Monotype Announces Second Quarter 2019 Results

Published
Revenue Grows 4%, Net Income Reaches $10.3 Million and Net-Adjusted EBITDA Increases 24% Conference Call Scheduled for 8:30 a.m. EDT Will Not Take Place in Light of HGGC Transaction WOBURN, Mass.--(BUSINESS WIRE)-- Monotype Imaging Holdings Inc. (Nasdaq: TYPE) today announced financial results for the second quarter ended June 30, 2019. Second quarter 2019 highlights Revenue for the quarter was $63.2 million, an increase of 4% year over year. Net income was $10.3 million; Non-GAAP net adjusted EBITDA was $21.6 million, or 34% of revenue. “We are pleased with our second quarter performance,” said Scott Landers, President and CEO of Monotype. “In line with our strategic direction, we will continue to drive the business with a view on the long-term as we address both the creative and OEM needs of our enterprise customers.” HGGC Transaction In a separate press release issued today, Monotype announced that it has entered into a definitive agreement under which HGGC, a leading middle market private equity firm, will acquire all outstanding shares of Monotype common stock for $19.85 per share in cash, representing an equity value of approximately $825 million. Second quarter 2019 operating results Revenue for the quarter increased 4% to $63.2 million, compared to $60.7 million for the second quarter of 2018. Creative Professional revenue was $35.2 million, an 8% decrease from the second quarter of 2018. OEM revenue was $28.0 million, an increase of 26% from the same period in 2018. Gross margin for the quarter was 81.3% compared to 82.2% in the prior year quarter. Net income was $10.3 million, compared to net income of $0.7 million in the second quarter of 2018. Earnings per diluted share was $0.25, compared to earnings per diluted share of $0.02 in the prior year quarter. Non-GAAP net income, which excludes the amortization of intangible assets, stock based compensation expense, acquisition-related compensation expense, and non-recurring expenses, net of taxes, was $15.4 million, compared to $12.0 million in the second quarter of 2018. Non-GAAP earnings per diluted share was $0.38 in the second quarter of 2019, compared to $0.30 in the prior year period. Non-GAAP net adjusted EBITDA was $21.6 million, or 34% of revenue, compared to $17.4 million in the second quarter of 2018. Cash and cash flow Monotype had cash and cash equivalents of $47.8 million as of June 30, 2019, compared to $46.4 million as of March 31, 2019, and $75.8 million as of June 30, 2018. The company generated $13.0 million of cash from operations in the second quarter of 2019, compared to using $4.2 million of cash in operations in the second quarter of 2018. During the second quarter of 2019, the company repaid $5.0 million on its outstanding revolving line of credit. In the second quarter of 2019, Monotype repurchased approximately 50,000 shares of common stock on the open market at prevailing market prices, for a total consideration of $1.0 million, completing the $25 million share repurchase authorization announced in the second quarter of 2018. Quarterly dividend Monotype’s most recent dividend payment of $0.116 per share was paid on July 19, 2019, to shareholders of record as of the close of business on July 1, 2019. In light of the announced transaction with HGGC, Monotype will not pay a quarterly dividend through transaction close. In light of the announced transaction, Monotype’s earnings conference call scheduled for today at 8:30 a.m. EDT will not take place. Additionally, given the pending transaction, Monotype is not updating its outlook for the balance of 2019. Non-GAAP financial measures This press release contains non-GAAP financial measures under the rules of the U.S. Securities and Exchange Commission. This non-GAAP information supplements and is not intended to represent a measure of performance in accordance with disclosures required by generally accepted accounting principles. Non-GAAP financial measures are used internally to manage the business, such as in establishing an annual operating budget and in reporting to lenders. Non-GAAP financial measures are used by Monotype management in its operating and financial decision-making because management believes these measures reflect ongoing business in a manner that allows meaningful period-to-period comparisons. Accordingly, Monotype believes it is useful for investors and others to review both GAAP and non-GAAP measures in order to (a) understand and evaluate current operating performance and future prospects in the same manner as management does, and (b) compare in a consistent manner the company’s current financial results with past financial results. The primary limitations