TRMR Tremor Video, Inc. (delisted)

Quarterly revenue grows to a record $46.1 million

• Revenue grew 5.4% year-over-year to a record $46.1 million
• Gross profit grew 21.6% year-over-year to a record $18.0 million
• Net loss of ($5.2) million and Non-GAAP Adjusted EBITDA of ($1.3) million
• Net loss per share of ($0.10) and Non-GAAP Adjusted EBITDA per share of ($0.03)
• Company announces new Chief Financial Officer, John Rego

Tremor Video, Inc. (NYSE:TRMR), the premium video marketplace elevating brand advertising effectiveness across all screens, today announced financial results for the second quarter ended June 30, 2015.

“The value of our premium video marketplace is evident in our results that we reported today,” said Bill Day, CEO of Tremor Video. “The accelerated growth of our programmatic business and increasing contribution from sales of our proprietary buying and all-screen products demonstrate the strength of our strategy.”

Q2 & YTD 2015 Financial Summary

Revenue: For the three months ended June 30, 2015, revenue was $46.1 million compared to $43.7 million for the same period one year ago, representing a 5.4% increase.

For the six months ended June 30, 2015, revenue was $86.7 million compared to $78.6 million for the same period one year ago, representing a 10.3% increase.

Gross Profit: For the three months ended June 30, 2015, gross profit was $18.0 million compared to $14.8 million for the same period one year ago, representing a 21.6% increase.

For the six months ended June 30, 2015, gross profit was $34.2 million compared to $26.7 million for the same period one year ago, representing a 27.9% increase.

Gross Margin: For the three months ended June 30, 2015, gross margin was 39.1% compared to 33.9% for the same period one year ago.

For the six months ended June 30, 2015, gross margin was 39.5% compared to 34.0% for the same period one year ago.

Net Loss: For the three months ended June 30, 2015, net loss was ($5.2) million compared to a net loss of ($5.4) million for the same period one year ago.

For the six months ended June 30, 2015, net loss was ($12.2) million compared to a net loss of ($12.6) million for the same period one year ago.

Adjusted EBITDA: For the three months ended June 30, 2015, Adjusted EBITDA, a non-GAAP financial measure, was ($1.3) million compared to Adjusted EBITDA of ($2.3) million for the same period one year ago.

For the six months ended June 30, 2015, Adjusted EBITDA, a non-GAAP financial measure, was ($5.3) million compared to Adjusted EBITDA of ($6.9) million for the same period one year ago.

EPS: For the three months ended June 30, 2015, basic and diluted net loss per share was ($0.10). Non-GAAP basic and diluted Adjusted EBITDA per share was ($0.03). Basic and diluted net loss per share and Non-GAAP basic and diluted Adjusted EBITDA per share are based on 51.4 million weighted average shares of common stock for the three months ended June 30, 2015.

For the six months ended June 30, 2015, basic and diluted net loss per share was ($0.24). Non-GAAP basic and diluted Adjusted EBITDA per share was ($0.10). Basic and diluted net loss per share and Non-GAAP basic and diluted Adjusted EBITDA per share are based on 51.3 million weighted average shares of common stock for the six months ended June 30, 2015.

Business & Financial Highlights

As a percentage of total revenue, revenue attributable to performance-based pricing for the three months ended June 30, 2015 was 33.0% compared to 26.9% for the same period one year ago and for the six months ended June 30, 2015 was 31.1% compared to 25.0% for the same period one year ago.

As a percentage of total revenue, revenue attributable to our All-Screen product for the three and six months ended June 30, 2015 was 46.7% and 45.8%, respectively. Our All-Screen product, which we introduced during the second quarter of 2014, optimizes delivery of video ad campaigns across screens, eliminating the need for advertisers to allocate campaign budgets to a specific device.

Company Hires New Chief Financial Officer

The Company announced today that it has hired John Rego as its Chief Financial Officer. Mr. Rego will be joining the company on September 8, 2015. Mr. Rego is a seasoned finance executive with more than 30 years experience and is currently the Chief Financial Officer of Virgin Galactic. Earlier in his career, he served as the Chief Financial Officer of Vonage Holdings Corp., AppSense and Petra Solar.

