qnst-8k_20200805.htm
false 0001117297 0001117297 2020-08-05 2020-08-05

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): August 5, 2020

 

QUINSTREET, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-34628

 

77-0512121

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

950 Tower Lane, 6th Floor

Foster City, CA 94404

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (650) 578-7700

 

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, par value $0.001 per share

 

QNST

 

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

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.  

 

 

 


 

Item 2.02. Results of Operations and Financial Condition.

On August 5, 2020, QuinStreet, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the fourth quarter ended June 30, 2020. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

The information furnished under Item 2.02 of this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into the Company’s filings with the SEC under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibit

 

Exhibit

Number

  

Description

 

 

99.1

  

Press release dated August 5, 2020.

104

  

Cover Page Interactive Data File, formatted in Inline XBRL and included as 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.

 

 

QUINSTREET, INC.

 

 

 

 

Dated: August 5, 2020

By:

 

/s/ Gregory Wong

 

 

 

Gregory Wong

 

 

 

Chief Financial Officer

 

 

qnst-ex991_6.htm

 

Exhibit 99.1

 

QuinStreet Reports Fourth Quarter and Fiscal Year 2020 Financial Results

 

FOSTER CITY, CA – August 5, 2020 – QuinStreet, Inc. (Nasdaq: QNST), a leader in performance marketplace products and technologies, today announced financial results for the fourth quarter and fiscal year ended June 30, 2020.

 

For the fourth quarter, the Company reported revenue of $117.0 million. Revenue excluding divested businesses increased 3% year-over-year.

 

GAAP net income for the fourth quarter was $1.5 million, or $0.03 per diluted share, and adjusted net income was $7.4 million, or $0.14 per diluted share.

 

Adjusted EBITDA for the fourth quarter was $8.4 million, or 7% of revenue.

 

For fiscal year 2020, the Company reported record total revenue of $490.3 million. Revenue excluding divested businesses increased 15% year-over-year.

 

GAAP net income for the fiscal year was $18.1 million, or $0.34 per diluted share, and adjusted net income was $26.9 million, or $0.50 per diluted share.

 

Adjusted EBITDA in fiscal year 2020 was $36.2 million, or 7% of revenue.

 

For the fiscal year, the Company generated $47.6 million in operating cash flow and closed the year with $107.5 million in cash and equivalents.

 

“Fiscal Q4 was a successful quarter for the Company despite the complexities of dealing with Covid-19’s impact on our clients, media and operations,” commented Doug Valenti, CEO of QuinStreet. “We delivered better-than-expected results and made excellent progress on strategic and operating initiatives. We are narrowing our focus to our biggest and most attractive opportunities, and have returned functional excellence to our critical Product, Media and Client organizations. Overall, we believe that we are better positioned for long-term growth and performance than we have been in a decade.”

 

“Revenue excluding divested businesses grew 3% year-over-year, and we delivered adjusted EBITDA of 7%. We also generated strong cash flow, ending the quarter with over $107 million in cash.”

 

“Results in Auto Insurance and Home Services, our two largest businesses, were particularly strong. Auto Insurance revenue grew 47% year-over-year, and Home Services grew 29%. The strong results in Auto Insurance and Home Services offset weakness in our credit-driven client verticals, Personal Loans and Credit Cards, which continued to be negatively impacted by weak economic and employment conditions. As expected, those businesses declined significantly in the quarter.”

 

“On the strategic front, we acquired Modernize to add to our scale and capabilities in Home Services, and narrowed our footprint further by divesting our Mortgage assets. The Modernize transaction closed just subsequent to quarter end.”

 

“QRP continues to progress well. The pipeline strengthened in the quarter. Though still in early stages, we are also seeing good and growing implementation and usage activity with clients already launched.”

 

“Turning to our outlook, forecasting specifics in these uncertain and unprecedented times remains challenging. That said, we expect the general trends of strength in Insurance and Home Services, and weakness in credit-driven client markets, to likely continue. Our current estimate is that revenue in fiscal Q1 will be between $125 and $130 million. We expect adjusted EBITDA margin to again be in the mid single digits,” concluded Valenti.

 

Conference Call Today at 2:00 p.m. PT

The Company will host a conference call and corresponding live webcast at 2:00 p.m. PT. To access the conference call dial +1 800-353-6461 (domestic) or +1 334-323-0501 (international callers) using passcode #3216055. A replay of the conference call will be available beginning approximately two hours after the completion of the call by dialing  +1 888-203-1112 (domestic) or +1 719-457-0820 (international callers) and using passcode #3216055. The webcast of the conference call will be available live and via replay on the investor relations section of the Company's website at http://investor.quinstreet.com. 

