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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):   February 7, 2023
LiveRamp Holdings, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 001-38669 83-1269307
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
225 Bush Street, Seventeenth Floor
San Francisco, CA
(Address of Principal Executive Offices)
94104
(Zip Code)
(888) 987-6764
(Registrant's Telephone Number, Including Area Code)
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, $.10 Par Value RAMP New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act.






Section 2—Financial Information

Item 2.02    Results of Operations and Financial Condition

    On February 7, 2023, LiveRamp Holdings, Inc. (the “Company”) issued a press release announcing the results of its financial performance for its third quarter ended December 31, 2022. The Company will hold a conference call at 1:30 PM PDT today to further discuss this information. Interested parties are invited to listen to the webcast, which will be broadcast via the Internet at www.liveramp.com. The press release is furnished herewith as Exhibit 99.1 and incorporated by reference herein.

Section 9—Financial Statements and Exhibits

Item 9.01    Financial Statements and Exhibits
 
(d)    Exhibits
Exhibit Number Description
99.1
101.sch Inline XBRL Taxonomy Extension Schema Document
101.lab Inline XBRL Taxonomy Extension Label Linkbase Document
101.pre Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data file (formatted as Inline XBRL and contained in Exhibit 101)





SIGNATURE

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.

Dated: February 7, 2023


LiveRamp Holdings, Inc.
By: /s/ Jerry C. Jones
Name: Jerry C. Jones
Title: Chief Ethics and Legal Officer & Executive Vice President



EX-99.1 2 a2023q3pressreleaseprfinsex.htm EXHIBIT 99.1 EARNINGS RELEASE Document

LIVERAMP ANNOUNCES THIRD QUARTER RESULTS

Total Revenue up 13% year over year and Subscription Revenue up 14%

$16 million in Operating Cash Flow

$150 million of Stock Repurchased Fiscal Year to Date

Share Repurchase Authorization Extended and Expanded

SAN FRANCISCO, Calif., February 7, 2023—LiveRamp® (NYSE: RAMP), the leading data collaboration platform, today announced its financial results for the quarter ended December 31, 2022.

Q3 Financial Highlights1

•Total revenue was $159 million, up 13%.

•Subscription revenue was $126 million, up 14%, and accounted for 80% of total revenue.

•Marketplace & Other revenue was $32 million, up 9%.

•GAAP gross profit was $115 million, up 13%. GAAP gross margin of 73% was unchanged. Non-GAAP gross profit was $121 million, up 12%. Non-GAAP gross margin of 76% contracted by 1 percentage point.

•GAAP operating loss was $24 million compared to $14 million. Non-GAAP operating income was $26 million compared to $15 million. Non-GAAP operating margin of 16% expanded by 6 percentage points.

•GAAP loss per share was $0.46 and non-GAAP earnings per share were $0.28.

•Net cash provided by operating activities was $16 million compared to $25 million.

•In the quarter, the Company repurchased approximately 2.3 million shares for $50 million under its share repurchase program. Fiscal year to date, the Company has repurchased approximately 6.1 million shares for $150 million. Since inception of the program in August 2011, the Company has returned approximately $1.4 billion in capital to shareholders.

•On December 20, 2022 the Company’s Board of Directors approved an extension of the share repurchase program by two years to December 31, 2024 and a $100 million increase in the authorization. There is currently $218 million available under the authorization.

A reconciliation between GAAP and non-GAAP results is provided in the schedules to this press release.

"We continue winning with the world's largest brand marketers, reinforcing that we are essential infrastructure for the advertising ecosystem," said LiveRamp CEO Scott Howe. "Our identity and collaboration products, with connections to over 2,000 publishers, uniquely support all of their marketing activities."

“We delivered solid third quarter results, with top-line growth and strong free cash flow,” added President and CFO Warren Jenson. “Looking to FY24, we expect to deliver another year of strong operating profit growth and to return a substantial portion of free cash flow to shareowners through share repurchases.”


1 Unless otherwise indicated, all comparisons are to the prior year period.
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GAAP and Non-GAAP Results

The following table summarizes the Company’s financial results for its third fiscal quarter ($ in millions):

Q3 Fiscal 2023 Q3 Fiscal 2022
Results Results
GAAP Non-GAAP GAAP Non-GAAP
Subscription revenue $ 126  $ 111 
YoY change % 14  % 19  %
Marketplace & other revenue $ 32  $ 29 
YoY change % % 12  %
Total revenue $ 159  $ 141 
YoY change % 13  % 17  %
Gross profit $ 115  $ 121  $ 102  $ 108 
% Gross margin 73  % 76  % 73  % 77  %
YoY change, pts 0pts (1)pts 4pts 3pts
Operating income (loss) $ (24) $ 26  $ (14) $ 15 
% Operating margin (15) % 16  % (10) % 10  %
YoY change, pts (5)pts 6pts 3pts 0pts
Net earnings (loss) $ (30) $ 19  $ (15) $ 10 
Earnings (loss) per share $ (0.46) $ 0.28  $ (0.23) $ 0.14 
Shares to Calculate EPS 64.8  65.4  68.2  69.9 
YoY change % (5) % (7) % % %
Net operating cash flow $ 16  $ 25 
Free cash flow to equity $ 16  $ 24 
Totals may not sum due to rounding.

A detailed discussion of our non-GAAP financial measures and a reconciliation between GAAP and non-GAAP results is provided in the schedules to this press release.