Guidance

Based on information available as of August 6, 2015, the Company expects the following:

Q3 2015: Third quarter revenue is expected to be in the range of $49.0 million to $52.0 million and Adjusted EBITDA is expected to be in the range of ($3.0) million to ($1.0) million.

Full Year 2015: The Company reiterates its guidance for full year 2015 as follows:

Full year 2015 revenue is expected to be in the range of $195.0 million to $200.0 million and Adjusted EBITDA is expected to be in the range of ($7.0) million to ($3.0) million.

Q2 2015 Financial Results Conference Call: Tremor Video will host a conference call today at 4:30 p.m. ET to discuss its second quarter financial results with the investment community. A live webcast of the event will be available on the Tremor Video Investor Relations website at http://investor.tremorvideo.com. A live domestic dial-in is available at (877)407-9039 or internationally at (201)689-8470. Until August 20, 2015, a domestic replay will be available at (877)870-5176 or internationally at (858)384-5517, using passcode 13613793, and via webcast on the Tremor Video Investor Relations website.

About Tremor Video

Tremor Video (NYSE:TRMR) helps make every advertising moment more relevant for consumers. The company’s heritage as custodians of the most recognized advertiser and publisher brands is built on leadership in all-screen analytics and a long-standing commitment to transparency. Our premium video marketplace offers the full spectrum of video ad products and services, including premium programmatic buying and selling and analytics that connect the two.

"Safe harbor" Statement:

This press release contains forward-looking statements that involve risks, uncertainties, assumptions and other factors that could cause actual results and the timing of certain events to differ materially from those set forth in or implied by such forward-looking statements. All statements other than statements of historical fact are forward-looking statements, including, but not limited to, statements related to Tremor Video’s future financial results or growth potential, including third quarter 2015 and 2015 full year financial guidance, and statements with respect to future revenue mix or the development or adoption of the company’s solutions. Important factors that could cause actual results or the timing of events to differ materially from those set forth in or implied by any forward-looking statements include, without limitation, risks and uncertainties associated with: the company’s limited operating history and the continuing development of its business model; unfavorable conditions in the global economy or reductions in digital advertising spend; the company’s ability to effectively innovate and adapt to rapidly changing technology and client needs; increased competition as well as innovations by new and existing competitors; expansion of the online video advertising market; the company’s ability to attract new advertisers and increase spend from existing advertisers; the company’s ability to attract advertising spend from TV media buyers; risks of entering new markets in which we have limited or no experience and difficulty adapting our solutions for new markets; adoption of brand-centric metrics, advanced ad formats and performance-based pricing models by advertisers; the company’s ability to effectively deliver video ad campaigns with demo guarantees; adoption of the company’s programmatic solutions by advertisers and publishers; adoption of the company’s All-Screen product by advertisers; the company’s ability to acquire an adequate supply of premium video advertising inventory from publishers on terms that are favorable to it; the company’s ability to detect fraudulent or malicious activity and ensure a high level of brand safety for its clients; identifying, attracting and retaining qualified personnel; defects, errors or interruptions in the company’s solutions; the company’s ability to collect and use data to deliver video ads; the effect of regulatory developments and industry standards regarding internet privacy and other matters; maintaining, protecting and enhancing the company’s intellectual property; costs associated with defending intellectual property infringement, securities litigation and other claims; future opportunities and plans, including the uncertainty of expected future financial performance and results; as well as other risks and uncertainties detailed from time-to-time under the caption “Risk Factors” and elsewhere in Tremor Video’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2014 filed with the U.S. Securities and Exchange Commission on March 16, 2015, and future filings and reports by the company, including its Quarterly Report on Form 10-Q for the quarter ended June 30, 2015.

