
total
U.S. local search
and display spend
by 2017
80%
of consumer
purchases occur
within a 3-mile radius
of a consumer’s home
Consumers spend
$10.7 Trillion
annually on goods
and services
$176.3 Billion
total U.S. online
ad spend in 2017
Borrell Associates, February 2014
Businessweek/U.S. Commerce Department 2011        
Forrester 2013
$57.3 Billion
local
mobile display
spend by 2017
92%
of consumers
research online
before purchasing
25%
of searches
are local and
commercial
Many searches start
on major search
engines, leading to…
…Local and
thousands of our
network sites
3
3
3
1
2
3
2
1


6
* Future channels
Corporate Overview – Q3 2014
*


Significant leverage within business model for growth
7
Owned & Operated (Traffic)
Local.com®
flagship site and app offer consumers
relevant, local content search experience.
24 million unique visitors
Distribution Network (Reach)
A diverse group of mobile, app and desktop publishers,
allowing us to monetize more consumers interactions.
3 billion impressions monthly
Figures based represents Q2 data
Corporate Overview – Q3 2014


O&O:
Content and traffic
acquisition improvements
delivering growth
Network:
Focus on quality
and advertiser’s conversion
are expected to yield long-
term growth
8
Complimentary
local search
businesses
Market
opportunity is
growing
Innovation yields
competitive
advantages
Financial
position
Mobile is the fastest
growing segment
of
search & mobile local ad
revenues are projected to
grow >3X in 5 yr. to
$15.7B in 2018*
nQuery™
hosted local
search opens up new
enterprise channels and
markets
Krillion®
continued leverage
from technology across
business
IP
Licensing and  strategic
opportunities
$6.7M
cash balance at
6/30/14
$8.9M
line of credit balance at
6/30/14
Positioned to address $5M
in convertible notes,
maturing on 4/15
*BIA/Kelsey 2014
Corporate Overview – Q3 2014


Multiple growth drivers
9
*Estimate
Note: See reconciliation of Adjusted EBITDA to GAAP net income at presentation end
Stabilize
Execute
GROW
Driving organic traffic
100 GM bpt.s ~ $1M EBITDA at
current rev.
Increasing new and existing partners
without significant cost
Leveraging existing technology
platform, core development team and
corporate infrastructure
Expanding EBITDA margin
Scaling business
Improving gross margin
Corporate Overview – Q3 2014
$100+M revenue, most of incremental
GM drops to the bottom line


10
% of Total Revenue by Business Unit
15%
85%
20%
80%
37%
63%
39%
61%
51%
49%
Quarterly Revenues by Business Unit
$4.1
$22.6
$5.0
$19.4
$7.6
$12.9
$8.3
$13.2
$11.6
$11.1
$14.5
$8.9
62%
38%
60%
40%
$16.1
$10.7
$26.7
$24.4
$20.6
$21.5
$22.7
$23.5
$26.8
$14.8
$11.4
$26.2
56%
44%
$22.5
$9.9
$12.6
44%
56%
Corporate Overview – Q3 2014


11
DEEP ROOTS IN LOCAL SEARCH
LEVERAGE INNOVATIVE
TECHNOLOGY
PIVOT TO ENTERPRISE
Richer consumer experience, expanding channels &
innovative technology to fuel growth
Corporate Overview – Q3 2014
Focus on local search
First search site live in 2004
Deliver a relevant,
personalized consumer
experience across screens
Build our publisher network
with quality partners and traffic
Drive revenue growth through
new channel partners and
markets
Derive value from our
intellectual property portfolio
Shift in focus from SMB
to Enterprise
Focus on shopping and mobile
experiences


12
Expanding into new channels and devices in markets around the globe.
Mobile carriers & operators
ISPs
Consumer Devices
& Appliances
Digital
Signage
Total Number of Devices with a
Wireless Connection
Reaches 40.9B by 2020*
*eMarketer/ABI Research 2014
Corporate Overview – Q3 2014
Go to market steps


13
Right product offer, right place and right time
Brands
Interactive Ad
Agencies
Media
Conglomerates
Go to market steps
*Borrell Associates 2014
Total US Display Advertising
Spend in Billions
Reaches 109B by 2017*
Corporate Overview – Q3 2014


14
Local Labs serves as a
digital technology lab
and start-up incubator
focused on innovating
the digital ecosystem
that converges around
the digital consumer’s
path from discovery to
decision.
* No. of employees based on estimates
Corporate Overview – Q3 2014
*
*


15
The patent descriptions herein do not constitute the legal opinion or advice of the patent owner or
their counsel. The reader is encouraged to seek the advice of their own counsel regarding the
scope
of any domestic or foreign patents.
Reviewing options to
maximize value
Pay-Per-Call patent portfolio
Transferring patents into
dedicated IP holding subsidiary
Structure provides most flexible solution
to leverage value
Corporate Overview – Q3 2014



