Marin Software Announces Fourth Quarter and Full Year 2019 Financial Results

SAN FRANCISCO, Feb. 27, 2020 /PRNewswire/ -- Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth quarter and full year ended December 31, 2019.

"As Your Ally in Digital for the world's leading brands, in Q4 2019, Marin continued to expand the capabilities of MarinOne, our next-generation, omni-channel marketing platform," said Chris Lien, Chief Executive Officer of Marin Software. "We believe by enabling the holistic management of digital advertising investments across search, social, and e-commerce channels, brands will enjoy improved revenue growth and customer acquisition."

Fourth Quarter 2019 Business and Product Release Highlights:

    --  Added support for Google's Prominence Metrics in MarinOne, including
        dimension roll-up by keyword, keyword grid, group grid, and campaign
        grid, giving our customers a faster way to aggregate their data and gain
        a better understanding of where their ads appear on the Search Engine
        Results Page.
    --  Enhanced campaign management for Amazon Sponsored Product Ads, which
        works in conjunction with our bidding algorithm, report building, and
        dimension support, giving Marin more end-to-end functionality than the
        native Amazon Advertising tool.
    --  Integrated conversion data from the Amazon Attribution beta into Marin,
        helping advertising activity by providing visibility into conversions
        that happen on Amazon.
    --  Released improvements to MarinOne, including better app consistency for
        navigating between Marin Search and MarinOne, Bulk Upload, Cross-Client
        Reports to better analyze performance across multiple clients, Bid
        Strategy Side Panel enhancements, easier edits to saved reports, and
        Dimensions on the Devices tab.
    --  Added support for Microsoft Local Inventory Ads Placement, giving
        advertisers extended reach in the Bing ecosystem.
    --  Released the activity log for Audience Hub, enabling advertisers to
        monitor all activities related to audience file upload in MarinOne.
    --  Added support for Facebook Campaign Budget Optimization, which
        eliminates the need to manually shift budgets between ad sets, and track
        and recalculate budgets mid-flight.

Fourth Quarter 2019 Financial Updates:

    --  Net revenues totaled $11.4 million, a year-over-year decrease of 28%
        when compared to $15.8 million in the fourth quarter of 2018.
    --  GAAP loss from operations was ($6.2) million, resulting in a GAAP
        operating margin of (54%), as compared to a GAAP loss from operations of
        ($3.0) million and a GAAP operating margin of (19%) for the fourth
        quarter of 2018.
    --  Non-GAAP loss from operations was ($2.1) million, resulting in a
        non-GAAP operating margin of (19%), as compared to a non-GAAP loss from
        operations of ($0.7) million and a non-GAAP operating margin of (5%) for
        the fourth quarter of 2018.
    --  Completed the divestiture of our Perfect Audience business for net
        proceeds of $4.3 million, and recognized a gain on divestiture of $5.1
        million.

Full Year 2019 Financial Updates:

    --  Net revenues totaled $49.0 million, a year-over-year decrease of 16%
        when compared to $58.6 million in 2018.
    --  GAAP loss from operations was ($19.8) million, resulting in a GAAP
        operating margin of (40%), as compared to a GAAP loss from operations of
        ($42.3) million and a GAAP operating margin of (72%) for 2018.
    --  Non-GAAP loss from operations was ($11.1) million, resulting in a
        non-GAAP operating margin of (23%), as compared to a non-GAAP loss from
        operations of ($18.1) million and a non-GAAP operating margin of (31%)
        for 2018.
    --  Cash, cash equivalents and restricted cash totaled $12.1 million as of
        December 31, 2019, as compared to $11.5 million as of December 31, 2018.

Reconciliations of GAAP to non-GAAP financial measures have been provided in the financial statement tables included in this press release. An explanation of these measures is also included below, under the heading "Non-GAAP Financial Measures."

