Q2 Adjusted EBITDA of $2.1 million, an
increase of 571.1% year over year
Company to Hold First Quarterly Conference
Call Today, August 6, 2015, at 12 p.m. ET
Perk.com Inc. (TSX: PER) (“Perk” or “the Company”)
(formerly Mira VI Acquisition Corp. (“Mira VI”)), a leading
cloud-based mobile rewards platform provider, today reported
operating and financial results of its wholly owned subsidiary
Perk.com US Inc. (“Perk US”) for the second quarter and six month
period ended June 30, 2015. Unless otherwise noted, all amounts are
in US dollars. This press release and related financial statements
report the operating results of Perk.com US Inc. for the second
quarter and six month period ended June 30, 2015.
Corporate Activity
- In June 2015, Perk US raised a total of
CDN $25 million (approximately US $20.0 million) in a private
placement financing which funds were placed in escrow. Canaccord
Genuity Corp. and Beacon Securities Limited served as lead agents
in a syndicate including Cormark Securities and Haywood Securities
in connection with the private placement.
- Subsequent to the end of the quarter,
on July 10, 2015, the Company completed a reverse takeover
transaction which included the following:
- the merger of Mira VI SubCo Inc., into
Perk.com Inc. (a Delaware corporation) (“Former Perk US”) which
merged entity was renamed Perk.com US Inc. and became a
wholly-owned subsidiary of Perk.
- the issuance of securities by Perk to
holders of securities of Former Perk US
- the consolidation of Mira VI shares on
a 41.6667 to 1 basis
- the release from escrow of the private
placement funds
- Mira VI changing its name to Perk.com
Inc.
A complete description of the reverse takeover transaction is
found in the Filing Statement available at www.sedar.com.
- On July 15, 2015, the Company’s common
shares commenced trading on the Toronto Stock Exchange under the
symbol “PER”.
2015 Second Quarter Highlights (all
comparisons to the same prior year period)
- Total revenue increased 263% to $12.4
million for the second quarter 2015
- Gross Profit was $5.8 million, or 46.3%
of total revenue
- Net income was approximately $1.3
million
- Adjusted EBITDA of $2.1 million,
compared to $0.3 million
- Acquired Tsavo Mobile Web to extend
Perk US’s rewards platform
- Completed private placement transaction
in escrow for total gross proceeds of $20.2 million
2015 Year-to-Date Highlights (all
comparisons to the same prior year period)
- Total revenue increased 265% to $18.3
million for the six months ended June 30, 2015
- Gross Profit was $8.0 million, or 43.7%
of total revenue
- Net income was approximately $0.8
million
- Adjusted EBITDA of $1.7 million,
compared to a Adjusted EBITDA loss of $0.1 million
- As of June 30, 2015, there have been
over 5 million installations of Perk apps and users have redeemed
more than 13 billion points totaling more than $13 million in Perk
Rewards paid.
Ted Hastings, Chief Executive Officer of Perk commented, “We
were pleased to complete the merger and commence trading as a
public company in July and equally pleased that during a period of
intense administrative effort to complete the listing we were able
to exceed our revenue and EBITDA expectations. This has been a
landmark period for Perk, and we believe that the completion of our
recent financing has our Company in an ideal position to accelerate
our expansion. We believe this is the beginning of a strong period
of growth for Perk, as we have implemented several key initiatives
that have already begun widening our customer base and expanding
the daily use of our mobile rewards platform. We offer a unique
value proposition, as our customers are rewarded for their everyday
mobile and internet use. In the months ahead, we will continue to
focus efforts on growing the Company through the expansion of our
Appsaholic and Perk apps customer base, development of new apps,
expanding our rewards platform, as well as seeking opportunities
for strategic partnerships and acquisitions. We are thrilled to
begin the third quarter as a TSX listed company and are confident
that the positive momentum started in the first half of the year
will continue for the remainder of 2015.”
Acquisition Activity
- On April 17th, 2015, Perk US’s wholly
owned subsidiary, Perk.com Canada Inc. acquired the active business
assets and certain liabilities of Tsavo Mobile Web (“Tsavo”), a
division of Orion Foundry (Canada) Inc. (“Orion”). As consideration
for the acquisition, the Company is required to pay the Vendor 50%
of the EBITDA generated from the Tsavo assets, on a quarterly
basis, until April 17, 2018, subject to a minimum of $2 million in
cumulative payments over the 3 year term.