17
Fred Thiel
Chairman of the Board & Chief Executive Officer
John M. Payne
Director
John E. Rehfeld
Director
David M. Hughes
Director
Norman K. Farra, Jr.
Lead Director
Director since January 2013, chairman since January
2014, CEO since May 2014
25+ years leading technology, data communications,
Internet, Big Data, digital media and software companies
Formerly CEO at GameSpy Industries and Lantronix
(LTRX) and executive at Triton Pacific Capital Partners,
TechStarter Ventures and Graham Partners
Director since August 2005
20+ years of strategic leadership experience and investment
banking
Aegis Capital, Corp., R.F. Lafferty & Co. Inc., Cresta Capital
Strategies, LLC, GunnAllen Financial Inc.    
Director since June 2014
15+ years of executive leadership experience with specialties in
global digital marketing, SEO and SEM
CEO of The Search Agency, a global digital marketing company
United Online, Inc., Boston Consulting Group, Mercer
Management Consulting
Serving on boards of Spark Networks (NYSE: LOV), YPOLA &
The Huron University College Foundation USA
Director since June 2014
30+ years of experience leading public and private companies
specializing
in
early
stage
software
and
technology
companies
as
well
as
significant IP licensing strategies
CEO of SimpleAir, Inc., an inventor-owned technology licensing company
with mobile interests and intellectual property assets
Stamps.com (NASDAQ: STMP), Day Software (SWX: DAYN), CEO of
10+ digital technology and enterprise security companies
Serving as MD Outset Ventures and as an advisory board member for
Digital Offering LLC.
Director since August 2005 and lead independent director from
December 2005 to October 2011
30+ years of strategic leadership experience
Adjunct professor of marketing and strategy for the Executive MBA
Program at Pepperdine University, since 1998 and the University of
San Diego, since 2010
Serving currently as director of Lantronix, Inc. and was previously
director of ADC Telecommunication, Inc. and Primal Solutions, Inc.
Corporate Overview – Q3 2014


Fred Thiel
Chairman & CEO
fred@local.com
Local Corporation
| 7555 Irvine Center Drive | Irvine CA 92618 | 949.784.0800 | www.localcorporation.com
Ken Cragun
CFO
kcragun@local.com
18
Corporate Overview – Q3 2014


19
*Estimate
Company
Symbol
Price
Market Cap
(in millions)
2014E Sales
(in millions)
Market Cap/Sales
Blucora, Inc.
BCOR
$  15.54
$     639.1
$    598.0
1.1
The Rubicon Project, Inc.
RUBI
$   10.01
$     358.9
$    119.0
3.0
Angie’s List, Inc.
ANGI
$  7.61
$     445.3
$    318.0
1.4
Marchex, Inc.
MCHX
$  8.63
$     351.1
$    187.0
1.9
Autobytel, Inc.
ABTL
$  8.18
$     73.9
$     107.0
0.7
Yelp, Inc.
YELP
$  82.32
$  5938.0
$    375.0
15.8
Travelzoo Inc.
TZOO
$  17.05
$     251.1
$    149.0
1.7
XOXO Group Inc.
XOXO
$  11.45
$     290.0
$    140.0
2.1
Demand Media
DMD
$    9.11
$     166.6
$    164.0
1.0
Rocket Fuel Inc.
FUEL
$  15.71
$     563.3
$    398.0
1.4
Average
3.0
Local Corporation
LOCM
$    1.63
$       45.4
$    105.0
0.4
Corporate Overview – Q3 2014


20
*Estimate
Description
FY-09
FY-10
FY-11
FY-12
FY-13
FY-14*
Adjusted EBITDA
$3,041
$13,775
$3,247
$777
$4,533
$3,500
Less interest and other income (expense), net
(27)
(275)
(413)
(425)
(2,321)
(1,700)
Less provision for income taxes
(158)
(102)
(178)
(111)
(139)
(200)
Less amortization of intangibles
(2,524)
(5,734)
(4,864)
(3,611)
(912)
(900)
Less depreciation
(734)
(1,418)
(3,182)
(3,658)
(3,896)
(4,000)
Less stock-based compensation
(2,364)
(2,911)
(3,442)
(2,533)
(1,619)
(800)
Less LEC receivable reserve
-
-
-
(1,407)
-
-
Less net loss from discontinued operations
-
-
(6,899)
(14,250)
(3,740)
-
Plus gain on sale of Rovion
-
-
-
1,458
-
-
Plus revaluation of warrants
(2,981)
887
2,633
202
1,100
-
Less Geo-Tag settlement
-
-
-
-
(550)
-
Less non-recurring charges
(520)
-
(1,461)
(684)
(2,829)
(1,200)
GAAP Net income (loss)
$(6,267)
$4,222
$(14,559)
$(24,242)
$(10,373)
$(5,300)
Corporate Overview – Q3 2014


Date as of August 12, 2014                   
21
Q2 2014 Highlights
June 30, 2014 Balance Sheet
2014 Guidance
$22.5M in revenue
$1.0M in Adjusted EBITDA
positive for the 6    consecutive quarter
14% increase of O&O revenue y-o-y
$204 RKV,  up 8% from Q1 2014
$6.7M in total cash, up $3.0M  from
March 31, 2014
$8.9M line of credit balance, $700k
lower than March 31, 2014
Well-positioned to address the $5M in
April 2015 convertible
Revenue between $103M and $107M,
which at the mid-point is 11% growth
Adjusted EBITDA between $3M and
$4M
Corporate Overview – Q3 2014
th
Note:  Since we cannot predict the valuation of the warrant liability and the conversion option liability, we cannot reasonably project our GAAP net income (loss). 
We, therefore, cannot provide GAAP guidance, but we do report GAAP results. An explanation of the Company’s use of Non-GAAP measures is set forth on Slide 12
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