P 2


Additional Business Highlights & Metrics

•The Company’s Authenticated Traffic Solution (ATS) has reached global scale. There are currently more than 160 supply-side platforms (SSPs) and demand-side platforms (DSPs) live or committed to bid on RampID™ and ATS, including The Trade Desk, Xandr, Amobee, Criteo, Roku Oneview, and MediaMath. Further, in March 2022, LiveRamp announced an expanded partnership with The Trade Desk to power European Unified ID (EUID) via its ATS infrastructure.

•To date, over 2,000 publishers, representing more than 12,000 deployed domains, have integrated ATS worldwide, including Amazon Publisher Services, Microsoft, Hearst, CafeMedia, Leaf Group, Prisma Media and Burda.

•At its November 2022 re:Invent conference, Amazon Web Services (AWS) named LiveRamp as a key industry partner for its new Marketing and Advertising Initiative and forthcoming AWS Clean Rooms service launch. LiveRamp published its new embedded identity resolution solutions in the AWS Marketplace in December 2022 ahead of the AWS Clean Rooms release in January 2023. Support for AWS Clean Rooms gives customers a collaborative approach to more effective media measurement and planning. As part of LiveRamp’s continued work with AWS, this latest integration reinforces our commitment to help clients improve their customer intelligence through accurate and secure data collaboration in cloud environments.

•Recently, LiveRamp and Pinterest announced a new partnership to pilot clean rooms for select advertising partners using LiveRamp’s data collaboration technology, Safe Haven. Grocery retailer Albertsons will be the first advertiser to use the new solution to support its retail media network. LiveRamp’s Safe Haven platform provides a protected environment where brands can join select first-party data with Pinterest platform data without having to share or reveal customers’ personal identifiable information. This data sharing will enable enhanced measurement of advertising campaigns, such as closed-loop attribution, without compromising data protection.

•LiveRamp has 910 direct subscription customers, up from 890 in the prior year period.

•LiveRamp has 94 customers whose subscription contracts exceed $1 million in annual revenue, up from 86 in the prior year period.

•During the third quarter, subscription net retention was 101% and platform net retention was 102%.

•Current remaining performance obligations (CRPO), which is contracted and committed revenue expected to be recognized over the next 12 months, was $324 million, up 12% compared to the prior year period.


P 3


Financial Outlook

LiveRamp’s non-GAAP operating income guidance excludes the impact of non-cash stock compensation, purchased intangible asset amortization, and restructuring and related charges.

For the fourth quarter of fiscal 2023, LiveRamp expects to report:

•Revenue of between $147 million and $152 million, an increase of between 4% and 7% year-over-year

•GAAP operating loss of between $26 million and $23 million

•Non-GAAP operating income of between $13 million and $16 million

For fiscal 2023, LiveRamp updates its guidance and expects to report:

•Revenue of between $595 million and $600 million, an increase of approximately 13% year-over-year

•GAAP operating loss of between $105 million and $102 million

•Non-GAAP operating income of between $60 million and $63 million



Conference Call

LiveRamp will hold a conference call at 1:30 p.m. PT today to further discuss this information. Interested parties are invited to listen to the call which will be broadcast via the Internet and can be found on LiveRamp’s investor site. A slide presentation will be referenced during the call and can be accessed here.


About LiveRamp

LiveRamp is the data collaboration platform trusted by forward-looking global companies to connect customer data from anywhere to everywhere. The category-defining pioneer with decades of expertise in online-offline identity resolution, LiveRamp is setting the new standard for a 360° customer view in the modern data stack through secure, privacy-first collaboration within companies, across companies, and between companies and their media and marketing partners to personalize and improve the customer journey. For more information, visit www.liveramp.com.


Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended (the “PSLRA”). These statements, which are not statements of historical fact, may contain estimates, assumptions, projections and/or expectations regarding the Company’s financial position, results of operations for fiscal 2023, fiscal 2024 and beyond, market position, product development, growth opportunities, economic conditions, and other similar forecasts and statements of expectation. Forward-looking statements are often identified by words or phrases such as “anticipate,” “estimate,” “plan,” “expect,” “believe,” “intend,” “foresee,” or the negative of these terms or other similar variations thereof.

These forward-looking statements are not guarantees of future performance and are subject to a number of factors and uncertainties that could cause the Company’s actual results and experiences to differ materially from the anticipated results and expectations expressed in the forward-looking statements.

Among the factors that may cause actual results and expectations to differ from anticipated results and expectations expressed in forward-looking statements are uncertainties related to the ongoing COVID-19 pandemic, rising interest rates, cost increases and general inflationary pressure and the associated impacts on our suppliers, customers and partners; the Company’s dependence upon customer renewals; new customer additions and upsell within our subscription business; our reliance upon partners, including data suppliers; competition; and attracting and retaining talent.
P 4


Additional risks include maintaining our culture and our ability to innovate and evolve while operating in a hybrid work environment, with some employees working remotely at least some of the time within a rapidly changing industry, while also avoiding disruption from reductions in our current workforce as well as disruptions resulting from acquisition and divestiture activities. Our international operations are also subject to risks, including war and civil unrest, that may harm the Company’s business. The risk of a significant breach of the confidentiality of the information or the security of our or our customers’, suppliers’, or other partners’ computer systems, or the risk that our current insurance coverage may not be adequate for such a breach, that an insurer might deny coverage for a claim or that such insurance will continue to be available to us on commercially reasonable terms, or at all, could be detrimental to our business, reputation and results of operations. Other business risks include unfavorable publicity and negative public perception about our industry; interruptions or delays in service from data center hosting vendors we rely upon; and our dependence on the continued availability of third-party data hosting and transmission services. Our clients’ ability to use data on our platform could be restricted if the industry’s use of third-party cookies and tracking technology declines due to technology platform changes, regulation or increased user controls. Changes in regulations relating to information collection and use represents a risk, as well as changes in tax laws and regulations that are applied to our customers which could cause enterprise software budget tightening. In addition, third parties may claim that we are infringing their intellectual property or may infringe our intellectual property which could result in competitive injury and / or the incurrence of significant costs and draining of our resources.

