LIVONIA, Mich., May 1 /PRNewswire-FirstCall/ — Valassis today announced financial results for the first quarter ended March 31, 2008. We reported quarterly revenues of $597.1 million, up 65.3% compared to $361.3 million for the first quarter of 2007 (which excludes revenue for ADVO, Inc. for the period of Jan. 1, 2007 through March 1, 2007). Revenue increased 2.1% compared to pro forma revenue for the first quarter of 2007 of $584.8 million. This increase is due primarily to revenue growth in the Shared Mail segment. First quarter net earnings were $12.4 million, up 10.2% from $11.2 million in the first quarter of 2007. First quarter earnings per share (EPS) was $0.26, up from $0.23 in the first quarter of 2007. For the first quarter of 2008, adjusted EBITDA* was $63.2 million, up 47.0% from pro forma adjusted EBITDA* of $43.0 million for the first quarter of 2007.
“We are pleased with our performance, the third consecutive quarter of exceptional results in light of the difficult market conditions. This positive momentum is evidence of the strong strategic rationale behind our shared mail acquisition, our integration game plan and our outstanding execution of this plan. By focusing early on cost synergies and optimization of the shared mail business, we have significantly improved its cost structure and operating leverage. Our efforts in sales training and the launch of our new targeting system have set the stage for cross-selling and long- term profitable revenue growth starting in the second half of this year,” said Alan F. Schultz, Valassis Chairman, President and Chief Executive Officer.
Some additional highlights include:
Continued Momentum in Cost Management
— business Optimization: We continue to make substantial improvements in
the management of the shared mail business. Our optimization
initiative, designed to reduce over-supply and deliver more profitable
packages, has increased the profitability of the shared mail business
and contributed significantly to our performance in the last three
consecutive quarters. This initiative resulted in the elimination of 46
million packages in the first quarter of 2008 versus the first quarter
of the prior year. The revenue associated with this reduction in
packages, combined with the revenue loss from the discontinuation of
the detached address label in May 2007, represents a 3.9% revenue drag
in the first quarter of 2008.
— Cost Synergies: Cost synergies are on track to meet our 2008 target of
$38 million.
— Integration: Integration is near completion in all major functions of
the company except IT systems, accounting and finance.
Driving Profitable Revenue Growth
— Cross-selling: We are pleased with our ability to offer optimized
solutions that blend shared mail and newspaper distribution. In
addition, we have secured planned incremental newspaper placement
contracts from shared mail clients. We expect to realize most of this
revenue beginning in the second half of 2008.
— New Clients: We are on track to meet our 2008 objective of 4,000 new
clients.
— Targeting System Launch: On April 1, 2008, we successfully launched and
are actively field testing our proprietary targeting system, Integrated
Media Optimization (IMO). IMO is designed to facilitate the cross-
selling of all our products.
Liquidity
— Delayed Draw Term Loan: In April 2008, we successfully closed on the
delayed draw term loan portion of our Senior Secured Credit Facility in
an aggregate principal amount of $160 million. Pricing on the delayed
draw term loan will be in line with the term loan B portion of our
Senior Secured Credit Facility at LIBOR plus 1.75%. As previously
disclosed, the proceeds of the delayed draw term loan will primarily be
used in connection with the anticipated exercise of put rights by the
holders of Valassis’ Senior Secured Convertible Notes due 2033 on May
22, 2008.
— 2009 Secured Notes: We expect to repay the 6 5/8% 2009 Secured Notes
which mature in January 2009 through a combination of cash, any excess
proceeds from the delayed draw term loan and borrowings on the
revolving portion of our Senior Secured Credit Facility which is
currently priced at LIBOR plus 2.25%. Based on certain ratio covenants
contained in our Senior Secured Credit Facility, we expect pricing to
ratchet down to LIBOR plus 2.00% in the next six to 12 months.
“Once the 2009 Notes are repaid, we will have no scheduled liquidity events until 2014, and we will strive to achieve investment grade status far before that time. We are comfortable with our current strong liquidity position including $93.5 million in cash and cash equivalents at quarter end, a $120 million revolver and expected adjusted cash flow* of approximately $103 million to $116 million in 2008,” said Robert L. Recchia, Executive Vice President and Chief Financial Officer.