 

 

 

 


 

About QuinStreet

QuinStreet, Inc. (Nasdaq: QNST) is a pioneer in delivering online marketplace solutions to match searchers with brands in digital media. QuinStreet is committed to providing consumers and businesses with the information and tools they need to research, find and select the products and brands that meet their needs.  

 

Non-GAAP Financial Measures and Definitions of Client Verticals

This release and the accompanying tables include a discussion of adjusted EBITDA, adjusted net income, adjusted diluted net income per share and free cash flow and normalized free cash flow, all of which are non-GAAP financial measures that are provided as a complement to results provided in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The term "adjusted EBITDA" refers to a financial measure that we define as net income less provision for (benefit from) income taxes, depreciation expense, amortization expense, stock-based compensation expense, interest and other expense, net, acquisition costs, gain on divestitures of businesses, net, strategic review costs, contingent consideration adjustment, litigation settlement expense, and restructuring costs disclosed in our Annual Report on Form 10-K. The term "adjusted net income" refers to a financial measure that we define as net income adjusted for amortization expense, stock-based compensation expense, acquisition costs, gain on divestitures of businesses, net, strategic review costs, contingent consideration adjustment, litigation settlement expense, and restructuring costs disclosed in our Annual Report on Form 10-K, and release of deferred tax valuation allowance, net of estimated taxes. The term "adjusted diluted net income per share" refers to a financial measure that we define as adjusted net income divided by weighted average diluted shares outstanding. The term “free cash flow” refers to a financial measure that we define as net cash provided by operating activities, less capital expenditures and internal software development costs. The term “normalized free cash flow” refers to free cash flow less changes in operating assets and liabilities. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. In addition, our definition of adjusted EBITDA, adjusted net income, adjusted diluted net income per share and free cash flow and normalized free cash flow may not be comparable to the definitions as reported by other companies.

 

We believe adjusted EBITDA, adjusted net income and adjusted diluted net income per share are relevant and useful information because they provide us and investors with additional measurements to analyze the Company's operating performance.

 

Adjusted EBITDA is useful to us and investors because (i) we seek to manage our business to a level of adjusted EBITDA as a percentage of net revenue, (ii) it is used internally by us for planning purposes, including preparation of internal budgets; to allocate resources; to evaluate the effectiveness of operational strategies and capital expenditures as well as the capacity to service debt, (iii) it is a key basis upon which we assess our operating performance, (iv) it is one of the primary metrics investors use in evaluating Internet marketing companies, (v) it is a factor in determining compensation, (vi) it is an element of certain financial covenants under our historical borrowing arrangements, and (vii) it is a factor that assists investors in the analysis of ongoing operating trends. In addition, we believe adjusted EBITDA and similar measures are widely used by investors, securities analysts, ratings agencies and other interested parties in our industry as a measure of financial performance, debt-service capabilities and as a metric for analyzing company valuations.

 

We use adjusted EBITDA as a key performance measure because we believe it facilitates operating performance comparisons from period to period by excluding potential differences caused by variations in capital structures (affecting interest expense), tax positions (such as the impact of changes in effective tax rates or fluctuations in permanent differences or discrete quarterly items), non-recurring charges, certain other items that we do not believe are indicative of core operating activities (such as litigation settlement expense, acquisition costs, gain or loss on divestitures of businesses, contingent consideration adjustment, strategic review costs, restructuring costs and other income and expense) and the non-cash impact of depreciation expense, amortization expense and stock-based compensation expense.

 

With respect to our Adjusted EBITDA guidance, the Company is not able to provide a quantitative reconciliation without unreasonable efforts to the most directly comparable GAAP financial measure due to the high variability, complexity and low visibility with respect to certain items such as taxes, and income and expense from changes in fair value of contingent consideration from acquisitions. We expect the variability of these items to have a potentially unpredictable and potentially significant impact on future GAAP financial results, and, as such, we also believe that any reconciliations provided would imply a degree of precision that would be confusing or misleading to investors.

