SNAPCHAT INC filed this 8-K on 05/10/17
Snap Inc (Form: 8-K, Received: 05/10/2017 16:14:12)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): May 10, 2017

 

SNAP INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-38017

45-5452795

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

63 Market Street

Venice, California

 

90291

(Address of Principal Executive Offices)

 

(Zip Code)

(310) 399-3339

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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 (see General Instructions A.2. below):

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))

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 May 10, 2017, Snap Inc. reported financial results for the three months ended March 31, 2017. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated by reference.

The press release is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by Snap Inc., whether made before or after today’s date, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

 

Description

99.1

 

Press release dated May 10, 2017.

 


 

SIGNATURES

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 thereunto duly authorized.

 

 

 

SNAP INC.

 

 

 

 

Date: May 10, 2017

By:

 

/s/ Andrew Vollero

 

 

 

Andrew Vollero

 

 

 

Chief Financial Officer

 

 


 

Exhibit Index

 

Exhibit

Number

 

Description

99.1

 

Press release dated May 10, 2017.

 

 

EX-99.1

 

Snap Inc. Reports First Quarter 2017 Results

VENICE, Calif. – May 10, 2017 – Snap Inc. (NYSE: SNAP) today announced financial results for the quarter ended March 31, 2017.

First Quarter 2017 Financial Highlights:

 

Three Months Ended March 31,

 

 

Percent

 

 

2017

 

 

2016

 

 

Change

 

 

(dollars in thousands)

 

(Unaudited)

(NM = Not Meaningful)

 

Revenue

$

149,648

 

 

$

38,798

 

 

 

286

%

Net loss (1)

$

(2,208,837

)

 

$

(104,576

)

 

NM

 

Adjusted EBITDA (2)

$

(188,243

)

 

$

(93,234

)

 

 

102

%

 

 

 

 

 

 

 

 

 

 

 

 

Other Financial Highlights

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents, and marketable securities

$

3,242,556

 

 

$

987,368

 

 

 

 

 

Cash used in operating activities

$

(154,997

)

 

$

(92,541

)

 

 

 

 

Free Cash Flow (3)

$

(172,990

)

 

$

(104,993

)

 

 

 

 

Capital expenditures

$

(17,993

)

 

$

(12,452

)

 

 

 

 

 

 

(1)

Net loss for Q1 2017 includes $2.0 billion of stock-based compensation expense, primarily due to the recognition of expense related to RSUs with a performance condition satisfied on the effectiveness of the registration statement for our initial public offering.

 

(2)

Adjusted EBITDA is defined as net income (loss), excluding interest income; interest expense; other income (expense) net; income tax benefit (expense); depreciation and amortization; and stock-based compensation expense and related payroll tax expense.

 

(3)

Free Cash Flow is defined as net cash used in operating activities, reduced by purchases of property and equipment.

Note: For adjustments and additional information regarding the non-GAAP financial measures discussed, please see “Non-GAAP Financial Measures” and “Reconciliation of GAAP to Non-GAAP Financial Measures” below.

Operational Highlights

 

Daily active users (DAU) ( 1 ) – DAUs grew from 122 million in Q1 2016 to 166 million in Q1 2017, an increase of 36% year-over-year. DAUs increased 5% quarter-over-quarter, from 158 million in Q4 2016.

 

Average revenue per user (ARPU) ( 2 ) – ARPU was $0.90 in Q1 2017, an increase of 181% over Q1 2016 when ARPU was $0.32. ARPU decreased 14% over Q4 2016 when ARPU was $1.05.

 

Hosting costs per DAU – Hosting costs per DAU were $0.60 in Q1 2017, as compared to $0.52 in Q1 2016 and $0.72 in Q4 2016.

 

Capital expenditures – Capital expenditures were $18.0 million in Q1 2017, as compared to $12.5 million in Q1 2016 and $20.4 million in Q4 2016.

 

(1)

We define a Daily Active User, or DAU, as a registered Snapchat user who opens the Snapchat application at least once during a defined 24-hour period. We measure average Daily Active Users for a particular quarter by calculating the average Daily Active Users for that quarter.