Outlook
Management reiterates the financial guidance for 2008, expecting increased adjusted EBITDA* of between $260 and $280 million. Based on the first quarter results and the current outlook, Management noted that it expects results to lean toward the upper half of this range. We expect low-to mid-single digit revenue growth in the second half of 2008. Full-year 2007 pro forma revenue was $2,465.6 million, which includes January and February 2007 revenue from ADVO of $223.4 million. In 2008, we expect adjusted cash EPS* of between $2.14 and $2.39.
Other considerations for 2008 are as follows:
— Capital Expenditures: Capital expenditures during the first quarter
of 2008 were $9.0 million, on track with our 2008 guidance of $35
million or less.
— Paper: Management reiterated that paper pricing continues to have a
negative impact on the Shared Mail Wrap and the Free-standing Insert
(FSI) as we will not be able to pass along those increases to
clients.
— Macroeconomic Environment: While we do not expect economic factors to
impact our guidance, marketing budgets continue to be tight. However,
we are beginning to see a shift to value-oriented media such as ours.
business Segment Discussion
— Shared Mail: Shared Mail revenues for the first quarter of 2008 were
$356.3 million, up $23.8 million or 7.2% compared to pro forma first
quarter of 2007. Growth from key national retailers, improved sell-
through of the RedPlum Wrap, new client acquisition, and reduced client
credits all contributed to the overall revenue growth for the quarter.
Segment profit for the quarter was $30.9 million, up $25.6 million from
the prior year first quarter which represented results beginning with
the acquisition date of March 2, 2007. In addition to revenue growth,
reductions in both variable and fixed expenses from our business
optimization efforts and realized cost synergies contributed to the
improvement in segment profit. Beginning on Jan. 1, 2008, the Canadian
business previously accounted for in this segment became part of the
new International, Digital Media and Services segment discussed below.
As a result, first quarter 2007 pro forma revenue of $3.1 million has
been reclassified from this segment to the new segment for comparison
purposes.
— Neighborhood Targeted Products: Revenues for the first quarter of 2008
were $100.2 million, flat compared to the prior year quarter. Segment
profit for the quarter was $11.1 million, up 0.9% from the first
quarter of 2007. Revenue was negatively affected as some of the
Neighborhood Targeted business migrated to the Shared Mail higher
margin business. This approximate 3% reduction is in line with average
newspaper circulation declines in the first quarter of 2008.
— Market Delivered Free-standing Inserts (FSI): Co-op FSI revenues for
the first quarter of 2008 were $98.6 million, down 10.0% from the first
quarter of 2007, due to the anticipated reduction in FSI pricing of
low- to mid-single digits and a decrease in market share. Management
expects that market share will improve in the second half of 2008. Unit
growth in the co-op FSI industry was up 2.5%. FSI cost of goods sold
was up for the quarter on a cost per thousand (CPM) basis. Segment
profit was $2.0 million, down 79.6% from the first quarter of 2007.
Management has also realigned this segment’s sales structure and has
appointed new FSI sales leadership.
— International, Digital Media & Services: Due to their sizes in
relation to other segments, we have combined the segments previously
known as International and Services and Household Targeted into one
segment - International, Digital Media & Services. This segment is the
aggregation of all other lines of business not included in the separate
reportable segments, including NCH, international, direct mail, VRMS,
security services, interactive and in-store. Total first quarter 2008
revenues for the newly combined segments were $42.0 million, flat
compared to the first quarter of 2007. This segment experienced a $1.8
million loss for the quarter primarily due to charges related to our
Interactive initiative and European restructuring. Without these
charges, segment profit would have been $0.2 million. Segment profit
for the first quarter of 2007 was $1.7 million.