Financial Outlook:
Marin is providing guidance for its first quarter of 2020 as follows:


                                   
       
              Forward-Looking Guidance


                                     
           
              In millions




                                         Range of Estimate


                                       From                                To



                Three Months Ended
                 March 31, 2020


     Revenues, net                              $
            8.3                 $
        8.8


     Non-GAAP loss from
      operations                                        (4.2)                    (3.7)

Non-GAAP loss from operations excludes the effects of stock-based compensation, amortization of internally developed software and intangible assets, impairment of goodwill and long-lived assets, capitalization of internally developed software and non-recurring costs associated with restructurings and divestitures.

Additionally, the Company does not reconcile its forward-looking non-GAAP loss from operations, due to variability between revenues and non-cash items such as stock-based compensation. The GAAP loss from operations includes stock-based compensation expense, which is affected by hiring and retention needs, as well as the future price of Marin's stock. As a result, a reconciliation of the forward-looking non-GAAP financial measures to the corresponding GAAP measures cannot be made without unreasonable effort.

Quarterly Results Conference Call
Marin Software will host a conference call today at 2:00 PM Pacific Time (5:00 PM Eastern Time) to review the Company's financial results for the quarter and full year ended December 31, 2019, and its outlook for the future. To access the call, please dial (855) 327-6837 in the United States or (631) 891-4304 internationally with reference to the company name and conference title. A live webcast of the conference call will be accessible at http://public.viavid.com/index.php?id=138031. Following the completion of the call through 11:59 p.m. Eastern Time on March 5, 2020, a recorded replay will be available on the Company's website at http://investor.marinsoftware.com/ and a telephone replay will be available by dialing (844) 512-2921 in the United States or (412) 317-6671 internationally with the recording access code 10008636.

About Marin Software
Marin Software Incorporated's (NASDAQ: MRIN) mission is to give advertisers the power to drive higher efficiency and transparency in their paid marketing programs that run on the world's largest publishers. Marin Software provides enterprise marketing software for advertisers and agencies to integrate, align, and amplify their digital advertising spend across the web and mobile devices. Marin Software offers a unified SaaS advertising management platform for search, social, and eCommerce advertising. The Company helps digital marketers convert precise audiences, improve financial performance, and make better decisions. Headquartered in San Francisco with offices worldwide, Marin Software's technology powers marketing campaigns around the globe. For more information about Marin Software, please visit www.marinsoftware.com.

Non-GAAP Financial Measures
Marin uses certain non-GAAP financial measures in this release. Marin uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating its ongoing operational performance. Marin believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors. Non-GAAP financial measures that Marin uses may differ from measures that other companies may use.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. A reconciliation of the non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures.

Non-GAAP expenses, measures and net loss per share. Marin defines non-GAAP sales and marketing, non-GAAP research and development, non-GAAP general and administrative, non-GAAP gross profit, non-GAAP operating loss and non-GAAP net loss as the respective GAAP balances, adjusted for stock-based compensation, amortization of internally developed software and intangible assets, impairment of goodwill and long-lived assets, non-cash expenses related to debt agreements, capitalization of internally developed software and non-recurring costs associated with restructurings and divestitures. Non-GAAP net loss per share is calculated as non-GAAP net loss divided by the weighted average shares outstanding.

Adjusted EBITDA. Marin defines Adjusted EBITDA as net loss, adjusted for stock-based compensation expense, depreciation, amortization of internally developed software and intangible assets, capitalization of internally developed software, impairment of goodwill and long-lived assets, benefit from or provision for income taxes, other income, net and non-recurring costs associated with restructurings and divestitures. These amounts are often excluded by other companies to help investors understand the operational performance of their business. The Company uses Adjusted EBITDA as a measurement of its operating performance because it assists in comparing the operating performance on a consistent basis by removing the impact of certain non-cash and non-operating items. Adjusted EBITDA reflects an additional way of viewing aspects of the operations that Marin believes, when viewed with the GAAP results and the accompanying reconciliations to corresponding GAAP financial measures, provide a more complete understanding of factors and trends affecting its business.

Prior to 2019, Marin also included deferred costs associated with contracts and the related amortization as an adjustment to net loss for the purposes of calculating the non-GAAP financial measures described above, but has updated its definition to no longer include those items in its calculation of the non-GAAP financial measures described above. Non-GAAP financial measures for prior periods have been adjusted to conform to the current period presentation.