associated with the use of non-GAAP financial measures are that these measures may not be directly comparable to the amounts reported by other companies and they do not include all items of income and expense that affect operations. Monotype management compensates for these limitations by considering the company’s financial results and outlook as determined in accordance with GAAP and by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures in the tables attached to this press release. Forward-Looking Statements This release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 including those related to future revenues and operating results; the growth of the company’s business; anticipated savings, the impact of federal tax reform legislation; the execution of the company’s capital allocation and funding strategies; and anticipated business momentum that involve risks and uncertainties that could cause the company’s actual results to differ materially. Factors that might cause or contribute to such differences include, but are not limited to risks associated with changes in the economic climate including decreased demand for the company’s products or products that incorporate the company’s solutions; risks associated with the company’s ability to adapt products or services to new markets and to anticipate and quickly respond to evolving technologies and customer requirements; risks associated with the company’s development of and the market acceptance of new products, product features or services; risks associated with the anticipated cost savings and expenses from the company’s restructuring actions and wind down of certain of the company’s products including that such savings and expenses are not as predicted; risks associated with increased competition in markets the company serves, including the risks that increased competition may result in the company’s inability to gain new customers, retain existing customers or may force the company to reduce prices; risks associated with the ownership and enforcement of the company’s intellectual property; and risks associated with geopolitical conditions and changes in the financial markets. Additional disclosure regarding these and other risks faced by the company is available in the company’s public filings with the Securities and Exchange Commission, including the risk factors included in the company’s Annual Report on Form 10-K for the year ended December 31, 2018 and subsequent filings. The forward-looking financial information set forth in this release reflects estimates based on information available at this time. These amounts could differ from actual reported amounts to be included in the company’s future earnings releases and public filings. While the company may elect to update forward-looking statements at some point in the future, the company specifically disclaims any obligation to do so, even if an estimate changes. Additional Information and Where to Find It This communication may be deemed to be solicitation material in respect of the proposed merger transaction. In connection with the proposed merger transaction, Monotype will file relevant materials with the U.S. Securities and Exchange Commission (the “SEC”), including a proxy statement on Schedule 14A (the “Proxy Statement”). This communication is not a substitute for the Proxy Statement or for any other document that Monotype may file with the SEC or send to Monotype’s stockholders in connection with the proposed merger transaction. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF MONOTYPE ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MONOTYPE, THE PROPOSED MERGER TRANSACTION AND RELATED MATTERS. The proposed merger transaction will be submitted to Monotype’s stockholders for their consideration. Investors and security holders will be able to obtain free copies of the Proxy Statement (when available) and other documents filed by Monotype with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed by Monotype with the SEC will also be available free of charge on Monotype’s website at www.monotype.com or by contacting Monotype’s Investor Relations contact at ir@monotype.com. Participants in the Solicitation Monotype and its directors and certain of its executive officers and employees may be deemed to be participants in the solicitation of proxies from Monotype’s stockholders with respect to the proposed merger transaction under the rules of the SEC. Information about the directors and executive officers of Monotype and their ownership of shares of Monotype’s common stock is set forth in its Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the SEC on February 25, 2019, its proxy statement for its 2019 annual meeting of