 

Adjusted net income and adjusted diluted net income per share are useful to us and investors because they present an additional measurement of our financial performance, taking into account depreciation, which we believe is an ongoing cost of doing business, but excluding the impact of certain non-cash expenses (stock-based compensation, amortization of intangible assets, contingent consideration adjustment and release of deferred tax valuation allowance), non-recurring charges and certain other items that we do not believe are indicative of core operating activities. We believe that analysts and investors use adjusted net income and adjusted diluted net income per share as supplemental measures to evaluate the overall operating performance of companies in our industry.

 

 


 

Free cash flow is useful to investors and us because it represents the cash that our business generates from operations, before taking into account cash movements that are non-operational, and is a metric commonly used in our industry to understand the underlying cash generating capacity of a company’s financial model. Normalized free cash flow is useful as it removes the fluctuations in operating assets and liabilities that occur in any given quarter due to the timing of payments and cash receipts and therefore helps investors understand the underlying cash flow of the business as a quarterly metric and the cash flow generation potential of the business model. We believe that analysts and investors use free cash flow multiples as a metric for analyzing company valuations in our industry.

 

We intend to provide these non-GAAP financial measures as part of our future earnings discussions and, therefore, the inclusion of these non-GAAP financial measures will provide consistency in our financial reporting. A reconciliation of these non-GAAP measures to GAAP is provided in the accompanying tables.

 

FY2020 results in our Education Client Vertical include revenue from US, (historically) Brazil, and India. Revenue in our Financial Services Client Vertical includes Auto Insurance (auto, home, motorcycle, and small business), Life Insurance, Health Insurance, Personal Loans, Credit Cards, Banking, and (historically) Mortgage. Revenue in our Other Client Vertical includes Home Services and (historically) B2B. In fiscal Q3 2020, we divested our B2B client vertical and Brazil operations. In fiscal Q4 2020, we divested our Mortgage business.

 

Legal Notice Regarding Forward Looking Statements

This press release and its attachments contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties. Words such as "estimate", "will”, "believe", “expect”, "intend", “outlook”, "potential", “promises” and similar expressions are intended to identify forward-looking statements. These forward-looking statements include the statements in quotations from management in this press release, as well as any statements regarding the Company's anticipated financial results, growth and strategic and operational plans. The Company's actual results may differ materially from those anticipated in these forward-looking statements. Factors that may contribute to such differences include, but are not limited to: the impact from risks and uncertainties relating to the COVID-19 pandemic; the impact of changes in industry standards and government regulation including, but not limited to investigation or enforcement activities of the Department of Education, the Federal Trade Commission and other regulatory agencies; the Company’s ability to maintain and increase client marketing spend; the Company's ability to maintain and increase the number of visitors to its websites and to convert those visitors and those to its third-party publishers' websites into client prospects in a cost-effective manner; the impact of the current economic climate on the Company's business; the Company's ability to access and monetize Internet users on mobile devices; the Company's ability to attract and retain qualified executives and employees; the Company's ability to compete effectively against others in the online marketing and media industry both for client budget and access to third-party media; the Company's ability to identify and manage acquisitions; and the impact and costs of any alleged failure by the Company to comply with government regulations and industry standards. More information about potential factors that could affect the Company's business and financial results are contained in the Company's annual report on Form 10-K and quarterly reports on Form 10-Q as filed with the Securities and Exchange Commission ("SEC"). Additional information will also be set forth in the Company's annual report on Form 10-K for the fiscal year ended June 30, 2020, which will be filed with the SEC. The Company does not intend and undertakes no duty to release publicly any updates or revisions to any forward-looking statements contained herein.

 

Investor Contact:

Erica Abrams

(415) 297-5864

eabrams@quinstreet.com

 

 


 

QUINSTREET, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

 

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

2019

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

107,509

 

 

$

62,522

 

Accounts receivable, net

 

 

64,472

 

 

 

75,628

 

Prepaid expenses and other assets

 

 

13,591

 

 

 

5,228

 

Total current assets

 

 

185,572

 

 

 

143,378

 

Property and equipment, net

 

 

5,657

 

 

 

5,410

 

Operating lease right-of-use assets

 

 

9,118

 

 

 

 

Goodwill

 

 

80,677

 

 

 

82,544

 

Other intangible assets, net

 

 

28,174

 

 

 

35,118

 

Deferred tax assets, noncurrent

 

 

48,673

 

 

 

52,149

 

Other assets, noncurrent

 

 

536

 

 

 

6,012

 

Total assets

 

$

358,407

 

 

$

324,611

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

36,759

 

 

$

37,093

 

Accrued liabilities

 

 