Forward-looking statements are based on current expectations and beliefs and are not guarantees of future performance or events. Investors are cautioned not to place undue reliance on any forward-looking statements. Furthermore, forward-looking statements speak only as of the date on which they are made, and, except as required by law, Tremor Video disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), Tremor Video reports Adjusted EBITDA and basic and diluted Adjusted EBITDA per share which are non-GAAP financial measures. We define Adjusted EBITDA as net loss plus (minus): interest expense and other income (expense), net, income tax expense, depreciation and amortization expense, non-cash stock-based compensation expense, non-cash stock-based long-term incentive compensation, litigation costs associated with class action securities litigation, executive severance costs, and acquisition related costs. We define Adjusted EBITDA per share as Adjusted EBITDA divided by weighted average common shares outstanding. We use these non-GAAP financial measures for financial and operational decision making and as a means to evaluate period-to-period comparisons. We believe that these measures provide useful information about our operating results, enhance the overall understanding of our past financial performance and future prospects, and allow for greater transparency with respect to key metrics used by management in its financial and operational decision making. Non-GAAP financial measures should be considered in addition to results and guidance prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. The non-GAAP financial measures included in this press release have been reconciled to the nearest GAAP measure in the table following the financial statements attached to this press release. With respect to our expectations under “Guidance” above, reconciliation of Adjusted EBITDA guidance to the closest corresponding GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and low visibility with respect to the charges excluded from these non-GAAP measures, in particular, the measures and effects of stock-based compensation expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in our stock price. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future GAAP financial results.

  Tremor Video, Inc. Consolidated Balance Sheets (in thousands)     June 30,     December 31, 2015 2014 (unaudited)   Assets Current assets: Cash and cash equivalents $ 68,613 $ 77,787 Accounts receivable, net 51,272 46,765 Prepaid expenses and other current assets 2,231 1,571 Deferred tax assets   194     194   Total current assets   122,310     126,317   Long-term assets: Restricted cash 600 600 Property and equipment, net 11,033 5,574 Intangible assets, net 13,134 15,552 Goodwill 29,719 29,719 Other assets   243     243   Total long-term assets   54,729     51,688   Total assets $ 177,039   $ 178,005     Liabilities and stockholders' equity Current liabilities: Accounts payable and accrued expenses $ 42,842 $ 37,258 Deferred rent and security deposits payable, short-term 296 20 Deferred revenue   45     15   Total current liabilities 43,183 37,293 Deferred rent, long-term 3,602 745 Deferred tax liabilities   194     194   Total liabilities   46,979     38,232   Stockholders' equity: Common stock 5 5 Additional paid-in capital 276,622 274,094 Accumulated other comprehensive income 47 98 Accumulated deficit   (146,614 )   (134,424 ) Total stockholders' equity   130,060     139,773   Total liabilities and stockholders' equity $ 177,039   $ 178,005       Tremor Video, Inc. Consolidated Statements of Operations (in thousands, except share and per share data) (unaudited)     Three Months Ended     Six Months Ended June 30, June 30, 2015     2014 2015     2014   Revenue $ 46,072 $ 43,701 $ 86,675 $ 78,570 Cost of revenue   28,062     28,893     52,472     51,836   Gross profit   18,010     14,808     34,203     26,734     Operating expenses: Technology and development(1) 4,761 3,982 9,722 8,313 Sales and marketing(1) 11,717 10,906 23,668 20,357 General and administrative(1) 4,705 3,600 9,049 7,313 Depreciation and amortization   1,956     1,643     3,733     3,229   Total operating expenses   23,139     20,131     46,172     39,212     Loss from operations   (5,129 )   (5,323 )   (11,969 )   (12,478 )   Interest and other income (expense), net: Interest expense (3 ) - (5 ) - Other income (expense), net   9     (28 )   23     (23 ) Total interest and other income (expense), net   6     (28 )   18     (23 )   Loss before provision for income taxes (5,123 ) (5,351 ) (11,951 ) (12,501 )   Provision for income taxes 117 21 239 100         Net loss $ (5,240 ) $ (5,372 ) $ (12,190 ) $ (12,601 )   Net loss per share: Basic and diluted $ (0.10 ) $ (0.11 ) $ (0.24 ) $ (0.25 )  

Weighted-average number of shares of common stockoutstanding:

Basic and diluted   51,445,613     50,403,168     51,332,047     50,350,749       (1) Stock-based compensation expense included above:   Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014   Technology and development $ 218 $ 220 $ 432 $ 414 Sales and marketing 394 362 803 721 General and administrative   535     557     1,020     971   Total stock-based compensation expense $ 1,147   $ 1,139   $ 2,255   $ 2,106       Tremor Video, Inc. Reconciliation of Non-GAAP Financial Information (in thousands) (unaudited)       Three Months Ended     Six Months Ended

 

June 30, June 30, 2015     2014 2015     2014   Net loss $ (5,240 ) $ (5,372 ) $ (12,190 ) $ (12,601 ) Adjustments: Depreciation and amortization expense 1,956 1,643 3,733 3,229 Stock-based compensation expense 1,147 1,139 2,255 2,106

Stock-based long-term incentive compensationexpense

58 154 77 114 Interest and other (income) expense, net (6 ) 28 (18 ) 23 Provision for income taxes 117 21 239 100 Litigation expenses 64 78 68 147 Executive severance 362 - 362 - Acquisition-related costs   222     -     222     -   Total net adjustments   3,920     3,063     6,938     5,719   Adjusted EBITDA $ (1,320 ) $ (2,309 ) $ (5,252 ) $ (6,882 )   Tremor Video, Inc. Reconciliation of Non-GAAP Financial Information - Per Share (unaudited)   Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014   Net loss $ (0.10 ) $ (0.11 ) $ (0.24 ) $ (0.25 ) Adjustments: Depreciation and amortization expense 0.04 0.03 0.07 0.06 Stock-based compensation expense 0.02 0.02 0.04 0.04

Stock-based long-term incentive compensationexpense

- 0.01 - - Interest and other (income) expense, net - - - - Provision for income taxes - - 0.01 - Litigation expenses - - - 0.01 Executive severance 0.01 - 0.01 - Acquisition-related costs   -     -     0.01     -   Total net adjustments   0.07     0.06     0.14     0.11   Adjusted EBITDA per share - basic and diluted $ (0.03 ) $ (0.05 ) $ (0.10 ) $ (0.14 )  

Weighted-average number of shares of common stockoutstanding:

Basic and diluted   51,445,613     50,403,168     51,332,047     50,350,749       Tremor Video, Inc. Consolidated Statements of Cash Flows (in thousands) (unaudited)     Six Months Ended June 30, 2015     2014   Cash flows from operating activities: Net loss $ (12,190 ) $ (12,601 ) Adjustments required to reconcile net loss to net cash used in operating activities: Depreciation and amortization expense 3,733 3,229 Bad debt expense (recovery) 14 (5 ) Stock-based compensation expense 2,255 2,106 Stock-based long-term incentive compensation expense 77 114 Contingent stock grant to third party vendor - 24 Net changes in operating assets and liabilities: Increase in accounts receivable (4,549 ) (7,572 ) (Increase) decrease in prepaid expenses, other current assets and other long-term assets (783 ) 98 Increase in accounts payable and accrued expenses 5,304 6,741 Increase (decrease) in deferred rent and security deposits payable 3,248 (1 ) Increase in deferred revenue   30     108   Net cash used in operating activities   (2,861 )   (7,759 )   Cash flows from investing activities: Purchase of property and equipment   (6,180 )   (1,772 ) Net cash used in investing activities   (6,180 )   (1,772 )   Cash flows from financing activities: Proceeds from the exercise of stock options awards 39 582 Tax withholdings related to net share settlements of restricted stock unit awards (RSUs)   (153 )   -   Net cash (used in) provided by financing activities   (114 )   582     Net decrease in cash and cash equivalents (9,155 ) (8,949 )   Effect of exchange rate changes in cash and cash equivalents (19 ) 25   Cash and cash equivalents at beginning of period   77,787     92,691   Cash and cash equivalents at end of period $ 68,613   $ 83,767  

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Tremor Video, Inc.Investor Relations:Andrew PosenSenior Director Investor Relations212-792-2315IR@TremorVideo.comorPublic Relations:Billy KennyTremor Video Corporate Communications646-421-6217BKenny@TremorVideo.com