Forward-Looking Statements
This press release contains forward-looking statements including, among other things, statements regarding Marin's business, expectations about our ability to return to growth, impact of investments in product and technology on future operating results, progress on product development efforts, product capabilities and future financial results, including its outlook for the first quarter of 2020. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to our ability to maintain or grow sales to new and existing customers; any adverse changes in our relationships with and access to publishers and advertising agencies and strategic business partners; our ability to manage expenses and liquidity and raise additional capital; our ability to maintain or expand our sales and marketing capabilities; our ability to retain and attract qualified management and technical personnel or implement any planned personnel reductions; delays in the release of updates to our product platform or new features or delays in customer deployment of any such updates or features; competitive factors, including but not limited to pricing pressures, entry of new competitors and new applications; quarterly fluctuations in our operating results due to a number of factors; inability to adequately forecast our future revenues, expenses, Adjusted EBITDA, cash flows or other financial metrics; delays, reductions or slower growth in the amount spent on online and mobile advertising and the development of the market for cloud-based software; progress in our efforts to update our software platform; level of usage and advertising spend managed on our platform; our ability to maintain or expand sales of our solutions in channels other than search advertising; any slow-down in the search advertising market generally; any shift in customer digital advertising budgets from search to segments in which we are not as deeply penetrated; the development of the market for digital advertising; acceptance and continued usage of our platform and services by customers and our ability to provide high-quality technical support to our customers; material defects in our platform including those resulting from any updates we introduce to our platform, service interruptions at our single third-party data center or breaches in our security measures; our ability to develop enhancements to our platform; our ability to protect our intellectual property; our ability to manage risks associated with international operations; the impact of fluctuations in currency exchange rates, particularly an increase in the value of the dollar; near term changes in sales of our software services or spend under management may not be immediately reflected in our results due to our subscription business model; adverse changes in general economic or market conditions; and our ability to acquire and integrate other businesses or sell business assets. These forward-looking statements are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including our most recent report on Form 10-K, recent reports on Form 10-Q and current reports on Form 8-K, which we may file from time to time, and all of which are available free of charge at the SEC's website at www.sec.gov. Any of these risks could cause actual results to differ materially from expectations set forth in the forward-looking statements. All forward-looking statements in this press release reflect Marin's expectations as of February 27, 2020. Marin assumes no obligation to, and expressly disclaims any obligation to update any such forward-looking statements after the date of this release.



     
                Marin Software Incorporated



     
                Condensed Consolidated Balance Sheets



     
                (On a GAAP basis)




                                                               December 31,               December 31,



     
                (Unaudited; in thousands, except par value)         2019                        2018




     
                Assets:



     Current assets:



     Cash and cash equivalents                                             $
         11,134               $
          10,210



     Restricted cash                                                                 971                        1,293



     Accounts receivable, net                                                      8,939                       12,906



     Prepaid expenses and other current assets                                     3,522                        4,642




     Total current assets                                                         24,566                       29,051



     Property and equipment, net                                                   8,524                       11,815



     Right-of-use assets, operating leases                                         7,705



     Goodwill                                                                                                  1,943



     Intangible assets, net                                                           95                        1,938



     Other non-current assets                                                      1,403                        2,045




     Total assets                                                          $
         42,293               $
          46,792




     
                Liabilities and Stockholders' Equity:



     Current liabilities:



     Accounts payable                                                       $
         1,679                $
          2,699



     Accrued expenses and other current liabilities                                9,010                       10,632



     Operating lease liabilities                                                   3,786




     Total current liabilities                                                    14,475                       13,331



     Operating lease liabilities, non-current                                      5,181



     Other long-term liabilities                                                   1,577                        4,090




     Total liabilities                                                            21,233                       17,421




     Stockholders' equity:



     Common stock, $0.001 par value                                                    7                            6



     Additional paid-in capital                                                  299,263                      295,116



     Accumulated deficit                                                       (277,112)                   (264,713)



     Accumulated other comprehensive loss                                        (1,098)                     (1,038)




     Total stockholders' equity                                                   21,060                       29,371




     Total liabilities and stockholders' equity                            $
         42,293               $
          46,792