42,271

 

 

 

36,878

 

Deferred revenue

 

 

73

 

 

 

761

 

Other liabilities

 

 

6,734

 

 

 

8,967

 

Total current liabilities

 

 

85,837

 

 

 

83,699

 

Operating lease liabilities, noncurrent

 

 

8,692

 

 

 

 

Other liabilities, noncurrent

 

 

7,934

 

 

 

18,083

 

Total liabilities

 

 

102,463

 

 

 

101,782

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Common stock

 

 

52

 

 

 

50

 

Additional paid-in capital

 

 

304,650

 

 

 

289,768

 

Accumulated other comprehensive loss

 

 

(237

)

 

 

(366

)

Accumulated deficit

 

 

(48,521

)

 

 

(66,623

)

Total stockholders' equity

 

 

255,944

 

 

 

222,829

 

Total liabilities and stockholders' equity

 

$

358,407

 

 

$

324,611

 

 


 

QUINSTREET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended

 

 

Fiscal Year Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net revenue

 

$

116,961

 

 

$

121,964

 

 

$

490,339

 

 

$

455,154

 

Cost of revenue (1)

 

 

105,147

 

 

 

107,431

 

 

 

437,864

 

 

 

393,509

 

Gross profit

 

 

11,814

 

 

 

14,533

 

 

 

52,475

 

 

 

61,645

 

Operating expenses: (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Product development

 

 

4,001

 

 

 

3,165

 

 

 

14,206

 

 

 

12,329

 

Sales and marketing

 

 

1,805

 

 

 

2,409

 

 

 

8,876

 

 

 

8,755

 

General and administrative

 

 

6,789

 

 

 

5,472

 

 

 

23,188

 

 

 

29,834

 

Operating (loss) income

 

 

(781

)

 

 

3,487

 

 

 

6,205

 

 

 

10,727

 

Interest income

 

 

61

 

 

 

75

 

 

 

230

 

 

 

290

 

Interest expense

 

 

(130

)

 

 

(173

)

 

 

(696

)

 

 

(367

)

Other income, net

 

 

2,722

 

 

 

29

 

 

 

12,947

 

 

 

69

 

Income before income taxes

 

 

1,872

 

 

 

3,418

 

 

 

18,686

 

 

 

10,719

 

(Provision for) benefit from income taxes

 

 

(370

)

 

 

(2

)

 

 

(584

)

 

 

51,761

 

Net income

 

$

1,502

 

 

$

3,416

 

 

$

18,102

 

 

$

62,480

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.03

 

 

$

0.07

 

 

$

0.35

 

 

$

1.26

 

Diluted

 

$

0.03

 

 

$

0.06

 

 

$

0.34

 

 

$

1.18

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used in computing net income per share:

 

Basic

 

 

52,059

 

 

 

50,277

 

 

 

51,529

 

 

 

49,581

 

Diluted

 

 

53,301

 

 

 

52,974

 

 

 

53,387

 

 

 

52,754

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Cost of revenue and operating expenses include stock-based compensation expense as follows:

 

Cost of revenue

 

$

2,754

 

 

$

2,193

 

 

$

8,569

 

 

$

7,354

 

Product development

 

 

632

 

 

 

459

 

 

 

1,819

 

 

 

1,606

 

Sales and marketing

 

 

570

 

 

 

427

 

 

 

1,701

 

 

 

1,358

 

General and administrative

 

 

1,544

 

 

 

1,109

 

 

 

4,628

 

 

 

3,810

 

 

 


 

QUINSTREET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

Three Months Ended

 

 

Fiscal Year Ended

 

 

June 30,

 

 

June 30,

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Cash Flows from Operating Activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

$

1,502

 

 

$

3,416

 

 

$

18,102

 

 

$

62,480

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

2,959

 

 

 

2,595

 

 

 

11,476

 

 

 

8,975

 

Provision for sales returns and doubtful accounts receivable

 

446

 

 

 

76

 

 

 

625

 

 

 

9,343

 

Stock-based compensation

 

5,500

 

 

 

4,188

 

 

 

16,717

 

 

 

14,128

 

Non-cash lease expense

 

(204

)

 

 

 

 

 

259

 

 

 

 

Deferred income taxes

 

288

 

 

 

2

 

 

 

3,546

 

 

 

(52,019

)

Gain on divestitures of businesses, net

 

(2,759

)

 

 

 

 

 

(13,578

)

 

 

 