For a discussion of these and other risks and uncertainties, please refer to LiveRamp’s Annual Report on Form 10-K for our fiscal year 2022 ended March 31, 2022, and LiveRamp's Quarterly Reports on Form 10-Q issued in fiscal year 2023.

The financial information set forth in this press release reflects estimates based on information available at this time.

LiveRamp assumes no obligation and does not currently intend to update these forward-looking statements.

To automatically receive LiveRamp financial news by email, please visit www.LiveRamp.com and subscribe to email alerts.


For more information, contact:

LiveRamp Investor Relations
Investor.Relations@LiveRamp.com

ERAMP



LiveRampⓇ, RampIDTM, AbilitecⓇ, Safe HavenⓇ and all other LiveRamp marks contained herein are trademarks or service marks of LiveRamp, Inc. All other marks are the property of their respective owners.

P 5


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
For the three months ended December 31,
$ %
2022 2021 Variance Variance
Revenues $ 158,615  $ 140,604  $ 18,011  12.8  %
Cost of revenue 43,287  38,557  4,730  12.3  %
Gross profit 115,328  102,047  13,281  13.0  %
% Gross margin 72.7  % 72.6  %
Operating expenses:
Research and development 43,175  41,870  1,305  3.1  %
Sales and marketing 47,702  46,324  1,378  3.0  %
General and administrative 36,657  27,639  9,018  32.6  %
Gains, losses and other items, net 11,743  —  11,743  NA
Total operating expenses 139,277  115,833  23,444  20.2  %
Loss from operations (23,949) (13,786) (10,163) (73.7) %
% Margin (15.1) % (9.8) %
Total other expense, net (736) (241) (495) (205.4) %
Loss from continuing operations before income taxes (24,685) (14,027) $ (10,658) (76.0) %
Income tax expense 5,835  1,348  $ 4,487  332.9  %
Net loss from continuing operations (30,520) (15,375) $ (15,145) (98.5) %
Earnings from discontinued operations, net of tax 836  —  $ 836  n/a
Net loss $ (29,684) $ (15,375) $ (14,309) (93.1) %
Basic earnings (loss) per share
Continuing operations $ (0.47) $ (0.23) (0.25) (108.9) %
Discontinued operations 0.01  —  0.01  n/a
Basic loss per share $ (0.46) $ (0.23) (0.23) (103.2) %
Diluted earnings (loss) per share
Continuing operations $ (0.47) $ (0.23) (0.25) (108.9) %
Discontinued operations 0.01  —  0.01  n/a
Diluted loss per share $ (0.46) $ (0.23) (0.23) (103.2) %
Basic weighted average shares 64,784  68,190 
Diluted weighted average shares 64,784  68,190 
Totals may not sum due to rounding.
P 6


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
For the nine months ended December 31,
$ %
2022 2021 Variance Variance
Revenues $ 447,957  $ 386,932  $ 61,025  15.8  %
Cost of revenue 126,612  107,951  18,661  17.3  %
Gross profit 321,345  278,981  42,364  15.2  %
% Gross margin 71.7  % 72.1  %
Operating expenses:
Research and development 136,975  112,434  24,541  21.8  %
Sales and marketing 144,931  127,812  17,119  13.4  %
General and administrative 92,519  75,008  17,511  23.3  %
Gains, losses and other items, net 25,593  1,296  24,297  1,874.8  %
Total operating expenses 400,018  316,550  83,468  26.4  %
Loss from operations (78,673) (37,569) (41,104) (109.4) %
% Margin (17.6) % (9.7) %
Total other income, net 2,211  30,510  (28,299) (92.8) %
Loss from continuing operations before income taxes (76,462) (7,059) (69,403) (983.2) %
Income tax expense (benefit) 11,712  (2,618) 14,330  547.4  %
Net loss from continuing operations (88,174) (4,441) (83,733) (1,885.5) %
Earnings from discontinued operations, net of tax 836  —  836  n/a
Net loss $ (87,338) $ (4,441) (82,897) (1,866.6) %
Basic earnings (loss) per share
Continuing operations $ (1.32) $ (0.07) (1.26) (1,927.9) %
Discontinued operations 0.01  —  0.01  n/a
Basic loss per share $ (1.31) $ (0.07) (1.24) (1,908.6) %
Diluted earnings (loss) per share
Continuing operations $ (1.32) $ (0.07) (1.26) (1,927.9) %
Discontinued operations 0.01  —  0.01  n/a
Diluted loss per share $ (1.31) $ (0.07) (1.24) (1,908.6) %
Basic weighted average shares 66,761  68,187 
Diluted weighted average shares 66,761  68,187 
Totals may not sum due to rounding.
P 7