stockholders, which was filed with the SEC on April 4, 2019 and in subsequent documents filed with the SEC, including the Proxy Statement. Additional information regarding the persons who may be deemed participants in the proxy solicitations and a description of their direct and indirect interests in the merger transaction, by security holdings or otherwise, will also be included in the Proxy Statement and other relevant materials to be filed with the SEC when they become available. You may obtain free copies of this document as described above. About Monotype Monotype empowers creative minds to build and express authentic brands through design, technology and expertise. Further information is available at www.monotype.com. Follow Monotype on Twitter, Instagram and LinkedIn. Monotype is a trademark of Monotype Imaging Inc. registered in the U.S. Patent and Trademark Office and may be registered in certain jurisdictions. ©2019 Monotype Imaging Holdings Inc. All rights reserved. MONOTYPE IMAGING HOLDINGS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited and in thousands)     June 30, 2019 December 31, 2018 Assets     Current assets:     Cash and cash equivalents $ 47,763   $ 60,106   Restricted cash   6,000     6,000   Accounts receivable, net   47,076     55,943   Income tax refunds receivable   6,904     5,122   Prepaid expenses and other current assets   7,634     6,473   Total current assets   115,377     133,644   Right of use asset   14,320   — Property and equipment, net   11,850     14,105   Goodwill   275,946     276,222   Intangible assets, net   71,265     74,699   Other assets   15,184     8,986   Total assets $ 503,942   $ 507,656           Liabilities and Stockholders’ Equity       Current liabilities:       Accounts payable $ 1,748   $ 1,719   Accrued expenses and other current liabilities   33,864     43,840   Accrued income taxes payable   180     510   Deferred revenue   10,777     10,337   Lease liability   3,701   — Total current liabilities   50,270     56,406   Revolving line of credit   65,000     75,000   Other long-term liabilities   1,711     3,102   Deferred income taxes   36,891     35,083   Reserve for income taxes —     2,471   Lease liability   12,053   — Accrued pension benefits   5,956     5,888   Stockholders’ equity:       Common stock   46     46   Additional paid-in capital   327,918     319,486   Treasury stock, at cost   (92,747 )   (83,518 ) Retained earnings   102,973     99,605   Accumulated other comprehensive loss   (6,129 )   (5,913 ) Total stockholders’ equity   332,061     329,706   Total liabilities and stockholders’ equity $ 503,942   $ 507,656   MONOTYPE IMAGING HOLDINGS INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited and in thousands, except share and per share data)     Three Months Ended June 30, Six Months Ended June 30,   2019 2018 2019 2018 Revenue   63,236   60,687     114,592   117,370   Cost of revenue   10,990   9,956     20,593   22,392   Cost of revenue—amortization of acquired technology   843   860     1,700   1,724   Total cost of revenue   11,833   10,816     22,293   24,116   Gross profit   51,403   49,871     92,299   93,254   Operating expenses:         Marketing and selling   18,570   20,081     35,700   40,170   Research and development   6,764   8,456     14,205   17,752   General and administrative   11,588   11,858     23,607   27,476   Restructuring   32   6,376     8   6,570   Amortization of other intangible assets   829   965     1,661   1,989   Total operating expenses   37,783   47,736     75,181   93,957   Income (loss) from operations   13,620   2,135     17,118   (703 ) Other (income) expense:         Interest expense, net   698   799     1,469   1,527   Other expense (income), net   239   (633 )   445   (535 ) Total other expense   937   166     1,914   992   Income (loss) before provision (benefit) for income taxes   12,683   1,969     15,204   (1,695 ) Provision (benefit) for income taxes   2,376   1,274     2,237   (1,191 ) Net income (loss) $ 10,307 $ 695   $ 12,967 $ (504 ) Net income (loss) available to common stockholders—basic and diluted $ 9,971 $ 666   $ 12,558 $ (504 ) Net income (loss) per common share—basic and diluted $ 0.25 $ 0.02   $ 0.31 $ (0.01 ) Weighted-average number of shares outstanding:         Basic   40,026,865   40,418,308     40,015,672   40,436,595   Diluted   40,065,910   40,537,852     40,066,047   40,436,595   MONOTYPE IMAGING HOLDINGS INC.OTHER INFORMATION(Unaudited and in thousands)RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET ADJUSTED EBITDA Three Months Ended June 30,   Six Months Ended June 30,   2019   2018   2019   2018 Net income (loss) $ 10,307 $ 695   $ 12,967 $ (504 ) Interest expense, net   698   799     1,469   1,527   