MEET Meet Group Inc

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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): July 30, 2015

 

MeetMe, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware	001-33105	86-0879433
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

 

  

100 Union Square Drive New Hope, Pennsylvania	18938
(Address of principal executive offices)	(Zip Code)

 

Registrant’s telephone number, including area code: (215) 862-1162

 

Not Applicable

(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:

 

☐ 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))

 

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Item 2.02 Results of Operations and Financial Condition

 

On July 30, 2015, MeetMe, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2015. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (the “Current Report”).

 

The information furnished pursuant to Item 2.02 of this Current Report, including Exhibit 99.1 hereto, shall not be considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

 

Item 7.01 Regulation FD Disclosure

 

As discussed in Item 2.02 above, the Company issued a press release, dated July 30, 2015, announcing its financial results for the quarter ended June 30, 2015, the text of which is incorporated by reference into this “Item 7.01. Regulation FD Disclosure.” In addition, as discussed in the press release dated July 30, 2015, the Company is making the presentation materials available on its website.

 

The information furnished pursuant to Item 7.01 of this Current Report shall not be considered “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of such section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein. This information shall not be deemed an admission as to the materiality of such information that is required to be disclosed solely by Regulation FD.

 

Item 9.01. Financial Statements and Exhibits

 

(d)		Exhibits
Exhibit No.		Description
99.1		MeetMe, Inc. press release, dated July 30, 2015.

 

 

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.

 

 

	MEETME, INC.
Date: July 30, 2015	By: /s/ David Clark
	Name:  David Clark
	Title:  Chief Financial Officer

 

 

EXHIBIT INDEX

 

 

Exhibit No.		Description
99.1		MeetMe, Inc. press release, dated July 30, 2015.

 

Exhibit 99.1

 

For Immediate Release

 

Investor Contact: 

 

MKR Group Inc.

Todd Kehrli or Jim Byers

(323) 468-2300

meet@mkr-group.com   

 

 

 

 

MeetMe Reports Second Quarter 2015 Financial Results

 

Mobile Revenue Increased 47% Year Over Year

Adjusted EBITDA Increased 288% Year Over Year

Adjusted EBITDA Margin of 26%

 

NEW HOPE, Pa., July 30, 2015 – MeetMe, Inc. (NASDAQ: MEET), the public market leader for social discovery, today reported financial results for its second quarter ended June 30, 2015.

 

Second Quarter 2015 Financial Highlights

●

Mobile revenue was $8.3 million, up 47% from the second quarter of 2014.

●

Mobile revenue represented 75% of total revenue, the highest in MeetMe’s history.

●

Total revenue was $11.1 million, up 4% from the second quarter of 2014.

●

Adjusted EBITDA was $2.9 million or a 26% margin, an increase of 288% year over year. (See the important discussion about the presentation of non-GAAP financial measures, and reconciliation to the most direct comparable GAAP financial measure, below.)

●

Net income was $1.2 million compared to a net loss of $1.4 million for the second quarter of 2014.

●

Cash and Cash Equivalents totaled $16.2 million at June 30, 2015.

 

Geoff Cook, Chief Executive Officer of MeetMe, stated, “Mobile engagement continued to grow during the second quarter, with our mobile daily active users increasing 26% year over year and our total mobile monthly users increasing 42% year over year. We also achieved multiple milestones during the quarter, including surpassing 25 million chats in a single day, up more than 100% from a year ago, and reaching 20 million installs of our flagship Android app. Additionally, we saw increased international growth, with approximately 20,000 new international users joining every day during the quarter, up more than 100% versus a year ago.

 

During the quarter, we successfully transitioned our mobile advertising inventory management to an in-house solution and have benefited from this change with much stronger click-through-rates and increased mobile revenue. From July 1 through July 26, our click-through-rate (CTR) increased 62% over the average in April, the month in which we began making mobile ad logic changes. During the same period our daily mobile app ad revenue increased 50%. By optimizing for the performance of our mobile advertising, we believe we have substantially increased the overall value of our inventory.”

 

David Clark, Chief Financial Officer of MeetMe, added, “With continued growth in mobile engagement, our mobile revenue during the quarter increased 47% on a year-over-year basis. Mobile revenue represented 75% of our total quarterly revenue, the highest percentage in our history and up from 53% in the year ago quarter. We also significantly increased adjusted EBITDA on a year-over-year basis to $2.9 million, resulting in a 26% adjusted EBITDA margin.”

 

 

Webcast and Conference Call Details

 

Management will host a webcast and conference call to discuss second quarter 2015 financial results today, July 30, 2015 at 10:30 a.m. Eastern time. To access the call dial 877-419-6591 (+1 719-325-4755 outside the United States) and when prompted provide the participant passcode 9080523 to the operator. In addition, a webcast of the conference call will be available live on the Investor Relations section of the Company’s website at www.meetmecorp.com and a replay of the webcast will be available for 90 days.