Segment Results Summary
Quarter Ended March 31,
Revenue by Segment (in millions) 2008 2007 % Change
Shared Mail (1) $356.3 $332.5 7.2%
Neighborhood Targeted $100.2 $100.5 -0.3%
Free-standing Insert $98.6 $109.6 -10.0%
International, Digital Media &
Services (2) $42.0 $42.2 -0.5%
Total Segment Revenue $597.1 $584.8 2.1%
Quarter Ended March 31,
Segment Profit (in millions) 2008 2007 % Change
Shared Mail (1) $30.9 $5.3 483.0%
Neighborhood Targeted $11.1 $11.0 0.9%
Free-standing Insert $2.0 $9.8 -79.6%
International, Digital Media &
Services (2) ($1.8) $1.7 -205.9%
Total Segment Profit $42.2 $27.8 51.8%
(1) Valassis acquired ADVO on March 2, 2007. Prior year revenue includes
results from Jan. 1, 2007 and is given for comparison purposes only
and is not included in our reported results. Segment profit for 2007
represents only those results since the acquisition date of March 2,
2007.
(2) The segments previously known as International and Services and
Household Targeted have been aggregated into one segment,
International, Digital Media and Services, due to their
immateriality versus the remaining segments. Also as of Jan. 1, 2008,
the ADVO Canada business previously accounted for in the Shared Mail
segment was merged into Valassis Canada and is now included in
International, Digital Media and Services. Prior year pro forma
revenue has been reclassified here for comparison purposes.
Non-GAAP Financial Measures
*We define adjusted EBITDA as earnings before net interest and other expenses, income taxes, depreciation, amortization, stock-based compensation expense associated with SFAS No. 123R and amortization of a client contract incentive. We define adjusted cash EPS as net earnings plus depreciation, amortization, stock-based compensation expense associated with SFAS No. 123R and amortization of a client contract incentive, less capital expenditures, divided by weighted shares outstanding. We define adjusted cash flow as earnings before depreciation, amortization, stock-based compensation expense and amortization of a client contract incentive less capital expenditures. Adjusted EBITDA, adjusted cash EPS and adjusted cash flow are non-GAAP financial measures commonly used by financial analysts, investors, rating agencies and other interested parties in evaluating companies, including marketing services companies. Accordingly, management believes that adjusted EBITDA, adjusted cash EPS and adjusted cash flow may be useful in assessing our operating performance and our ability to meet our debt service requirements. In addition, adjusted EBITDA is used by management to measure and analyze our operating performance and, along with other data, as our internal measure for setting annual operating budgets, assessing financial performance of business segments and as a performance criteria for incentive compensation. However, these non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation from, or as an alternative to, operating income, cash flow or other income or cash flow data prepared in accordance with GAAP. Some of these limitations are:
— adjusted EBITDA does not reflect our cash expenditures for capital
equipment or other contractual commitments;
— although depreciation and amortization are non-cash charges, the assets
being depreciated or amortized may have to be replaced in the future,
and adjusted EBITDA does not reflect cash capital expenditure
requirements for such replacements;
— adjusted EBITDA does not reflect changes in, or cash requirements for,
our working capital needs;
— adjusted EBITDA does not reflect the significant interest expense or
the cash requirements necessary to service interest or principal
payments on our indebtedness;
— adjusted EBITDA does not reflect income tax expense or the cash
necessary to pay income taxes;
— adjusted EBITDA does not reflect the impact of earnings or charges
resulting from matters we consider not to be indicative of our ongoing
operations;
— management believes adjusted cash EPS is a better measure of the
performance of the business than reported GAAP EPS. The primary reason
for this is because depreciation and amortization charged against
earnings to calculate GAAP EPS are expected to be in excess of capital
expenditures by approximately $39.6 million in 2008;
— adjusted cash flow does not reflect the residual cash flow available
for discretionary expenditures since certain non-discretionary
expenditures are not deducted from the measure;
— other companies, including companies in our industry, may calculate
these measures differently and as the number of differences in the way
two different companies calculate these measures increases, the degree
of their usefulness as a comparative measure correspondingly decreases.