Other expense (income), net   239   (633 )   445   (535 ) Provision (benefit) for income taxes   2,376   1,274     2,237   (1,191 ) Income (loss) from operations   13,620   2,135     17,118   (703 ) Depreciation and amortization   3,168   3,198     6,337   6,447   Stock based compensation(1)   3,879   4,590     8,098   8,837   Acquisition-related compensation(2)   166   1,084     333   2,273   Non-recurring expenses(3)   743   6,376     719   11,490   Net adjusted EBITDA $ 21,576 $ 17,383 $ 32,605 $ 28,344 (1) For the three and six months ended June 30, 2018, $1.4 million of stock based compensation expense was reversed as a result of forfeitures of awards by employees included in the restructuring plan. This non-recurring amount has been included in restructuring expenses.   (2) For the three months ended June 30, 2019, the amount includes $0.2 million of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition. For the three months ended June 30, 2018, the amount includes $0.9 million of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition and $0.2 million of expense associated with the deferred compensation arrangement resulting from the Amendment to the Swyft Merger Agreement. For the six months ended June 30, 2019, the amount includes $0.3 million of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition. For the six months ended June 30, 2018, the amount includes $1.8 million of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition and $0.5 million of expense associated with the deferred compensation arrangement resulting from the Amendment to the Swyft Merger Agreement.   (3) For the three months ended June 30, 2019, the amount primarily includes $0.7 million of certain advisor fees related to shareholder activities. For the three months ended June 30, 2018, the amount includes $6.4 million of restructuring expenses. For the six months ended June 30, 2019, the amount primarily includes $0.7 million of certain advisor fees related to shareholder activities. For the six months ended June 30, 2018, the amount includes $2.7 million of certain advisor fees related to shareholder activities, $2.2 million of royalty expenses, recorded in cost of sales, associated with revenue that was not recognized under ASC 606 and $6.6 million of restructuring expenses. MONOTYPE IMAGING HOLDINGS INC.OTHER INFORMATION(Unaudited and in thousands)RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME             Three Months Ended June 30,   Six Months Ended June 30,   2019   2018   2019   2018 GAAP net income (loss) available to common stockholders ─ diluted $ 10,307 $ 695 $ 12,967 $ (504 ) Amortization, net of tax of $386, $425, $776 and $865, respectively   1,286   1,400   2,585   2,848   Stock based compensation, net of tax of $802, $672, $1,656 and $1,417, respectively(1)   3,077   3,918   6,442   7,420   Acquisition-related compensation, net of tax of $0, $0, $0 and $0, respectively(2)   166   1,084   333   2,273   Non-recurring expenses, net of tax of $172, $1,486, $166 and $2,677, respectively(3)   571   4,890   553   8,813   Non-GAAP net income $ 15,407 $ 11,987 $ 22,880 $ 20,850   (1) For the three and six months ended June 30, 2018, the amount excludes a $1.2 million, net of tax, non-recurring reduction for forfeitures of awards by employees included in the restructuring plan. This amount is included in non-recurring expenses.     (2) For the three months ended June 30, 2019, the amount includes $0.2 million, net of tax, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition. For the three months ended June 30, 2018, the amount includes $0.9 million, net of tax, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition and $0.2 million, net of tax, of expense associated with the deferred compensation arrangement resulting from the Amendment to the Swyft Merger Agreement. For the six months ended June 30, 2019, the amount includes $0.3 million, net of tax, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition. For the six months ended June 30, 2018, the amount includes $1.8 million, net of tax, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition and $0.5 million, net of tax, of expense associated with the deferred compensation arrangement resulting from the Amendment to the Swyft Merger Agreement.     (3) For the three months ended June 30, 2019, the amount includes $0.5 million, net of tax, of certain advisor fees related to shareholder activities. For the three months ended June 30, 2018, the amount includes $4.9 million, net of tax, of restructuring expenses. For the six months ended June 30, 2019, the amount includes $0.5 million, net of tax, of certain advisor fees related to shareholder activities. For the six months ended June 30, 2018, the amount includes $2.1 million, net of tax, of certain advisor fees related to shareholder activities, $1.7 million, net of tax, of royalty expenses, recorded in cost of sales, associated with revenue that was not recognized under ASC 606 and $5.0 million, net of tax, of restructuring expenses. MONOTYPE IMAGING HOLDINGS INC.OTHER INFORMATION(Unaudited and in thousands)RECONCILIATION OF GAAP EARNINGS (LOSS) PER DILUTED SHARE TO NON-GAAP EARNINGS PER DILUTED SHARE     Three Months Ended June 30,   Six Months Ended June 30,   2019   2018   2019   2018 GAAP income (loss) per diluted share $ 0.25 $ 0.02 $ 0.31 $ (0.01 ) Amortization, net of tax of $0.01, $0.01, $0.01 and $0.02, respectively   0.04   0.03   0.07   0.07   Stock based compensation, net of tax of $0.02, $0.02, $0.03 and $0.03, respectively(1)   0.08   0.10   0.17   0.18   Acquisition-related compensation, net of tax of $0.00, $0.00, $0.00 and $0.00, respectively(2)   0.00   0.03   0.01   0.05   Non-recurring expenses, net of tax of $0.00, $0.04, $0.00 and $0.07, respectively(3)   0.01   0.12   0.01   0.22   Non-GAAP earnings per diluted share $ 0.38 $ 0.30 $ 0.57 $ 0.51   (1) For the three and six months ended June 30, 2018, the amount excludes a $1.2 million, or $0.03 per share, net of tax, non-recurring reduction for forfeitures of awards by employees included in the restructuring plan. This amount is included in non-recurring expenses.   (2) For the three months ended June 30, 2019, the amount includes $0.2 million, or $0.00 per share, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition. For the three months ended June 30, 2018, the amount includes $0.9 million, or $0.02 per share, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition and $0.2 million, or $0.01 per share, of expense associated with the deferred compensation arrangement resulting from the Amendment to the Swyft Merger Agreement. For the six months ended June 30, 2019, the amount includes $0.3 million, or $0.01 per share, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition. For the six months ended June 30, 2018, the amount includes $1.8 million, or $0.04 per share, of expense associated with the deferred compensation arrangement resulting from the Olapic acquisition and $0.5 million, or $0.01 per share, of expense associated with the deferred compensation arrangement resulting from the Amendment to the Swyft Merger Agreement.   (3) For the three months ended June 30, 2019, the amount primarily includes $0.5 million, or $0.01 per share, net of tax, of certain advisor fees related to shareholder activities. For the three months ended June 30, 2018, the amount includes $4.9 million, or $0.12 per share, net of tax, of restructuring expenses. For the six months ended June 30, 2019, the amount primarily includes $0.5 million, or $0.01 per share, net of tax, of certain advisor fees related to shareholder activities. For the six months ended June 30, 2018, the amount includes $2.1 million, or $0.06 per share, net of tax, of certain advisor fees related to shareholder activities, $1.7 million, or $0.04 per share, net of tax, of royalty expenses, recorded in cost of sales, associated with revenue that was not recognized under ASC 606 and $5.0 million, or $0.12 per share, net of tax, of restructuring expenses. MONOTYPE IMAGING HOLDINGS INC.OTHER INFORMATION(Unaudited and in thousands) OTHER INFORMATION Stock based compensation is comprised of the following:     Three Months Ended June 30,   Six Months Ended June 30,   2019   2018   2019   2018 Marketing and selling $ 1,702 $ 2,152   $ 3,472 $ 3,886   Research and development   640   893     1,362   1,881   General and administrative   1,537   1,545     3,264   3,070   Restructuring(1) —   (1,402 ) —   (1,402 ) Total expensed $ 3,879 $ 3,188   $ 8,098 $ 7,435   Property and equipment —   7   —   21   Total stock based compensation $ 3,879 $ 3,195   $ 8,098 $ 7,456   (1) For the three and six months ended June 30, 2018, $1.4 million of stock based compensation expense was reversed as a result of forfeitures of awards by employees included in the restructuring plan. This non-recurring amount has been included in restructuring expenses. MARKET INFORMATIONThe following table presents revenue for our two major markets:     Three Months Ended June 30, Six Months Ended June 30,   2019 2018 2019 2018 Creative Professional $ 35,225 $ 38,417 $ 67,988 $ 73,415 OEM   28,011   22,270   46,604   43,955 Total $ 63,236 $ 60,687 $ 114,592 $ 117,370   View source version on businesswire.com: https://www.businesswire.com/news/home/20190726005100/en/ Investor Relations: Monotype Mary Conway ir@monotype.com Source: Monotype Imaging Holdings Inc.

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