 

About MeetMe, Inc.

 

MeetMe® is the leading social network for meeting new people in the US and the public market leader for social discovery (NASDAQ: MEET). MeetMe makes it easy to discover new people to chat with on mobile devices. With approximately 80 percent of traffic coming from mobile and more than one million total daily active users, MeetMe is fast becoming the social gathering place for the mobile generation. MeetMe is a leader in mobile monetization with a diverse revenue model comprising advertising, native advertising, virtual currency, and subscription. MeetMe apps are available on iPhone, iPad, and Android in multiple languages, including English, Spanish, Portuguese, French, Italian, German, Chinese (Traditional and Simplified), Russian, Japanese, Dutch, Turkish and Korean. For more information, please visit meetmecorp.com.

 

Forward-Looking Statements

 

Certain statements in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including whether we will continue to benefit from transitioning our mobile advertising to an in-house solution, whether CPMs and click-through-rates will continue to strengthen, whether our CTR and daily mobile app revenue will continue to increase, whether mobile revenue will continue to increase, whether reducing lower quality ad units and running more higher-performing ones increase, or will continue to increase, the overall value of our ad inventory. All statements other than statements of historical facts contained herein are forward-looking statements. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “project,” “is likely,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Important factors that could cause actual results to differ from those in the forward-looking statements include the risk that our applications will not function easily or otherwise as anticipated, the risk that we will not launch additional features and upgrades as anticipated, the risk that unanticipated events affect the functionality of our applications with popular mobile operating systems, any changes in such operating systems that degrade our mobile applications’ functionality and other unexpected issues which could adversely affect usage on mobile devices. Further information on our risk factors is contained in our filings with the Securities and Exchange Commission (“SEC”), including the Form 10-K for the year ended December 31, 2014 and the Current Report on Form 8-K filed with the SEC on June 3, 2015. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

 

 

Regulation G – Non-GAAP Financial Measures

 

The Company uses financial measures which are not calculated and presented in accordance with U.S. generally accepted accounting principles (“GAAP”) in evaluating its financial and operational decision making and as a means to evaluate period-to period comparison. The Company uses these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. The Company presents these non-GAAP financial measures because it believes them to be an important supplemental measure of performance that is commonly used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We refer you to the reconciliations below.

 

The Company defines Adjusted EBITDA as earnings (or loss) from continuing operations before interest expense, change in warrant liability, income taxes, depreciation and amortization, and non-cash stock-based compensation, non-recurring acquisition and restructuring expenses, loss on cumulative foreign currency translation adjustment, gain on sale of asset, and the goodwill impairment charges. The Company excludes stock-based compensation because it is non-cash in nature.

 

Non-GAAP financial measures should not be considered as an alternative to net income, operating income, cash flow from operating activities, as a measure of liquidity or any other financial measure. They may not be indicative of the historical operating results of the Company nor is it intended to be predictive of potential future results. Investors should not consider non-GAAP financial measures in isolation or as a substitute for performance measures calculated in accordance with GAAP.

 

 

 

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MEETME, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS 

 

		(Unaudited)
		June 30, 2015				December 31, 2014
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	16,191,072			$	17,041,050
Accounts receivable, net of allowance of $368,000 and $586,000, at June 30, 2015 and December 31, 2014, respectively			11,106,887				9,045,269
Prepaid expenses and other current assets			967,098				790,031
Total current assets			28,265,057				26,876,350
Goodwill			70,646,036				70,646,036
Property and equipment, net			2,722,770				2,458,897
Intangible assets, net			2,035,998				2,894,330
Other assets			314,068				338,146
TOTAL ASSETS		$	103,983,929			$	103,213,759
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable		$	1,679,353			$	2,985,259
Accrued liabilities			2,730,300				3,249,404
Current portion of capital lease obligations			540,235				872,761
Current portion of long-term debt			1,733,446				2,068,326
Deferred revenue			214,710				218,484
Total current liabilities			6,898,044				9,394,234
Long-term capital lease obligation, less current portion, net			372,892				587,416
Long-term debt, less current portion, net			-				556,612
Other liabilities			457,850				418,530
TOTAL LIABILITIES		$	7,728,786			$	10,956,792
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par value, authorized - 5,000,000 Shares; Convertible Preferred Stock Series A-1, $.001 par value; authorized - 1,000,000 shares; 1,000,000 shares issued and outstanding at June 30, 2015 and December 31, 2014		$	1,000			$	1,000
Common stock, $.001 par value; authorized - 100,000,000 Shares; 45,462,637 and 44,910,034 issued and outstanding at June 30, 2015 and December 31, 2014			45,466				44,914
Additional paid-in capital			298,348,932				297,001,168
Accumulated deficit			(202,140,255	)			(204,072,240	)
Accumulated other comprehensive loss			-				(717,875	)
TOTAL STOCKHOLDERS' EQUITY			96,255,143				92,256,967
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	103,983,929			$	103,213,759