Other adjustments, net

 

(130

)

 

 

180

 

 

 

315

 

 

 

610

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

7,720

 

 

 

(2,762

)

 

 

11,354

 

 

 

(8,321

)

Prepaid expenses and other current assets

 

(4,425

)

 

 

577

 

 

 

(8,136

)

 

 

(545

)

Other assets, noncurrent

 

4,547

 

 

 

239

 

 

 

5,508

 

 

 

634

 

Accounts payable

 

(3,189

)

 

 

2,014

 

 

 

103

 

 

 

4,534

 

Accrued liabilities

 

743

 

 

 

(2,253

)

 

 

1,173

 

 

 

(3,368

)

Deferred revenue

 

(27

)

 

 

(87

)

 

 

178

 

 

 

46

 

Other liabilities, noncurrent

 

1

 

 

 

453

 

 

 

(34

)

 

 

1,468

 

Net cash provided by operating activities

 

12,972

 

 

 

8,638

 

 

 

47,608

 

 

 

37,965

 

Cash Flows from Investing Activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

(641

)

 

 

(779

)

 

 

(1,962

)

 

 

(1,972

)

Business acquisitions, net

 

 

 

 

(10,581

)

 

 

(2,000

)

 

 

(32,737

)

Internal software development costs

 

(616

)

 

 

(609

)

 

 

(2,291

)

 

 

(2,336

)

Proceeds from divestitures of businesses, net of cash divested

 

3,991

 

 

 

 

 

 

15,096

 

 

 

 

Other investing activities

 

 

 

 

(150

)

 

 

25

 

 

 

56

 

Net cash provided by (used in) investing activities

 

2,734

 

 

 

(12,119

)

 

 

8,868

 

 

 

(36,989

)

Cash Flows from Financing Activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from exercise of common stock options

 

262

 

 

 

2,075

 

 

 

4,092

 

 

 

7,789

 

Payment of withholding taxes related to release of restricted stock, net of share settlement

 

(963

)

 

 

(1,108

)

 

 

(6,376

)

 

 

(9,891

)

Post-closing payments and contingent consideration related to acquisitions

 

(4,644

)

 

 

(1,952

)

 

 

(9,348

)

 

 

(1,952

)

Net cash used in financing activities

 

(5,345

)

 

 

(985

)

 

 

(11,632

)

 

 

(4,054

)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

 

9

 

 

 

(16

)

 

 

143

 

 

 

26

 

Net increase (decrease) in cash, cash equivalents and restricted cash

 

10,370

 

 

 

(4,482

)

 

 

44,987

 

 

 

(3,052

)

Cash, cash equivalents and restricted cash at beginning of period

 

97,153

 

 

 

67,018

 

 

 

62,536

 

 

 

65,588

 

Cash, cash equivalents and restricted cash at end of period

$

107,523

 

 

$

62,536

 

 

$

107,523

 

 

$

62,536

 

Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

107,509

 

 

$

62,522

 

 

$

107,509

 

 

$

62,522

 

Restricted cash included in other assets, noncurrent

 

14

 

 

 

14

 

 

 

14

 

 

 

14

 

Total cash, cash equivalents and restricted cash

$

107,523

 

 

$

62,536

 

 

$

107,523

 

 

$

62,536

 

 


 

QUINSTREET, INC.

RECONCILIATION OF NET INCOME TO

ADJUSTED NET INCOME

(In thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended

 

 

Fiscal Year Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income

 

$

1,502

 

 

$

3,416

 

 

$

18,102

 

 

$

62,480

 

Amortization of intangible assets

 

 

2,011

 

 

 

1,766

 

 

 

7,810

 

 

 

5,602

 

Stock-based compensation

 

 

5,500

 

 

 

4,188

 

 

 

16,717

 

 

 

14,128

 

Acquisition costs

 

 

634

 

 

 

201

 

 

 

985

 

 

 

736

 

Gain on divestitures of businesses, net

 

 

(2,759

)

 

 

 

 

 

(13,578

)

 

 

 

Strategic review costs

 

 

68

 

 

 

 

 

 

330

 

 

 

 

Contingent consideration adjustment

 

 

 

 

 

(100

)

 

 

 

 

 

(100

)

Litigation settlement expense

 

 

15

 

 

 

 

 

 

95

 

 

 

23

 

Restructuring costs

 

 

3

 

 

 

 

 

 

421

 

 

 

 

Release of deferred tax valuation allowance

 

 

 

 

 

 

 

 

 

 

 

(49,442

)

Tax impact after non-GAAP items

 

 

387

 

 

 

(1,268

)

 

 

(3,985

)

 

 

(8,718

)

Adjusted net income

 

$

7,361

 

 

$

8,203

 

 

$

26,897

 

 

$

24,709

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted diluted net income per share

 

$

0.14

 

 

$

0.15

 

 

$

0.50

 

 

$

0.47

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used in computing

     adjusted diluted net income per share

 

 

53,301

 

 

 

52,974

 

 

 

53,387

 

 

 

52,754

 

 

 


 

QUINSTREET, INC.