Because of these limitations, adjusted EBITDA, adjusted cash EPS and adjusted cash flow should not be considered as measures of discretionary cash available to us to invest in the growth of our business or reduce indebtedness. We compensate for these limitations by relying primarily on our GAAP results and using these non-GAAP financial measures only supplementally. Further important information regarding operating results and reconciliations of these non-GAAP financial measures to the most comparable GAAP measures can be found below.
2008 Guidance: Projected Adjusted Cash Flow and Adjusted EPS Reconciliation*:
Plan Low End High End
($ in millions) ($ in millions)
Net Earnings $53.5 $65.9
Add back non-cash items:
Depreciation 65.0 65.0
Amortization 9.6 9.6
FAS123r expense 7.7 7.7
Contract incentive amortization 2.4 2.4
Less:
Capital Expenditures (35.0) (35.0)
Adjusted Cash Flow* $103.2 $115.6
Weighted Shares Outstanding 48,331 48,331
Adjusted Cash EPS* $2.14 $2.39
* Does not include an approximate $15 million recapture tax because it is
a non-recurring charge related to the Senior Convertible Notes expected
to be put to us in May 2008.
2008 Guidance: Projected Adjusted EBITDA Reconciliation:
Plan Low End High End
($ in millions) ($ in millions)
Net Earnings $53.5 $65.9
Add back:
Interest and other, net 89.1 89.1
Income taxes 32.7 40.3
Depreciation and amortization 74.6 74.6
EBITDA $249.9 $269.9
Add back:
FAS123r expense 7.7 7.7
Contract incentive amortization 2.4 2.4
Adjusted EBITDA $260.0 $280.0
Reconciliation of Adjusted EBITDA to Net Earnings and Cash Flow from
Operations
Quarter Ended March 31, 2008
(dollars in thousands)
Three Months Three Months
Ended Ended
Mar. 31, Mar. 31,
2008 2007
Net Earnings - GAAP $12,382
plus: Income taxes 7,798
Interest and other expense, net 22,059
Depreciation and amortization 17,638
EBITDA $59,877
Stock-based compensation expense
(SFAS No. 123R) 1,456
Amortization of customer contract
incentive 1,215
Restructuring costs 637
Adjusted EBITDA $63,185 $42,985 (1)
Interest and other expense, net $(22,059)
Income taxes $(7,798)
Restructuring costs, cash $(637)
Changes in operating assets and
liabilities $(29,290)
Cash Flow from Operations $3,401
(1) Represents agreed upon adjusted EBITDA amount with the lenders under
our senior secured credit facility, as set forth in our credit
agreement, dated March 2, 2007, which is included as an exhibit to our
Current Report on Form 8-K filed with the Securities and Exchange
Commission on March 8, 2007.
Conference Call Information
Valassis will hold an investor call today to discuss its first-quarter 2008 results at 11 a.m. (EDT). The call-in number is (800) 218-4007. The call will simulcast on Valassis’ Web site, at , and replay through May 14, 2008 at (800) 405-2236, pass code 11102665. This earnings release and the webcast will be archived on Valassis’ Web site under “Investor.”
About Valassis
Valassis is one of the nation’s leading media, marketing services companies, offering unparalleled reach and scale to more than 15,000 advertisers. Its RedPlum media portfolio delivers value on a weekly basis to over 100 million shoppers across a multi-media platform - in-home, in-store and in-motion. Through its newest offering - redplum.com - consumers will find compelling national and local deals online. Headquartered in Livonia, Michigan with approximately 7,000 associates in 28 states and nine countries, Valassis is widely recognized for its associate and corporate citizenship programs, including its America’s Looking for Its Missing Children(R) program. Valassis companies include Valassis Direct Mail, Inc., Valassis Canada, Promotion Watch, Valassis Relationship Marketing Systems, LLC and NCH Marketing Services, Inc. For more information, visit or .