 

 

MEETME, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

 

		For the Three Months Ended June 30,								For the Six Months Ended June 30,
		2015				2014				2015				2014
Revenues		$	11,086,878			$	10,687,330			$	22,715,854			$	20,190,834
Operating Costs and Expenses:
Sales and marketing			1,094,068				1,935,678				2,309,388				4,094,766
Product development and content			6,083,455				6,855,739				12,403,259				13,713,179
General and administrative			1,774,991				2,194,138				3,394,895				4,123,783
Depreciation and amortization			801,260				1,079,932				1,617,175				2,165,391
Restructuring costs			-				-				-				120,202
Total Operating Costs and Expenses			9,753,774				12,065,487				19,724,717				24,217,321
Income (Loss) from Operations			1,333,104				(1,378,157	)			2,991,137				(4,026,487	)
Other Income (Expense):
Interest income			5,244				549				10,430				1,715
Interest expense			(122,989	)			(241,643	)			(281,855	)			(661,886	)
Change in warrant liability			56,408				181,493				(39,320	)			(174,461	)
Gain (loss) on cumulative foreign currency translation adjustment			11,614				-				(783,090	)			-
Gain on sale of asset			-				-				163,333				-
Total Other Income (Expense)			(49,723	)			(59,601	)			(930,502	)			(834,632	)
Income (loss) before Income Taxes			1,283,381				(1,437,758	)			2,060,635				(4,861,119	)
Income taxes			(73,450	)			-				(128,650	)			-
Net Income (Loss)		$	1,209,931			$	(1,437,758	)		$	1,931,985			$	(4,861,119	)
Preferred stock dividends			-				-				-				-
Net Income (Loss) Allocable to Common Stockholders		$	1,209,931			$	(1,437,758	)		$	1,931,985			$	(4,861,119	)
Basic and diluted income (loss) per common stockholders:
Basic income (loss) per common stockholders		$	0.03			$	(0.04	)		$	0.04			$	(0.13	)
Diluted income (loss) per common stockholders		$	0.02			$	(0.04	)		$	0.04			$	(0.13	)
Weighted average shares outstanding:
Basic			45,191,563				38,798,706				45,051,576				38,649,766
Diluted			49,022,622				38,798,706				48,625,068				38,649,766
Net Income (Loss)		$	1,209,931			$	(1,437,758	)		$	1,931,985			$	(4,861,119	)
Foreign currency translation adjustment			-				12,573				-				40,274
Comprehensive Income (Loss)		$	1,209,931			$	(1,425,185	)		$	1,931,985			$	(4,820,845	)

 

 

MEETME, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP NET INCOME (LOSS) ALLOCABLE TO COMMON STOCKHOLDERS TO ADJUSTED EBITDA

(UNAUDITED)

 

		For the Three Months Ended June 30,								For the Six Months Ended June 30,
		2015				2014				2015				2014
Net Income (Loss) Allocable to Common Stockholders		$	1,209,931			$	(1,437,758	)		$	1,931,985			$	(4,861,119	)
Interest expense			122,989				241,643				281,855				661,886
Depreciation and amortization			801,260				1,079,932				1,617,175				2,165,391
Stock-based compensation expense			733,051				1,038,101				1,348,316				1,979,388
Change in warrant liability			(56,408	)			(181,493	)			39,320				174,461
Income taxes			73,450				-				128,650				-
Acquisition and restructuring costs			-				-				-				120,202
(Gain) loss on cumulative foreign currency translation adjustment			(11,614	)			-				783,090				-
Gain on sale of asset			-				-				(163,333	)			-
Adjusted EBITDA		$	2,872,659			$	740,425			$	5,967,058			$	240,209
GAAP basic net income (loss) per common stockholders		$	0.03			$	(0.04	)		$	0.04			$	(0.13	)
GAAP diluted net income (loss) per common stockholders		$	0.02			$	(0.04	)		$	0.04			$	(0.13	)
Basic adjusted EBITDA per common stockholders		$	0.06			$	0.02			$	0.13			$	0.01
Diluted adjusted EBITDA per common stockholders		$	0.06			$	0.02			$	0.12			$	0.01
Weighted average number of shares outstanding, Basic			45,191,563				38,798,706				45,051,576				38,649,766
Weighted average number of shares outstanding, Diluted			49,022,622				38,798,706				48,625,068				38,649,766