     
                Marin Software Incorporated



     
                Condensed Consolidated Statements of Operations



     
                (On a GAAP basis)




                                                                                     Three Months Ended              Year Ended December 31,
                                                                        December 31,




     
                (Unaudited; in thousands, except per share data) 2019                                2018                       2019                    2018




     Revenues, net                                                            $
             11,384               $
       15,825                       $
         49,036       $
          58,631



     Cost of revenues                                                                     5,536                     6,160                              22,843               27,154




     Gross profit                                                                         5,848                     9,665                              26,193               31,477




     
                Operating expenses:



     Sales and marketing                                                                  3,383                     4,594                              15,836               23,425



     Research and development                                                             4,418                     5,007                              17,845               22,450



     General and administrative                                                           2,317                     3,049                              10,446               13,113



     Impairment of goodwill                                                               1,910                                                        1,910               14,740




     Total operating expenses                                                            12,028                    12,650                              46,037               73,728




     Loss from operations                                                               (6,180)                  (2,985)                           (19,844)            (42,251)



     Gain on divestiture                                                                  5,064                                                        5,064



     Other income, net                                                                      540                       585                               2,252                1,593




     Loss before (benefit from) provision for income taxes                                (576)                  (2,400)                           (12,528)            (40,658)



     (Benefit from) provision for income taxes                                             (50)                     (38)                              (120)                 586




     Net loss                                                                  $
             (526)             $
       (2,362)                    $
         (12,408)    $
          (41,244)




     Net loss per common share, basic and diluted                             $
             (0.08)              $
       (0.40)                      $
         (1.95)      $
          (7.13)




     Weighted-average shares outstanding, basic and diluted                               6,705                     5,841                               6,373                5,783



     
                Marin Software Incorporated



     
                Condensed Consolidated Statements of Cash Flows



     
                (On a GAAP basis)




                                                                                                              Year Ended December 31,




     
                (Unaudited; in thousands)                                                        2019                              2018




     
                Operating activities:



     Net loss                                                                                           $
           (12,408)                 $
        (41,244)



     Adjustments to reconcile net loss to net cash used in operating activities:



     Impairment of goodwill                                                                                         1,910                          14,740



     Depreciation                                                                                                   1,934                           2,658



     Amortization of internally developed software                                                                  3,904                           3,774



     Amortization of intangible assets                                                                              1,814                           2,537



     Amortization of deferred costs to obtain and fulfill contracts                                                 1,534                           2,045



     Gain on divestiture of Perfect Audience                                                                      (5,064)



     Loss (gain) on disposals of property and equipment and right-of-use assets                                        26                             (1)



     Unrealized foreign currency gains                                                                               (56)                          (118)



     Stock-based compensation expense related to equity awards                                                      2,664                           3,971



     Provision for bad debts                                                                                        (249)                             48



     Net change in operating leases                                                                                 (511)



     Deferred income tax benefits                                                                                   (301)                          (398)



     Changes in operating assets and liabilities:



     Accounts receivable                                                                                            4,170                           (668)



     Prepaid expenses and other assets                                                                                220                           (609)



     Accounts payable                                                                                               (687)                           (97)



     Accrued expenses and other liabilities                                                                         (136)                            382




     Net cash used in operating activities                                                                        (1,236)                       (12,980)




     
                Investing activities:



     Purchases of property and equipment                                                                            (604)                          (586)



     Net proceeds from divestiture of Perfect Audience                                                              4,267



     Proceeds from disposals of property and equipment                                                                                                 8



     Capitalization of internally developed software                                                              (2,056)                        (2,129)




     Net cash provided by (used in) investing activities                                                            1,607                         (2,707)




     
                Financing activities:



     Proceeds from issuance of common shares through at-the-market offering, net of offering costs                  1,643



     Payment of principal on finance lease liabilities                                                            (1,186)                        (1,304)



     Employee taxes paid for withheld shares upon equity award settlement                                           (314)                          (265)



     Proceeds from employee stock purchase plan, net                                                                  117                             282




     Net cash provided by (used in) financing activities                                                              260                         (1,287)