- The acquisition includes a publishing
and analysis platform, a suite of mobile apps targeting the new and
expecting mom audience as well as provides access to infrastructure
assets that can be integrated into Perk US’s rewards model and
Appsaholic SDK.
- The results of the acquisition have
been included in the Perk operating results since April 17th, 2015.
Had the acquisition occurred on January 1, 2015, the Company’s
proforma revenues for the three and six month ended June 30, 2015
would have been approximately $13.4 million and $23.7 million
respectively.
2015 Second Quarter Financial and
Operational Review
- Total revenue for the second quarter of
2015 was approximately $12.4 million, representing a 263% increase
over total revenue of approximately $3.4 million for the prior year
period. Excluding revenues from Tsavo, Perk’s advertising revenue
increased 147% to $8.4 million, compared to $3.4 million for the
second quarter 2014. The increase in advertising revenues was the
result of several factors, which include an increase in users, an
increase in the number of apps launched, and the use of those apps,
an increase in the amount of advertising inventory available and an
increase in monetization opportunities available from Perk US’s
apps during the period.
- Perk US reported cost of sales, which
is comprised of the costs of the rewards provided to users,
platform fees, and revenue sharing commissions, for the three
months ended June 30, 2015 of approximately $6.7 million, compared
to $1.2 million in the second quarter of 2014. Excluding Tsavo’s
results, cost of sales increased by $2.7 million to $3.9 million
from the second quarter of 2014. The increase in costs is a result
of increase in number of apps launched, an increase in overall app
usage, which resulted in an increase in rewards paid out to
users.
- Gross profit for the three months ended
June 30, 2015 was approximately $5.8 million, compared to
approximately $2.3 million for the second quarter 2014.
- Net income for the three months ended
June 30, 2015 was approximately $1.3 million compared to a net
income of approximately $0.2 million for same period of the prior
year.
- Adjusted Earnings Before Interest,
Taxes, Depreciation and Amortization (“Adjusted EBITDA”) was
approximately $2.1 million for the three months ended June 30,
2015, representing an increase of approximately $1.8 million, as
compared to $0.3 million Adjusted EBITDA generated in the three
months ended June 30, 2014. A table reconciling Adjusted EBITDA to
net income can be found at the end of this release.
2015 Year-to-Date Financial and
Operational Review
- Total revenue for the six months ended
June 30, 2015 was approximately $18.3 million, representing a 265%
increase over total revenue of approximately $5.0 million for the
prior year period. Perk US’s revenue, excluding revenues generated
by the Tsavo assets, increased 185.6% to $14.3 million.
- Perk US reported cost of sales for the
six months ended June 30, 2015 of approximately $10.3 million
compared to $1.4 million for the prior year period. Excluding
results from Tsavo, cost of sales increased to $7.5 million for the
six months ended June 30, 2015 from $1.4 million in the prior year
period.
- Gross Profit for the six months ended
June 30, 2015 was approximately $8.0 million, compared to
approximately $3.6 million for the prior year period.
- Net income for the six months ended
June 30, 2015 was approximately $0.8 million compared to a net loss
of approximately $0.1 million for same period of the prior
year.
- For the six months ended June 30, 2015,
Adjusted Earnings Before Interest, Taxes, Depreciation and
Amortization (“Adjusted EBITDA”) was approximately $1.7 million, as
compared to a loss of $54,000 Adjusted EBITDA in the same six
months ended of the prior year.
- In January 2015, Perk US launched
Appsaholic, its software development kit (“SDK”) platform. The SDK
platform allows third party mobile apps and websites to utilize
Perk rewards to attract new users and increase consumers’
engagement.
Balance Sheet Summary
- Perk US had cash of approximately $3.4
million at June 30, 2015 compared with approximately $2.3 million
at December 31, 2014. At June 30, 2015, shareholders’ equity was
approximately $6.3 million, compared to approximately $2.8 million,
at December 31, 2014.
- Subsequent to June 30, 2015, Perk US
received C$25 million (approximately US$20.2 million) in gross
proceeds from its previously announced Private Placement.
