Company Updates 2004 Guidance to Reflect Acquisition
Westlake Village, CA - August 12, 2004 - ValueClick, Inc. (Nasdaq: VCLK), the single-source provider of media, technology and services across all major interactive marketing channels, today announced it has completed its acquisition of privately-held Pricerunner AB, a leading provider of online comparison shopping services in Europe.
Originally announced on August 3, 2004, the Pricerunner acquisition expands ValueClick's suite of performance-based online marketing solutions into the high-growth area of comparison shopping - the most commerce-oriented form of search. Pricerunner currently operates leading comparison shopping sites in the United Kingdom and Sweden, and plans to expand in France and Germany during 2004. Pricerunner generates the majority of its revenue through a lead-based model, where a retailer pays Pricerunner on a cost-per-click basis for online consumers that Pricerunner delivers to the retailer's Website.
Under the terms of the agreement, ValueClick has acquired all outstanding equity interests in Pricerunner for a purchase price of approximately $29.0 million, subject to a final working capital adjustment, including cash and approximately 263,000 shares of ValueClick common stock issued to three management shareholders of Pricerunner. In the transaction, ValueClick has agreed to provide additional cash and stock consideration totaling up to $6.0 million, contingent upon Pricerunner exceeding certain performance milestones.
Based on unaudited financial statements, for the six-month period ending April 30, 2004, Pricerunner generated revenue of approximately $3.6 million, and EBITDA of approximately $0.8 million. As of April 30, 2004, Pricerunner had reserve cash of approximately $2.5 million. Pricerunner was represented by Eagle One Capital Limited in this transaction.
The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not include the potential impact of any mergers, acquisitions or other business combinations that may be completed after the date of this release.
Based on the closing of the Pricerunner acquisition, ValueClick is updating its financial guidance for third quarter and fiscal year 2004.
For the third quarter of 2004, ValueClick anticipates:
· Total revenue of approximately $37.0 million to $39.0 million, an increase from prior guidance of $36.0 million to $37.0 million;
· Diluted net income per share of $0.06 - which includes the effects of additional amortization of intangible assets associated with the Pricerunner transaction - in line with prior guidance of $0.06; and
· EBITDA in the range of $8.0 million to $9.0 million, in line with prior guidance.
For fiscal year 2004, ValueClick anticipates:
· Total revenue of approximately $150 million to $154 million, an increase from prior guidance of approximately $147 million to $150 million;
· Excluding the $8.0 million one-time gain associated with the March 2004 sale of ValueClick Japan, diluted net income per share of approximately $0.26 to $0.29 - which includes the effects of additional amortization of intangible assets associated with the Pricerunner transaction - in line with prior guidance;
· Excluding the previously mentioned one-time gain, EBITDA of approximately $38 million to $41 million, an increase from prior guidance of approximately $38 million to $40 million;
· Fully diluted shares of approximately 85 million.
Additionally, ValueClick anticipates that Pricerunner could contribute up to $20 million in revenue and generate an EBITDA margin of approximately 30 percent in 2005.
ValueClick Europe Strategic PR
Carl White / Vanessa Kent Dulcie McLerie / Lauren Caldwell
Tel: +44 (0) 208 785 5800 Tel: +44 (0) 1494 434434
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ValueClick, Inc. (Nasdaq: VCLK) is the single-source provider of media, technology and related services that enable advertisers, agencies and publishers to reach consumers in all major online marketing channels, through our three business units:
· ValueClick Media (http://media.valueclick.com) provides a wide range of online marketing solutions - including Web Marketing, Email Marketing, Lead Generation Marketing, and Search Marketing - to create awareness, build brands, deliver targeted visitors, generate leads, drive sales, and grow customer relationships.
· Commission Junction (www.cj.com) provides advanced performance marketing solutions that help marketers increase online leads and sales. By facilitating strategic relationships between advertisers and publishers, Commission Junction leverages its proven expertise in affiliate marketing and search marketing to drive measurable results for its clients.
· Mediaplex (www.mediaplex.com) provides technology and services that help advertisers, agencies and Web site publishers manage their online advertising and permission-based email campaigns. In addition, the AdWare Systems subsidiary (www.adwaresystems.com) provides software and services that help advertising agencies and other companies operate their businesses more efficiently, through effective agency management, media management, and content management solutions.
For more information, please visit www.valueclick.com.
This release contains forward-looking statements that involve risks and uncertainties, including, but not limited to, trends in online advertising spending and estimates of future online performance-based advertising. Actual results may differ materially from the results predicted, and reported results should not be considered an indication of future performance. Important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements are detailed under "Risk Factors" and elsewhere in filings with the Securities and Exchange Commission made from time to time by ValueClick, including its Annual Report on Form 10-K filed on March 15, 2004, recent quarterly reports on Form 10-Q and current reports on Form 8-K. Other factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements include, but are not limited to, the risk that market demand for online advertising, and performance-based online advertising in particular, will not grow as rapidly as predicted. ValueClick undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
Published on: 12:00AM on 12th August 2004