     Effect of foreign exchange rate changes on cash and cash equivalents and restricted cash                        (29)                          (360)



     Net increase (decrease) in cash and cash equivalents and restricted cash                                         602                        (17,334)



     
                Cash and cash equivalents and restricted cash:



     Beginning of period                                                                                           11,503                          28,837




     End of period                                                                                        $
           12,105                    $
        11,503



     
                Marin Software Incorporated



     
                Reconciliation of GAAP to Non-GAAP Expenses




                                                                        
        
           Three Months Ended                                       Year                    
        
                Three Months Ended                                              Year
                                                                                                                                        Ended                                                                                                 Ended



                                                               March 31,                                June 30,            September                 December 31,        December 31,                     March 31,                     June 30,               September
                                                                                                                                30,                                                                                                                                  30,         December 31,                     December 31,

                                                                    2018                                     2018                  2018                          2018                 2018                           2019                          2019                     2019              2019                             2019




     
                (Unaudited; in thousands)



     Sales and Marketing (GAAP)                                          $
       7,381                              $
      6,154                        $
              5,296    $
              4,594                                 $
          23,425                     $
              4,634                     $
           4,087                   $
           3,732 $
           3,383 $
            15,836



     Less Stock-based compensation                                            (240)                                 (271)                                   (181)               (265)                                         (957)                                (180)                             (205)                            (155)          (141)           (681)



     Less Amortization of intangible assets                                   (213)                                 (184)                                   (130)               (131)                                         (658)                                 (64)                                                                                              (64)



     Less Restructuring related expenses                                      (497)                                  (48)                                   (113)               (169)                                         (827)                                (157)                              (66)                                           (178)           (401)




     Sales and Marketing (Non-GAAP)                                      $
       6,431                              $
      5,651                        $
              4,872    $
              4,029                                 $
          20,983                     $
              4,233                     $
           3,816                   $
           3,577 $
           3,064 $
            14,690



     Research and Development (GAAP)                                     $
       6,155                              $
      5,817                        $
              5,471    $
              5,007                                 $
          22,450                     $
              4,895                     $
           4,660                   $
           3,872 $
           4,418 $
            17,845



     Less Stock-based compensation                                            (339)                                 (314)                                   (339)               (406)                                       (1,398)                                (281)                             (269)                            (266)          (209)         (1,025)



     Less Amortization of intangible assets                                   (237)                                 (234)                                   (234)               (233)                                         (938)                                (234)                             (234)                            (234)          (173)           (875)



     Less Restructuring related expenses                                      (115)                                                                                                                                           (115)



     Plus Capitalization of internally developed software                       693                                    602                                      398                  436                                          2,129                                   482                                388                            1,004            182            2,056




     Research and Development (Non-GAAP)                                 $
       6,157                              $
      5,871                        $
              5,296    $
              4,804                                 $
          22,128                     $
              4,862                     $
           4,545                   $
           4,376 $
           4,218 $
            18,001



     General and Administrative (GAAP)                                   $
       3,377                              $
      3,766                        $
              2,921    $
              3,049                                 $
          13,113                     $
              3,221                     $
           2,277                   $
           2,631 $
           2,317 $
            10,446



     Less Stock-based compensation                                            (245)                                 (273)                                   (195)               (164)                                         (877)                                 (99)                             (146)                            (105)           (75)           (425)



     Less Amortization of intangible assets                                     (3)                                                                                                                                             (3)



     Less Restructuring related expenses                                      (111)                                  (36)                                    (11)                                                             (158)




     General and Administrative (Non-GAAP)                               $
       3,018                              $
      3,457                        $
              2,715    $
              2,885                                 $
          12,075                     $
              3,122                     $
           2,131                   $
           2,526 $
           2,242 $
            10,021



     
                Marin Software Incorporated



     
                Reconciliation of GAAP to Non-GAAP Measures




                                                                         
          
             Three Months Ended                                                Year                        
             
                Three Months Ended                                                 Year Ended
                                                                                                                                                      Ended



                                                               March 31,                                     June 30,                 September 30,                     December 31,             December 31,                     March 31,                         June 30,                       September
                                                                                                                                                                                                                                                                                                       30,          December 31,                       December 31,