Conference Call Details
Date/Time: Thursday, August 6, 2015, at 12 p.m. ETLive
Participant Dial-In (Toll-Free US & Canada): 877-407-9711Live
Participant Dial-In (International): 412-902-1014
Webcast
The call will also be simultaneously webcast over the Internet
via the “Investor Relations” section of Perk’s website at
ir.perk.com or by clicking on the conference call link:
http://perk.equisolvewebcast.com/q2-2015
About Perk.com Inc.
Perk provides a rewards platform targeting consumers primarily
by rewards for people's every day mobile and internet activities.
Perk offers Perk Points, a digital reward, which can be redeemed
for gift cards and cash. Members can earn Perk Points through a
wide variety of activities including shopping, watching videos, and
playing social games.
Perk currently owns and operates 12 mobile applications allowing
members to earn Perk Points. Perk also operates numerous owned
websites. In addition to offering Perk Points through its own
mobile applications and websites, Perk launched its Appsaholic
Software Development Kit which allows mobile and desktop publishers
to reward their users with rewards, such as gift cards, for
engaging with the publisher's applications and websites.
Additional information about Perk.com Inc. can be found at the
Company’s corporate website: www.ir.perk.com.
Financial Information
A copy of Perk’s Quarterly Report which includes the Company’s
consolidated financial statements and Management’s Discussion &
Analysis, will be available upon filing via the Canadian Securities
Administrators’ website at www.sedar.com under the Document Type
“Financial Statements of RTO Acquirer” or through the Company’s
website at www.ir.perk.com.
Non-IFRS Measures
The Company defines Adjusted EBITDA as net income (loss) from
operations before: (a) depreciation of property and equipment and
amortization of intangible assets; (b) share-based compensation,
and (c) other charges, net. Management uses Adjusted EBITDA as a
measure of the Company's operating performance because it provides
information related to the Company's ability to provide operating
cash flows for acquisitions, capital expenditures and working
capital requirements. The Company also believes that analysts and
investors use Adjusted EBITDA as a supplemental measure to evaluate
the overall operating performance of companies in its industry.
Adjusted EBITDA should be used in addition to and in conjunction
with the results presented in the Company’s consolidated financial
statements prepared in accordance with IFRS. Management strongly
encourages investors to review the Company's financial statements
in their entirety and to not rely on any single financial measure.
Because non-IFRS financial measures are not standardized, it may
not be possible to compare these financial measures with other
companies' non-IFRS financial measures having the same or similar
names.
Cautionary Statement Regarding Forward
Looking Statements
This press release contains forward-looking statements,
including with respect to Perk’s business, Perk’s ability to grow
its active consumer base; the proposed used of proceeds with
respect to the funds raised from the private placement; user and
advertiser engagement; Perk’s ability to establish new marketing
partnerships; Perk’s ability to expand into new markets; and Perk’s
ability to acquire and integrate new businesses and technologies.
Such forward-looking statements reflect Perk’s expectations about
its future operating results, performance and opportunities that
involve substantial risks and uncertainties. These statements
include but are not limited to statements regarding the intended
terms of the offering and the closing of the offering. When used
herein, the words "anticipate", "believe", "estimate", "upcoming",
"plan", "target", "intend" and "expect" and similar expressions, as
they relate to Perk or its management, are intended to identify
such forward-looking statements. These forward-looking statements
are based on information currently available to Perk and are
subject to a number of risks, uncertainties, and other factors that
could cause Perk’s actual results, performance, prospects, and
opportunities to differ materially from those expressed in, or
implied by, these forward-looking statements, including, but not
limited to: maintenance by Perk of relationships with advertising
network providers; maintenance by Perk of its agreement with
Yahoo!; successful development of the “Perk” brand; Perk’s ability
to keep up with rapid technological developments in Perk’s markets;
Perk’s ability to avoid defects in products and services delivered
by Perk; Perk’s ability to attract app and website developers to
its Appsaholic SDK; Perk’s ability to successfully enter new
business areas and geographic markets; success of new products
developed by Perk and Perk’s ability to retain key members of its
management team.
Perk.com US Inc.