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
(Unaudited)
(Dollars in thousands, except per share amounts)
For the three months ended December 31, For the nine months ended December 31,
2022 2021 2022 2021
Loss from continuing operations before income taxes $ (24,685) $ (14,027) $ (76,462) $ (7,059)
Income tax expense (benefit) 5,835  1,348  11,712  (2,618)
Net loss from continuing operations (30,520) (15,375) (88,174) (4,441)
Earnings from discontinued operations, net of tax 836  —  836  — 
Net loss $ (29,684) $ (15,375) $ (87,338) $ (4,441)
Loss per share:
Basic $ (0.46) $ (0.23) $ (1.31) $ (0.07)
Diluted $ (0.46) $ (0.23) $ (1.31) $ (0.07)
Excluded items:
Purchased intangible asset amortization (cost of revenue) $ 4,209  $ 4,647  $ 13,489  $ 13,904 
Non-cash stock compensation (cost of revenue and operating expenses) 29,624  23,758  81,142  61,475 
Transformation costs (general and administrative) 4,112  —  5,362  — 
Restructuring and merger charges (gains, losses, and other) 11,743  —  25,593  1,296 
Gain on retained profits interest (other income) —  (183) —  (30,235)
Total excluded items, continuing operations 49,688  28,222  125,586  46,440 
Income from continuing operations before income taxes and excluding items 25,003  14,195  49,124  39,381 
Income tax expense (2) 6,468  4,271  12,262  5,124 
Non-GAAP net earnings from continuing operations $ 18,535  $ 9,924  $ 36,862  $ 34,257 
Non-GAAP earnings per share from continuing operations:
Basic $ 0.29  $ 0.15  $ 0.55  $ 0.50 
Diluted $ 0.28  $ 0.14  $ 0.55  $ 0.49 
Basic weighted average shares 64,784  68,190  66,761  68,187 
Diluted weighted average shares 65,356  69,938  67,373  69,626 

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.


(2) Income taxes were calculated by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusting for discrete tax items in the period.  The differences between our GAAP and non-GAAP effective tax rates were primarily due to the net tax effects of the excluded items, coupled with larger pre-tax losses for GAAP purposes versus smaller pre-tax losses or income for non-GAAP purposes.


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LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP INCOME (LOSS) FROM OPERATIONS (1)
(Unaudited)
(Dollars in thousands)
For the three months ended December 31, For the nine months ended December 31,
2022 2021 2022 2021
Loss from continuing operations $ (23,949) $ (13,786) $ (78,673) $ (37,569)
Excluded items:
Purchased intangible asset amortization (cost of revenue) 4,209  4,647  13,489  13,904 
Non-cash stock compensation (cost of revenue and operating expenses) 29,624  23,758  81,142  61,475 
Restructuring and merger charges (gains, losses, and other) 11,743  —  25,593  1,296 
Transformation costs (general and administrative) 4,112  —  5,362  — 
Total excluded items 49,688  28,405  125,586  76,675 
Income from continuing operations before excluded items $ 25,739  $ 14,619  $ 46,913  $ 39,106 


(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

                                                            



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LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED EBITDA (1)
(Unaudited)
(Dollars in thousands)
For the three months ended December 31, For the nine months ended December 31,
2022 2021 2022 2021
Net loss from continuing operations $ (30,520) $ (15,375) $ (88,174) $ (4,441)
Income tax expense (benefit) 5,835  1,348  11,712  (2,618)
Other expense (income) 736  241  (2,211) (30,510)
Loss from operations (23,949) (13,786) (78,673) (37,569)
Depreciation and amortization 5,131  5,827  16,561  18,231 
EBITDA $ (18,818) $ (7,959) $ (62,112) $ (19,338)
Other adjustments:
Non-cash stock compensation (cost of revenue and operating expenses) $ 29,624  $ 23,758  $ 81,142  $ 61,475 
Restructuring and merger charges (gains, losses, and other) 11,743  —  25,593  1,296 
Transformation costs (general and administrative) 4,112  —  5,362  — 
Other adjustments 45,479  23,758  112,097  62,771 
Adjusted EBITDA $ 26,661  $ 15,799  $ 49,985  $ 43,433 


(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.


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LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
December 31, March 31, $ %
2022 2022 Variance Variance
Assets
Current assets:
Cash and cash equivalents $ 453,516  $ 600,162  $ (146,646) (24.4) %
Trade accounts receivable, net 173,409  148,343  25,066  16.9  %
Refundable income taxes, net 27,097  30,354  (3,257) (10.7) %
Other current assets 42,172  36,975  5,197  14.1  %
Total current assets 696,194  815,834  (119,640) (14.7) %
Property and equipment 42,954  45,001  (2,047) (4.5) %
Less - accumulated depreciation and amortization 34,145  33,470  675  2.0  %
Property and equipment, net 8,809  11,531  (2,722) (23.6) %
Intangible assets, net 13,203  26,718  (13,515) (50.6) %
Goodwill 363,129  363,845  (716) (0.2) %
Deferred commissions, net 32,717  30,594  2,123  6.9  %
Other assets, net 52,431  85,214  (32,783) (38.5) %
$ 1,166,483  $ 1,333,736  $ (167,253) (12.5) %
Liabilities and Stockholders' Equity
Current liabilities:
Trade accounts payable $ 83,938  $ 83,197  $ 741  0.9  %
Accrued payroll and related expenses 33,250  39,188  (5,938) (15.2) %
Other accrued expenses 42,394  46,067  (3,673) (8.0) %
Deferred revenue 16,195  16,114  81  0.5  %
Total current liabilities 175,777  184,566  (8,789) (4.8) %
Other liabilities 79,097  86,110  (7,013) (8.1) %
Stockholders' equity:
Preferred stock —  —  —  —  %
Common stock 15,205  14,984  221  1.5  %
Additional paid-in capital 1,810,383  1,721,118  89,265  5.2  %
Retained earnings 1,333,655  1,420,993  (87,338) (6.1) %
Accumulated other comprehensive income 4,182  5,730  (1,548) (27.0) %
Treasury stock, at cost (2,251,816) (2,099,765) (152,051) 7.2  %
Total stockholders' equity 911,609  1,063,060  (151,451) (14.2) %
$ 1,166,483  $ 1,333,736  $ (167,253) (12.5) %