 

(2)

We define ARPU as quarterly revenue divided by the average Daily Active Users.

1


EX-99.1

 

CONFERENCE CALL INFORMATION

Snap Inc. will host a conference call to discuss the results at 1:30 p.m. Pacific / 4:30 p.m. Eastern today. The live audio webcast along with supplemental information will be accessible at investor.snap.com. A recording of the webcast will also be available following the conference call.

Snap Inc. uses the investor.snap.com and snap.com/news websites as means of disclosing material non-public information and for complying with its disclosure obligation under Regulation FD.

Contact

Investors and Analysts:

ir@snap.com

Press:

press@snap.com

2


EX-99.1

 

Forward - Looking Statements

This press release contains “forward-looking” statements that are based on our management’s beliefs and assumptions and on information currently available to management. Forward-looking statements include statements about expected financial metrics, such as revenue, non-GAAP Adjusted EBITDA, capital expenditures, and stock-based compensation, as well as non-financial metrics, such as DAU and video views. They also include statements about our possible or assumed business strategies, potential growth opportunities, new products, and potential market opportunities.

Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “believes,” “continue,” “could,” “potential,” “remain,” “will,” “would” or similar expressions and the negatives of those terms. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks include, but are not limited to, risks and uncertainties related to: our limited operating history, our lack of significant revenue to date, our ability to monetize our products, the highly competitive and rapidly changing market for internet and advertising companies, infrastructure costs, our ability to create new and innovative products, our ability to manage any future user growth, and our international expansion strategies. Additional risks and uncertainties that could affect our financial results are included in the section titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the final prospectus for our initial public offering, dated March 1, 2017, which is available on the SEC’s website at www.sec.gov. Additional information will be made available in Snap Inc.’s quarterly report on Form 10-Q and other filings that we make from time to time with the SEC. In addition, any forward-looking statements contained in this press release are based on assumptions that we believe to be reasonable as of this date. Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.

Non-GAAP Financial Measures

To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, we use certain non-GAAP financial measures, as described below, to understand and evaluate our core operating performance. These non-GAAP financial measures, which may be different than similarly titled measures used by other companies, are presented to enhance investors’ overall understanding of our financial performance and should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We use the non-GAAP financial measure of Adjusted EBITDA, which is defined as net income (loss); excluding interest income; interest expense; other income (expense), net; income tax benefit (expense); depreciation and amortization; and stock-based compensation expense and related payroll tax expense. We believe that Adjusted EBITDA helps identify underlying trends in our business that could otherwise be masked by the effect of the expenses that we exclude in Adjusted EBITDA.

We use the non-GAAP financial measure of Free Cash Flow, which is defined as net cash used in operating activities, reduced by purchases of property and equipment. We believe Free Cash Flow is an important liquidity measure of the cash that is available, after capital expenditures, for operational expenses and investment in our business and is a key financial indicator used by management. Additionally, we believe that Free Cash Flow is an important measure since we use third-party infrastructure partners to host our services and therefore we do not incur significant capital expenditures to support revenue generating activities. Free Cash Flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash. Once our business needs and obligations are met, cash can be used to maintain a strong balance sheet and invest in future growth.

3


EX-99.1

 

We believe that both Adjusted EBITDA and Free Cash Flow provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects, and allow for greater transparency with respect to key metrics used by our management for financial and operational decision-making. We are presenting the non-GAAP measures of Adjusted EBITDA and Free Cash Flow to assist investors in seeing our financial performance through the eyes of management, and because we believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry.

For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measure, please see “Reconciliation of GAAP to Non-GAAP Financial Measures” below.

Snap Inc., “Snapchat,” and our other registered and common law trade names, trademarks, and service marks are the property of Snap Inc. or our subsidiaries.