RECONCILIATION OF NET INCOME TO

ADJUSTED EBITDA AND ADJUSTED EBITDA

EXCLUDING THE NET DCEH RECEIVABLE WRITE-OFF

(In thousands)

(Unaudited)

 

 

 

Three Months Ended

 

 

Fiscal Year Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income

 

$

1,502

 

 

$

3,416

 

 

$

18,102

 

 

$

62,480

 

Interest and other expense, net

 

 

106

 

 

 

69

 

 

 

1,097

 

 

 

8

 

Provision for (benefit from) income taxes

 

 

370

 

 

 

2

 

 

 

584

 

 

 

(51,761

)

Depreciation and amortization

 

 

2,959

 

 

 

2,595

 

 

 

11,476

 

 

 

8,975

 

Stock-based compensation

 

 

5,500

 

 

 

4,188

 

 

 

16,717

 

 

 

14,128

 

Acquisition costs

 

 

634

 

 

 

201

 

 

 

985

 

 

 

736

 

Gain on divestitures of businesses, net

 

 

(2,759

)

 

 

 

 

 

(13,578

)

 

 

 

Strategic review costs

 

 

68

 

 

 

 

 

 

330

 

 

 

 

Contingent consideration adjustment

 

 

 

 

 

(100

)

 

 

 

 

 

(100

)

Litigation settlement expense

 

 

15

 

 

 

 

 

 

95

 

 

 

23

 

Restructuring costs

 

 

3

 

 

 

 

 

 

421

 

 

 

 

Adjusted EBITDA

 

 

8,398

 

 

 

10,371

 

 

 

36,229

 

 

 

34,489

 

Net DCEH receivable write-off

 

 

 

 

 

 

 

 

 

 

 

5,800

 

Adjusted EBITDA excluding the net DCEH

   receivable write-off

 

$

8,398

 

 

$

10,371

 

 

$

36,229

 

 

$

40,289

 

 

 


 

QUINSTREET, INC.

RECONCILIATION OF CASH PROVIDED BY

OPERATING ACTIVITIES TO FREE CASH FLOW

AND NORMALIZED FREE CASH FLOW

(In thousands)

(Unaudited)

 

 

 

Three Months Ended

 

 

Fiscal Year Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net cash provided by operating activities

 

$

12,972

 

 

$

8,638

 

 

$

47,608

 

 

$

37,965

 

Capital expenditures

 

 

(641

)

 

 

(779

)

 

 

(1,962

)

 

 

(1,972

)

Internal software development costs

 

 

(616

)

 

 

(609

)

 

 

(2,291

)

 

 

(2,336

)

Free cash flow

 

$

11,715

 

 

$

7,250

 

 

$

43,355

 

 

$

33,657

 

Changes in operating assets and liabilities

 

 

(5,658

)

 

 

1,819

 

 

 

(13,691

)

 

 

(3,114

)

Normalized free cash flow

 

$

6,057

 

 

$

9,069

 

 

$

29,664

 

 

$

30,543

 

 

 

 

 

 

 

 

 

 

 

 


 

QUINSTREET, INC.

REVENUE OF DIVESTED BUSINESSES

 

In fiscal year 2020, as a result of the Company’s decision to narrow its focus to its best performing businesses and market opportunities, the Company completed the divestitures of its business-to-business technology client vertical, its mortgage business, as well as its wholly owned subsidiaries, QuinStreet Brasil Online Marketing e Midia Ltda, and VEMM, LLC along with its interests in Euro-Demand Do Brasil Serviços de Geração de Leads Ltda. These businesses contributed $0.2 million and $8.1 million to the Company’s net revenue for the three-months ended June 30, 2020 and 2019, respectively, and $15.5 million and $43.4 million for the fiscal year ended June 30, 2020 and 2019, respectively.