P 11


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
For the three months ended December 31,
2022 2021
Cash flows from operating activities:
Net loss $ (29,684) $ (15,375)
Earnings from discontinued operations (836) — 
Non-cash operating activities:
Depreciation and amortization 5,131  5,827 
Loss on disposal or impairment of assets 4,124  — 
Lease impairments 5,940  — 
Provision for doubtful accounts 613  1,845 
Deferred income taxes (14) 315 
Non-cash stock compensation expense 29,624  23,758 
Changes in operating assets and liabilities:
Accounts receivable, net (15,722) (27,803)
Deferred commissions (1,203) (1,495)
Other assets (7,372) (1,331)
Accounts payable and other liabilities 20,168  34,358 
Income taxes, net 5,454  1,630 
Deferred revenue (453) 3,927 
Net cash provided by operating activities 15,770  25,473 
Cash flows from investing activities:
Capital expenditures (179) (1,316)
Proceeds from sales of assets —  — 
Proceeds from sale of strategic investment —  — 
Cash paid in acquisitions, net of cash received —  (2,008)
Distribution from retained profits interest —  184 
Purchases of investments (3,000) — 
Proceeds from investments 3,000  — 
Purchases of strategic investments (500) — 
Net cash used in investing activities (679) (3,140)
Cash flows from financing activities:
Proceeds related to the issuance of common stock under stock and employee benefit plans 1,664  1,905 
Shares repurchased for tax withholdings upon vesting of stock-based awards (764) (1,674)
Acquisition of treasury stock (49,906) (5,147)
Net cash used in financing activities (49,006) (4,916)
P 12


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
For the three months ended December 31,
2022 2021
Cash flows from discontinued operations:
From operating activities 836  — 
Net cash provided by discontinued operations 836  — 
Effect of exchange rate changes on cash 993  (48)
Net change in cash and cash equivalents (32,086) 17,369 
Cash and cash equivalents at beginning of period 485,602  544,321 
Cash and cash equivalents at end of period $ 453,516  $ 561,690 
Supplemental cash flow information:
Cash paid (received) for income taxes, net $ (751) $ (246)
Operating lease assets obtained in exchange for operating lease liabilities $ —  $ 17,211 
Purchases of property, plant and equipment remaining unpaid at period end $ 77  $ 353 

P 13


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
For the nine months ended December 31,
2022 2021
Cash flows from operating activities:
Net loss $ (87,338) $ (4,441)
Earnings from discontinued operations (836) — 
Non-cash operating activities:
Depreciation and amortization 16,561  18,231 
Loss on disposal or impairment of assets 4,121  142 
Lease impairments 18,165  — 
Gain on sale of strategic investments (194) — 
Gain on distribution from retained profits interest —  (30,235)
Provision for doubtful accounts 1,728  3,127 
Deferred income taxes 204  (456)
Non-cash stock compensation expense 81,142  61,475 
Changes in operating assets and liabilities:
Accounts receivable, net (27,171) (45,876)
Deferred commissions (2,123) (6,864)
Other assets 1,588  22,077 
Accounts payable and other liabilities (9,309) (2,471)
Income taxes, net 6,967  998 
Deferred revenue 271  3,426 
Net cash provided by operating activities 3,776  19,133 
Cash flows from investing activities:
Capital expenditures (4,593) (2,619)
Proceeds from sale of strategic investment 400  — 
Cash paid in acquisitions, net of cash received —  (10,376)
Distribution from retained profits interest —  31,184 
Purchases of investments (3,000) — 
Proceeds from investments 3,000  — 
Purchases of strategic investments (500) — 
Net cash provided by (used in) investing activities (4,693) 18,189 
Cash flows from financing activities:
Proceeds related to the issuance of common stock under stock and employee benefit plans 6,255  6,183 
Shares repurchased for tax withholdings upon vesting of stock-based awards (2,054) (14,216)
Acquisition of treasury stock (149,997) (49,224)
Net cash used in financing activities (145,796) (57,257)
P 14


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
For the nine months ended December 31,
2022 2021
Cash flows from discontinued operations:
From operating activities 836  — 
Net cash provided by discontinued operations 836  — 
Effect of exchange rate changes on cash (769) (62)
Net change in cash and cash equivalents (146,646) (19,997)
Cash and cash equivalents at beginning of period 600,162  581,687 
Cash and cash equivalents at end of period $ 453,516  $ 561,690 
Supplemental cash flow information:
Cash paid (received) for income taxes, net $ 3,418  $ (2,815)
Operating lease assets obtained in exchange for operating lease liabilities $ —  $ 52,902 
Purchases of property, plant and equipment remaining unpaid at period end $ 77  $ 353 
P 15