4


EX-99.1

 

SNAP INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts, unaudited)

 

Three Months Ended March 31,

 

 

2017

 

 

2016

 

Revenue

$

149,648

 

 

$

38,798

 

Costs and expenses:

 

 

 

 

 

 

 

Cost of revenue

 

163,358

 

 

 

75,773

 

Research and development

 

805,848

 

 

 

28,098

 

Sales and marketing

 

219,733

 

 

 

14,737

 

General and administrative

 

1,174,476

 

 

 

24,011

 

Total costs and expenses

 

2,363,415

 

 

 

142,619

 

Loss from operations

 

(2,213,767

)

 

 

(103,821

)

Interest income

 

2,424

 

 

 

359

 

Interest expense

 

(695

)

 

 

 

Other income (expense), net

 

187

 

 

 

(993

)

Loss before income taxes

 

(2,211,851

)

 

 

(104,455

)

Income tax benefit (expense)

 

3,014

 

 

 

(121

)

Net loss

$

(2,208,837

)

 

$

(104,576

)

Net loss per share attributable to Class A, Class B, and Class C common stockholders:

 

 

 

 

 

 

 

Basic

$

(2.31

)

 

$

(0.14

)

Diluted

$

(2.31

)

 

$

(0.14

)

 

5


EX-99.1

 

SNAP INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share amounts)

 

March 31,

2017

 

 

December 31,

2016

 

 

(Unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

$

1,427,114

 

 

$

150,121

 

Marketable securities

 

1,815,442

 

 

 

837,247

 

Accounts receivable, net of allowance

 

147,677

 

 

 

162,659

 

Prepaid expenses and other current assets

 

72,973

 

 

 

29,958

 

Total current assets

 

3,463,206

 

 

 

1,179,985

 

Property and equipment, net

 

116,132

 

 

 

100,585

 

Intangible assets, net

 

79,781

 

 

 

75,982

 

Goodwill

 

332,205

 

 

 

319,137

 

Other assets

 

50,453

 

 

 

47,103

 

Total assets

$

4,041,777

 

 

$

1,722,792

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Accounts payable

$

13,849

 

 

$

8,419

 

Accrued expenses and other current liabilities

 

228,436

 

 

 

148,325

 

Total current liabilities

 

242,285

 

 

 

156,744

 

Other liabilities

 

63,974

 

 

 

47,134

 

Total liabilities

 

306,259

 

 

 

203,878

 

Commitments and contingencies

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

 

Convertible voting preferred stock, Series A, A-1, and B, $0.00001 par value. No shares and 146,962 shares authorized, issued, and outstanding at March 31, 2017 and December 31, 2016, respectively. Liquidation preference of $95,175 at December 31, 2016.

 

 

 

 

1

 

Convertible non-voting preferred stock, Series C, $0.00001 par value. No shares and 16,000 shares authorized, issued, and outstanding at March 31, 2017 and December 31, 2016, respectively. Liquidation preference of $54,543 at December 31, 2016.

 

 

 

 

 

Convertible non-voting preferred stock, Series D, E, and F, $0.00001 par value. No shares and 83,851 shares authorized, issued, and outstanding at March 31, 2017 and December 31, 2016, respectively.

 

 

 

 

2

 

Series FP convertible voting preferred stock, $0.00001 par value. No shares and 260,888 shares authorized at March 31, 2017 and December 31, 2016, respectively. No shares and 215,888 shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively.

 

 

 

 

2

 

Class A non-voting common stock, $0.00001 par value. 3,000,000 shares authorized, 681,994 shares issued and outstanding at March 31, 2017, and 1,500,000 shares authorized, 504,902 shares issued and outstanding at December 31, 2016.

 

7

 

 

 

5

 

Class B voting common stock, $0.00001 par value. 700,000 shares authorized, 280,968 shares issued and outstanding at March 31, 2017, and 1,500,000 shares authorized, 31,469 shares issued and outstanding at December 31, 2016.

 

3

 

 

 

 

Class C voting common stock, $0.00001 par value. 260,888 shares authorized, 215,888 shares issued and outstanding at March 31, 2017, and 260,888 shares authorized and no shares issued and outstanding at December 31, 2016.