Safe Harbor and Forward-Looking Statements
Certain statements found in this document constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks and uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following: price competition from the Company’s existing competitors; new competitors in any of the Company’s businesses; a shift in client preference for different promotional materials, strategies or coupon delivery methods; an unforeseen increase in the Company’s paper or postal costs; changes which affect the businesses of the Company’s clients and lead to reduced sales promotion spending; challenges and costs of achieving synergies and cost savings in connection with the ADVO acquisition and integrating ADVO’s operations may be greater than expected; the Company’s substantial indebtedness, and its ability to incur additional indebtedness, may affect the Company’s financial health; certain covenants in the Company’s debt documents could adversely restrict the Company’s financial and operating flexibility; fluctuations in the amount, timing, pages, weight and kinds of advertising pieces from period to period, due to a change in the Company’s clients’ promotional needs, inventories and other factors; the Company’s failure to attract and retain qualified personnel may affect its business and results of operations; a rise in interest rates could increase the Company’s borrowing costs; the outcome of ADVO’s pending shareholder lawsuits; possible governmental regulation or litigation affecting aspects of the Company’s business; and general economic conditions, whether nationally or in the market areas in which the Company conducts its business, may be less favorable than expected. These and other risks and uncertainties related to the Company’s business are described in greater detail in its filings with the United States Securities and Exchange Commission, including the Company’s reports on Forms 10-K and 10-Q, and the foregoing information should be read in conjunction with these filings. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
VALASSIS COMMUNICATIONS, INC.
Consolidated Balance Sheets
(dollars in thousands)
Assets Mar. 31, Dec. 31,
2008 2007
Current assets:
Cash and cash equivalents $93,482 $125,239
Auction-rate securities - -
Accounts receivable 460,522 515,490
Inventories 50,109 43,591
Refundable income taxes - 6,553
Other 24,765 19,379
Total current assets 628,878 710,252
Property, plant and equipment, at cost 515,042 506,383
Less accumulated depreciation (217,090) (201,832)
Net property, plant and equipment 297,952 304,551
Intangible assets 1,228,056 1,229,124
Less accumulated amortization (85,501) (83,195)
Net intangible assets 1,142,555 1,145,929
Investments 6,836 7,159
Other assets 25,783 22,562
Total assets $2,102,004 $2,190,453
VALASSIS COMMUNICATIONS, INC.
Consolidated Balance Sheets, Continued
(dollars in thousands)
Liabilities and Stockholders’ Equity Mar. 31, Dec. 31,
2008 2007
Current liabilities:
Current portion, long-term debt $105,874 $30,900
Accounts payable and accruals 383,375 462,410
Progress billings 39,129 45,616
Income taxes payable 3,981 -
Deferred income taxes 3,464 2,470
Total current liabilities 535,823 541,396
Long-term debt 1,178,200 1,279,640
Other liabilities 46,317 29,026
Deferred income taxes 122,480 120,500
Stockholders’ equity:
Common stock 635 634
Additional paid-in capital 52,907 51,482
Retained earnings 704,645 692,263
Treasury stock (520,227) (520,227)
Accumulated other comprehensive
gain (loss) (18,776) (4,261)
Total stockholders’ equity 219,184 219,891
Total liabilities and stockholders’ equity $2,102,004 $2,190,453
VALASSIS COMMUNICATIONS, INC.
Consolidated Statements of Operations
(dollars in thousands, except per share data)
Quarter Quarter
Ended Ended
Mar. 31, Mar. 31, %
2008 2007 Change
Revenue $597,081 $361,304 65.3%
Costs and expenses:
Costs of products sold 455,357 279,017 63.2%
Selling, general and administrative 97,179 54,526 78.2%
Amortization 2,306 908 154.0%
Total costs and expenses 554,842 334,451 65.9%
Operating income 42,239 26,853 57.3%
Other expenses and income:
Interest expense 23,905 10,619 125.1%
Other income (1,846) (2,178) - 15.2%
Total other expenses 22,059 8,441 161.3%
Earnings before income taxes 20,180 18,412 9.6%
Income taxes 7,798 7,179 8.6%
Net earnings $12,382 $11,233 10.2%
Net earnings per common share, diluted $0.26 $0.23 13.0%
Weighted average shares outstanding,
diluted 47,933 47,850 0.2%
Supplementary Data
Amortization $2,306 $908
Depreciation 15,332 6,498
Capital expenditures 9,022 5,615
Valassis