LIVERAMP HOLDINGS, INC AND SUBSIDIARIES
CALCULATION OF FREE CASH FLOW TO EQUITY (1)
(Unaudited)
(Dollars in thousands)
6/30/2021 9/30/2021 12/31/2021 3/31/2022 FY2022 6/30/2022 9/30/2022 12/31/2022 FY2023
Net Cash Provided by (Used in) Operating Activities $ (17,241) $ 10,901  $ 25,473  $ 58,944  $ 78,077  $ (33,369) $ 21,375  $ 15,770  $ 3,776 
Less:
Capital expenditures (427) (876) (1,316) (1,880) (4,499) (1,741) (2,673) (179) (4,593)
Free Cash Flow to Equity $ (17,668) $ 10,025  $ 24,157  $ 57,064  $ 73,578  $ (35,110) $ 18,702  $ 15,591  $ (817)


(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

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LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
FY23 to FY22
6/30/2021 9/30/2021 12/31/2021 3/31/2022 FY2022 6/30/2022 9/30/2022 12/31/2022 FY2023 % $
Revenues $ 119,038  $ 127,290  $ 140,604  $ 141,725  $ 528,657  $ 142,243  $ 147,099  $ 158,615  $ 447,957  12.8  % $ 18,011 
Cost of revenue 34,315  35,079  38,557  39,476  147,427  41,021  42,304  43,287  126,612  12.3  % 4,730 
Gross profit 84,723  92,211  102,047  102,249  381,230  101,222  104,795  115,328  321,345  13.0  % 13,281 
% Gross margin 71.2  % 72.4  % 72.6  % 72.1  % 72.1  % 71.2  % 71.2  % 72.7  % 71.7  %
Operating expenses
Research and development 34,776  35,788  41,870  45,501  157,935  47,661  46,139  43,175  136,975  3.1  % 1,305 
Sales and marketing 41,979  39,509  46,324  54,951  182,763  51,280  45,949  47,702  144,931  3.0  % 1,378 
General and administrative 24,291  23,078  27,639  29,583  104,591  27,144  28,718  36,657  92,519  32.6  % 9,018 
Gains, losses and other items, net 1,278  18  —  183  1,479  739  13,111  11,743  25,593  NA 11,743 
Total operating expenses 102,324  98,393  115,833  130,218  446,768  126,824  133,917  139,277  400,018  20.2  % 23,444 
Loss from operations (17,601) (6,182) (13,786) (27,969) (65,538) (25,602) (29,122) (23,949) (78,673) (73.7) % (10,163)
% Margin (14.8) % (4.9) % (9.8) % (19.7) % (12.4) % (18.0) % (19.8) % (15.1) % (17.6) %
Total other income (expense), net 30,601  150  (241) (47) 30,463  699  2,248  (736) 2,211  (205.4) % (495)
Loss before income taxes 13,000  (6,032) (14,027) (28,016) (35,075) (24,903) (26,874) (24,685) (76,462) (76.0) % (10,658)
Income taxes expense (benefit) (4,365) 399  1,348  1,376  (1,242) 2,315  3,562  5,835  11,712  332.9  % 4,487 
Net loss from continuing operations 17,365  (6,431) (15,375) (29,392) (33,833) (27,218) (30,436) (30,520) (88,174) (98.5) % $ (15,145)
Earnings from discontinued operations, net of tax —  —  —  —  —  —  —  836  836  —  % $ 836 
Net earnings (loss) $ 17,365  $ (6,431) $ (15,375) $ (29,392) $ (33,833) $ (27,218) $ (30,436) $ (29,684) $ (87,338) (93.1) % $ (14,309)
Diluted earnings (loss) per share $ 0.25  $ (0.09) $ (0.23) $ (0.43) $ (0.50) $ (0.40) (0.45) (0.46) (1.31) (103.2) % $ (0.23)
Some earnings (loss) per share amounts may not add due to rounding.
P 17



P 18


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
(Unaudited)
(Dollars in thousands, except per share amounts)
6/30/2021 9/30/2021 12/31/2021 3/31/2022 FY2022 6/30/2022 9/30/2022 12/31/2022 FY2023
Income (loss) before income taxes $ 13,000  $ (6,032) $ (14,027) $ (28,016) $ (35,075) $ (24,903) (26,874) (24,685) (76,462)
Income taxes (benefit) (4,365) 399  1,348  1,376  (1,242) 2,315  3,562  5,835  11,712 
Net earnings (loss) 17,365  (6,431) (15,375) (29,392) (33,833) (27,218) (30,436) (30,520) (88,174)
Earnings from discontinued operations, net of tax —  —  —  —  —  —  —  836  836 
Net earnings (loss) 17,365  (6,431) (15,375) (29,392) (33,833) (27,218) (30,436) (29,684) (87,338)
Earnings (loss) per share:
Basic $ 0.25  $ (0.09) $ (0.23) $ (0.43) $ (0.50) $ (0.40) (0.45) (0.46) (1.31)
Diluted $ 0.25  $ (0.09) $ (0.23) $ (0.43) $ (0.50) $ (0.40) (0.45) (0.46) (1.31)
Excluded items:
Purchased intangible asset amortization (cost of revenue) 4,645  4,612  4,647  4,807  18,711  4,643  4,637  4,209  13,489 
Non-cash stock compensation (cost of revenue and operating expenses) 18,496  19,221  23,758  25,782  87,257  24,225  27,293  29,624  81,142 
Restructuring and merger charges (gains, losses, and other) 1,278  18  —  183  1,479  739  13,111  11,743  25,593 
Transformation costs (general and administrative) —  —  —  —  —  —  1,250  4,112  5,362 
Gain on retained profits interest (other income) (30,052) —  (183) —  (30,235) —  —  —  — 
 Total excluded items $ (5,633) $ 23,851  $ 28,222  $ 30,772  $ 77,212  $ 29,607  $ 46,291  $ 49,688  $ 125,586 
Income before income taxes and excluding items $ 7,367  $ 17,819  $ 14,195  $ 2,756  $ 42,137  $ 4,704  $ 19,417  $ 25,003  $ 49,124 
Income taxes expense (benefit) 865  (12) 4,271  3,391  8,515  1,237  4,557  6,468  12,262 
Non-GAAP net earnings (loss) $ 6,502  $ 17,831  $ 9,924  $ (635) $ 33,622  $ 3,467  $ 14,860  $ 18,535  $ 36,862 
P 19