Condensed Consolidated Statements Of Operations And Comprehensive
Income (Loss) Three and Six Months Ended June 30, 2015 and 2014 (In
thousands of US Dollars, except for share data)
Three Months
ended June 30
Six Months ended
June 30
2015
2014
2015
2014
Revenue
$
12,429
$
3,423
$
18,324
$
5,020
Cost of sales 6,673 1,166
10,315 1,398
Gross profit
5,756 2,257
8,009 3,622
Expenses Employee
compensation and benefits
2,016 628
3,163 1,167
Marketing and user acquisition
565 919
1,267 1,819
General and administrative
1,098 397
1,964 700
Depreciation of property and equipment
53 13
69 24
Amortization of intangible assets
285 -
288 -
4,017
1,957
6,751 3,710
Income (loss) from operations
1,739
300
1,258 (88 )
Foreign exchange loss
3 -
2 - Other income
-
(10 )
(3 ) (14 ) Gain on revaluation of forward
exchange contract
(213 ) -
(213 ) -
Finance cost
258 -
325 -
Income before income taxes
1,691 310
1,147
(74 ) Income tax expense (recovery) Current
92 129
92 (2 ) Deferred
296
-
296 -
388 129
388
(2 )
Net income (loss) from continuing operations
1,303 181
759 (72 )
Discontinued
operation Income (loss) for the period from discontinued
operation
net of tax
- 15
- (30 )
Net
income (loss) for the period 1,303
196
759 (102 ) Net income
(loss) attributable to non-controlling interest
- 5
3
6 Net income (loss) attributable to the shareholders of the Company
1,303 191
756
(108 )
Other comprehensive income (loss) for
items to be reclassified to net income or loss in subsequent
periods
Foreign currency translation adjustment
(14 )
63
(18 ) 8
Total comprehensive income (loss) for the period
$
1,289
$
254
$
738
$
(100
)
Perk.com US Inc. Unaudited Condensed
Consolidated Balance Sheets June 30, 2015 and December 31, 2014 (In
thousands of US Dollars)
Assets June 30, 2015 December 31, 2014 Current assets Cash $
3,438 $ 2,273 Trade receivables
11,062 6,423 Prepaid
expenses and other current assets
1,185 246 Income tax
receivable
579 533 Forward exchange contract
213
-
16,477 9,475 Non-current assets Restricted
marketable securities
881 - Property and equipment
632 164 Intangible assets
4,715 100 Goodwill
1,067 - $
23,772 $ 9,739
Liabilities Current liabilities Bank credit facility
3,205 2,696 Trade and other payables
6,582 788
Unredeemed rewards liability
484 240 Current portion of
loans and borrowings
2,340 2,298 Current portion of deferred
lease inducements
7 - Income taxes payable
143
90
12,761 6,112 Non-current liabilities Loans and
borrowings
311 - Provisions
2,873 - Deferred tax
liabilities
1,424 805 Deferred lease inducements
54
33
17,423 6,950
Shareholders’
equity Share capital
4,215 1,357 Contributed surplus
91 32 Accumulated other comprehensive income (loss)
(9 ) 9 Retained earnings
2,052 1,365
6,349 2,763 Non-controlling interest
-
26 $
23,772
$ 9,739
Perk.com US Inc. Reconciliation of Net
Income to Adjusted EBITDA Three and Six Months Ended June 30, 2015
and 2014 (In thousands of US Dollars)
Three months endedJune 30,
Six months endedJune 30,
2015 2014
2015 2014
Income (loss)
from operations
$
1,739
300
$
1,258
(88 ) Share-based compensation
57 5
63 10
Depreciation of property and equipment
53 13
69 24
Amortization of intangible assets
285 -
288 -
Adjusted EBITDA
$
2,134
$
318
$
1,678
$
(54
)
View source
version on businesswire.com: http://www.businesswire.com/news/home/20150806005138/en/
Perk.com Inc.Ted
HastingsChief Executive Officerted@perk.comorJeff CollinsChief
Financial Officerjeff@perk.comorInvestor Relations:The Equity Group Inc.Adam Prior,
212-836-9606Senior Vice Presidentaprior@equityny.comorTerry Downs,
212-836-9615Associatetdowns@equityny.com
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