                                                                    2018                                          2018                           2018                              2018                      2018                           2019                             2019                              2019              2019                               2019




     
                (Unaudited; in thousands)



     Gross Profit (GAAP)                                                    $
         7,830                                 $
        7,288                                $
              6,694         $
              9,665                                    $
           31,477                             $
              7,637                     $
             6,547                   $
             6,161      $
              5,848     $
              26,193



     Plus Stock-based compensation                                                   204                                         172                                              160                       203                                                739                                           125                                  142                                127                    139                    533



     Plus Amortization of internally developed software                              957                                         986                                              928                       903                                              3,774                                           750                                  955                              1,057                  1,142                  3,904



     Plus Amortization of intangible assets                                          237                                         233                                              234                       234                                                938                                           234                                  234                                234                    173                    875



     Plus Restructuring related expenses                                             139                                                                                          37                                                                         176                                             6                                                                                           90                     96




     Gross Profit (Non-GAAP)                                                $
         9,367                                 $
        8,679                                $
              8,053        $
              11,005                                    $
           37,104                             $
              8,752                     $
             7,878                   $
             7,579      $
              7,392     $
              31,601



     Operating Loss (GAAP)                                                $
         (9,083)                              $
        (8,449)                             $
             (21,734)      $
              (2,985)                                    $
        (42,251)                              $
          (5,113)                      $
         (4,477)                    $
          (4,074)       $
         (6,180)         $
       (19,844)



     Plus Impairment of goodwill                                                                                                                                             14,740                                                                      14,740                                                                                                                                     1,910                  1,910



     Plus Stock-based compensation                                                 1,028                                       1,030                                              875                     1,038                                              3,971                                           685                                  762                                653                    564                  2,664



     Plus Amortization of internally developed software                              957                                         986                                              928                       903                                              3,774                                           750                                  955                              1,057                  1,142                  3,904



     Plus Amortization of intangible assets                                          690                                         651                                              598                       598                                              2,537                                           532                                  468                                468                    346                  1,814



     Plus Restructuring related expenses                                             862                                          84                                              161                       169                                              1,276                                           163                                   66                                                      268                    497



     Less Capitalization of internally developed software                          (693)                                      (602)                                           (398)                    (436)                                           (2,129)                                        (482)                               (388)                            (1,004)                (182)               (2,056)




     Operating Loss (Non-GAAP)                                            $
         (6,239)                              $
        (6,300)                              $
             (4,830)        $
              (713)                                    $
        (18,082)                              $
          (3,465)                      $
         (2,614)                    $
          (2,900)       $
         (2,132)         $
       (11,111)



     Net Loss (GAAP)                                                      $
         (9,112)                              $
        (8,276)                             $
             (21,494)      $
              (2,362)                                    $
        (41,244)                              $
          (4,606)                      $
         (4,003)                    $
          (3,273)         $
         (526)         $
       (12,408)



     Plus Impairment of goodwill                                                                                                                                             14,740                                                                      14,740                                                                                                                                     1,910                  1,910



     Plus Stock-based compensation                                                 1,028                                       1,030                                              875                     1,038                                              3,971                                           685                                  762                                653                    564                  2,664



     Plus Amortization of internally developed software                              957                                         986                                              928                       903                                              3,774                                           750                                  955                              1,057                  1,142                  3,904



     Plus Amortization of intangible assets                                          690                                         651                                              598                       598                                              2,537                                           532                                  468                                468                    346                  1,814



     Plus Restructuring related expenses                                             862                                          84                                              161                       169                                              1,276                                           163                                   66                                                      268                    497



     Less Capitalization of internally developed software                          (693)                                      (602)                                           (398)                    (436)                                           (2,129)                                        (482)                               (388)                            (1,004)                (182)               (2,056)



     Less Gain on divestiture of Perfect Audience                                                                                                                                                                                                                                                                                                                                               (5,064)               (5,064)