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
(Unaudited)
(Dollars in thousands, except per share amounts)
6/30/2021 9/30/2021 12/31/2021 3/31/2022 FY2022 6/30/2022 9/30/2022 12/31/2022 FY2023
Non-GAAP earnings (loss) per share:
Basic $ 0.10  $ 0.26  $ 0.15  $ (0.01) $ 0.49  $ 0.05  $ 0.22  $ 0.29  $ 0.55 
Diluted $ 0.09  $ 0.26  $ 0.14  $ (0.01) $ 0.48  $ 0.05  $ 0.22  $ 0.28  $ 0.55 
Basic weighted average shares 68,328  68,042  68,190  68,283  68,211  68,403  67,096  64,784  66,761 
Diluted weighted average shares 69,605  69,333  69,938  68,283  69,560  69,195  67,568  65,356  67,373 
Some totals may not add due to rounding
(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.


P 20


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EXPENSES (1)
(Unaudited)
(Dollars in thousands)
6/30/2021 9/30/2021 12/31/2021 3/31/2022 FY2022 6/30/2022 9/30/2022 12/31/2022 FY2023
Expenses:
Cost of revenue $ 34,315  $ 35,079  $ 38,557  $ 39,476  $ 147,427  $ 41,021  $ 42,304  $ 43,287  $ 126,612 
Research and development 34,776  35,788  41,870  45,501  157,935  47,661  46,139  43,175  136,975 
Sales and marketing 41,979  39,509  46,324  54,951  182,763  51,280  45,949  47,702  144,931 
General and administrative 24,291  23,078  27,639  29,583  104,591  27,144  28,718  36,657  92,519 
Gains, losses and other items, net 1,278  18  —  183  1,479  739  13,111  11,743  25,593 
Gross profit: 84,723  92,211  102,047  102,249  381,230  101,222  104,795  115,328  321,345 
% Gross margin 71.2  % 72.4  % 72.6  % 72.1  % 72.1  % 71.2  % 71.2  % 72.7  % 71.7  %
Excluded items:
Purchased intangible asset amortization (cost of revenue) 4,645  4,612  4,647  4,807  18,711  4,643  4,637  4,209  13,489 
Non-cash stock compensation (cost of revenue) 790  948  1,168  1,205  4,111  1,163  1,293  1,208  3,664 
Non-cash stock compensation (research and development) 5,348  7,184  9,264  10,316  32,112  11,656  12,360  10,654  34,670 
Non-cash stock compensation (sales and marketing) 6,793  6,749  7,329  7,715  28,586  5,884  6,116  5,871  17,871 
Non-cash stock compensation (general and administrative) 5,565  4,340  5,997  6,546  22,448  5,522  7,524  11,891  24,937 
Restructuring and merger charges (gains, losses, and other) 1,278  18  —  183  1,479  739  13,111  11,743  25,593 
Transformation costs (general and administrative) —  —  —  —  —  —  1,250  4,112  5,362 
Gain on retained profits interest (other income) $ (30,052) $ —  $ (183) $ —  (30,235) —  —  — 
Total excluded items $ (5,633) $ 23,851  $ 28,222  $ 30,772  $ 77,212  $ 29,607  $ 46,291  $ 49,688  $ 125,586 
P 21


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EXPENSES (1) (Continued)
(Unaudited)
(Dollars in thousands)
6/30/2021 9/30/2021 12/31/2021 3/31/2022 FY2022 6/30/2022 9/30/2022 12/31/2022 FY2023
Expenses, excluding items:
Cost of revenue $ 28,880  $ 29,519  $ 32,742  $ 33,464  $ 124,605  $ 35,215  $ 36,374  $ 37,870  $ 109,459 
Research and development 29,428  28,604  32,606  35,185  125,823  36,005  33,779  32,521  102,305 
Sales and marketing 35,186  32,760  38,995  47,236  154,177  45,396  39,833  41,831  127,060 
General and administrative 18,726  18,738  21,642  23,037  82,143  21,622  19,944  20,654  62,220 
Gross profit, excluding items: $ 90,158  $ 97,771  $ 107,862  $ 108,261  $ 404,052  $ 107,028  $ 110,725  $ 120,745  $ 338,498 
% Gross margin 75.7  % 76.8  % 76.7  % 76.4  % 76.4  % 75.2  % 75.3  % 76.1  % 75.6  %

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.



P 22


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP OPERATING INCOME(LOSS) GUIDANCE (1)
(Unaudited)
(Dollars in thousands)
 For the quarter ending For the year ending
March 31, 2023 March 31, 2023
Low High Low High
GAAP loss from operations $ (26,000) $ (23,000) $ (105,000) $ (102,000)
Excluded items:
Purchased intangible asset amortization 3,000  3,000  17,000  17,000 
Non-cash stock compensation 22,000  22,000  103,000  103,000 
Restructuring costs 10,000  10,000  36,000  36,000 
Transformation costs 4,000  4,000  9,000  9,000 
Total excluded items 39,000  39,000  165,000  165,000 
Non-GAAP income from operations $ 13,000  $ 16,000  $ 60,000  $ 63,000 

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.




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APPENDIX A

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
Q2 FISCAL 2023 FINANCIAL RESULTS
EXPLANATION OF NON-GAAP MEASURES AND OTHER KEY METRICS

To supplement our financial results, we use non-GAAP measures which exclude certain acquisition related expenses, non-cash stock compensation and restructuring charges. We believe these measures are helpful in understanding our past performance and our future results. Our non-GAAP financial measures and schedules are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated GAAP financial statements. Our management regularly uses these non-GAAP financial measures internally to understand, manage and evaluate our business and to make operating decisions. These measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is also based in part on the performance of our business based on these non-GAAP measures.
 
Our non-GAAP financial measures, including non-GAAP earnings (loss) per share, income (loss) from operations and adjusted EBITDA reflect adjustments based on the following items, as well as the related income tax effects when applicable:
 
Purchased intangible asset amortization: We incur amortization of purchased intangibles in connection with our acquisitions. Purchased intangibles include (i) developed technology, (ii) customer and publisher relationships, and (iii) trade names. We expect to amortize for accounting purposes the fair value of the purchased intangibles based on the pattern in which the economic benefits of the intangible assets will be consumed as revenue is generated. Although the intangible assets generate revenue for us, we exclude this item because this expense is non-cash in nature and because we believe the non-GAAP financial measures excluding this item provide meaningful supplemental information regarding our operational performance.
 
Non-cash stock compensation: Non-cash stock compensation consists of charges for associate restricted stock units, performance shares and stock options in accordance with current GAAP related to stock-based compensation including expense associated with stock-based compensation related to unvested options assumed in connection with our acquisitions. As we apply stock-based compensation standards, we believe that it is useful to investors to understand the impact of the application of these standards to our operational performance. Although stock-based compensation expense is calculated in accordance with current GAAP and constitutes an ongoing and recurring expense, such expense is excluded from non-GAAP results because it is not an expense that typically requires or will require cash settlement by us and because such expense is not used by us to assess the core profitability of our business operations.
 
Restructuring charges: During the past several years, we have initiated certain restructuring activities in order to align our costs in connection with both our operating plans and our business strategies based on then-current economic conditions. As a result, we recognized costs related to termination benefits for employees whose positions were eliminated, lease and other contract termination charges, and leasehold improvement write offs. These items, reported as gains, losses, and other items, net, are excluded from non-GAAP results because such amounts are not used by us to assess the core profitability of our business operations.
 
Transformation costs: In previous years, we incurred significant expenses to separate the financial statements of our operating segments, with particular focus on segment-level balance sheets, and to evaluate portfolio priorities. Our criteria for excluding transformation expenses from our non-GAAP measures is as follows: 1) projects are discrete in nature; 2) excluded expenses consist only of third-party consulting fees that we would not incur otherwise; and 3) we do not exclude employee related expenses or other costs associated with the ongoing operations of our business. We substantially completed those projects during the third quarter of fiscal year 2018. Beginning in the fourth quarter of fiscal 2018, and through most of fiscal 2019, we incurred transaction support expenses and system separation costs related to the Company's announced evaluation of strategic options for its Marketing Solutions (AMS) business. In the first and second quarters of fiscal 2021 in response to the potential COVID-19 pandemic impact on our business and again during fiscal 2023 in response to macroeconomic conditions, we incurred significant costs associated with the assessment of strategic and operating plans, including our long-term location strategy, and assistance in implementing the restructuring activities as a result of this assessment.
P 24


Our criteria for excluding these costs are the same. We believe excluding these items from our non-GAAP financial measures is useful for investors and provides meaningful supplemental information.
 
Our non-GAAP financial schedules are:
 
Non-GAAP EPS, Non-GAAP Income from Operations, and Non-GAAP expenses: Our Non-GAAP earnings per share, Non-GAAP income from operations, and Non-GAAP expenses reflect adjustments as described above, as well as the related tax effects where applicable.
 
Adjusted EBITDA: Adjusted EBITDA is defined as net income from continuing operations before income taxes, other expenses, depreciation and amortization, and including adjustments as described above. We use Adjusted EBITDA to measure our performance from period to period both at the consolidated level as well as within our operating segments and to compare our results to those of our competitors. We believe that the inclusion of Adjusted EBITDA provides useful supplementary information to and facilitates analysis by investors in evaluating the Company's performance and trends. The presentation of Adjusted EBITDA is not meant to be considered in isolation or as an alternative to net earnings as an indicator of our performance.
 
Free Cash Flow to Equity: To supplement our statement of cash flows, we use a non-GAAP measure of cash flow to analyze cash flows generated from operations. Free cash flow to equity is defined as operating cash flow less cash used by investing activities (excluding the impact of cash paid in acquisitions), less required payments of debt, and excluding the impact of discontinued operations. Management believes that this measure of cash flow is meaningful since it represents the amount of money available from continuing operations for the Company's discretionary spending after funding all required obligations including scheduled debt payments. The presentation of non-GAAP free cash flow to equity is not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.


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