     Net Loss (Non-GAAP)                                                  $
         (6,268)                              $
        (6,127)                              $
             (4,590)         $
              (90)                                    $
        (17,075)                              $
          (2,958)                      $
         (2,140)                    $
          (2,099)       $
         (1,542)          $
       (8,739)



     
                Marin Software Incorporated



     
                Calculation of Non-GAAP Earnings Per Share




                                                                              
         
             Three Months Ended                                          Year                     
           
                Three Months Ended                                                 Year
                                                                                                                                                    Ended                                                                                                        Ended



                                                                    March 31,                                    June 30,               September                  December 31,           December 31,                     March 31,                        June 30,                September
                                                                                                                                            30,                                                                                                                                          30,         December 31,                    December 31,

                                                                         2018                                         2018                     2018                           2018                    2018                           2019                             2019                      2019              2019                            2019




     
                (Unaudited; in thousands, except per share data)



     Net Loss (Non-GAAP)                                                       $
        (6,268)                              $
      (6,127)                         $
           (4,590)        $
             (90)                                    $
       (17,075)                         $
        (2,958)                     $
       (2,140)                    $
       (2,099)       $
      (1,542)       $
      (8,739)



     Weighted-average shares outstanding, basic and diluted                            5,736                                     5,767                                     5,787                   5,841                                             5,783                                  5,945                             6,201                           6,631             6,705             6,373




     Non-GAAP net loss per common share, basic and diluted                      $
        (1.09)                               $
      (1.06)                          $
           (0.79)      $
             (0.02)                                      $
       (2.95)                          $
        (0.50)                      $
       (0.35)                     $
       (0.32)        $
      (0.23)        $
      (1.37)



     
                Marin Software Incorporated



     
                Reconciliation of Net Loss to Adjusted EBITDA




                                                                           
        
             Three Months Ended                                             Year                     
           
                Three Months Ended                                               Year
                                                                                                                                                   Ended                                                                                                      Ended



                                                                 March 31,                                   June 30,              September 30,                  December 31,           December 31,                     March 31,                      June 30,               September
                                                                                                                                                                                                                                                                                    30,         December 31,                  December 31,

                                                                      2018                                        2018                        2018                           2018                    2018                           2019                           2019                    2019              2019                          2019




     
                (Unaudited; in thousands)



     Net Loss                                                               $
       (9,112)                              $
     (8,276)                             $
          (21,494)      $
            (2,362)                                    $
     (41,244)                         $
       (4,606)                     $
      (4,003)                  $
       (3,273)          $
       (526)         $
      (12,408)



     Depreciation                                                                    798                                      759                                           628                     473                                           2,658                                  499                             482                              494                  459                 1,934



     Amortization of internally developed software                                   957                                      986                                           928                     903                                           3,774                                  750                             955                            1,057                1,142                 3,904



     Amortization of intangible assets                                               690                                      651                                           598                     598                                           2,537                                  532                             468                              468                  346                 1,814



     Provision for (benefit from) income taxes                                       324                                      204                                            96                    (38)                                            586                                   33                              58                            (161)                (50)                (120)



     Impairment of goodwill                                                                                                                                            14,740                                                                 14,740                                                                                                                   1,910                 1,910



     Stock-based compensation                                                      1,028                                    1,030                                           875                   1,038                                           3,971                                  685                             762                              653                  564                 2,664



     Capitalization of internally developed software                               (693)                                   (602)                                        (398)                  (436)                                        (2,129)                                (482)                           (388)                       (1,004)               (182)              (2,056)



     Gain on divestiture of Perfect Audience                                                                                                                                                                                                                                                                                                                       (5,064)              (5,064)



     Restructuring related expenses                                                  862                                       84                                           161                     169                                           1,276                                  163                              66                                                  268                   497



     Other income, net                                                             (295)                                   (377)                                        (336)                  (585)                                        (1,593)                                (540)                           (532)                         (640)               (540)              (2,252)




     Adjusted EBITDA                                                        $
       (5,441)                              $
     (5,541)                              $
          (4,202)        $
            (240)                                    $
     (15,424)                         $
       (2,966)                     $
      (2,132)                  $
       (2,406)        $
       (1,673)          $
      (9,177)

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SOURCE Marin Software