 

2

 

 

 

 

Additional paid-in capital

 

7,157,585

 

 

 

2,728,823

 

Accumulated other comprehensive income (loss)

 

(1,635

)

 

 

(2,057

)

Accumulated deficit

 

(3,420,444

)

 

 

(1,207,862

)

Total stockholders’ equity

 

3,735,518

 

 

 

1,518,914

 

Total liabilities and stockholders’ equity

$

4,041,777

 

 

$

1,722,792

 

 

6


EX-99.1

 

SNAP INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands, unaudited)

 

Three Months Ended March 31,

 

 

2017

 

 

2016

 

Cash flows from operating activities

 

 

 

 

 

 

 

Net loss

$

(2,208,837

)

 

$

(104,576

)

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

 

 

 

 

 

 

 

Depreciation and amortization

 

12,450

 

 

 

5,049

 

Stock-based compensation

 

1,992,121

 

 

 

5,538

 

Deferred income taxes

 

(1,488

)

 

 

 

Other

 

1,892

 

 

 

961

 

Change in operating assets and liabilities, net of effect of acquisitions:

 

 

 

 

 

 

 

Accounts receivable, net of allowance

 

13,444

 

 

 

(7,161

)

Prepaid expenses and other current assets

 

(43,436

)

 

 

(5,848

)

Other assets

 

2,715

 

 

 

(1,572

)

Accounts payable

 

5,619

 

 

 

47

 

Accrued expenses and other current liabilities

 

69,204

 

 

 

13,997

 

Other liabilities

 

1,319

 

 

 

1,024

 

Net cash used in operating activities

 

(154,997

)

 

 

(92,541

)

Cash flows from investing activities

 

 

 

 

 

 

 

Purchases of property and equipment

 

(17,993

)

 

 

(12,452

)

Purchases of intangible assets

 

 

 

 

(562

)

Non-marketable investments

 

(625

)

 

 

(2,173

)

Cash paid for acquisitions, net of cash acquired

 

(18,013

)

 

 

(50,936

)

Issuance of notes receivable from officers/stockholders

 

 

 

 

(15,000

)

Purchases of marketable securities

 

(1,423,214

)

 

 

(140,045

)

Maturities of marketable securities

 

445,047

 

 

 

 

Change in restricted cash

 

 

 

 

(4,300

)

Net cash used in investing activities

 

(1,014,798

)

 

 

(225,468

)

Cash flows from financing activities

 

 

 

 

 

 

 

Proceeds from the exercise of stock options

 

594

 

 

 

 

Stock repurchases from employees for minimum tax withholdings

 

(206,579

)

 

 

 

Proceeds from issuance of Class A common stock in initial public offering, net of underwriting commissions

 

2,657,797

 

 

 

 

Proceeds from issuances of preferred stock, net of issuance costs

 

 

 

 

192,186

 

Payments of initial public offering issuance costs

 

(5,024

)

 

 

 

Net cash provided by financing activities

 

2,446,788

 

 

 

192,186

 

Change in cash and cash equivalents

 

1,276,993

 

 

 

(125,823

)

Cash and cash equivalents, beginning of period

 

150,121

 

 

 

640,810

 

Cash and cash equivalents, end of period

$

1,427,114

 

 

$

514,987

 

Supplemental disclosures

 

 

 

 

 

 

 

Cash paid for income taxes

$

3,545

 

 

$

4

 

Supplemental disclosures of non-cash activities

 

 

 

 

 

 

 

Issuance of Class B common stock related to acquisitions

$

 

 

$

13,097

 

Purchase consideration liabilities related to acquisitions

$

1,901

 

 

$

6,028

 

Construction in progress related to financing lease obligations

$

257

 

 

$

404

 

Net change in accounts payable and accrued expenses and other current liabilities related to property and equipment additions

$

(4,355

)

 

$

1,921

 

 

7


EX-99.1

 

SNAP INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(In thousands, unaudited)

 

Three Months Ended March 31,

 

 

2017

 

 

2016

 

Adjusted EBITDA reconciliation:

 

 

 

 

 

 

 

Net loss

$

(2,208,837

)

 

$

(104,576

)

Add (deduct):

 

 

 

 

 

 

 

Interest income

 

(2,424

)

 

 

(359

)

Interest expense

 

695

 

 

 

 

Other (income) expense, net

 

(187

)

 

 

993

 

Income tax (benefit) expense

 

(3,014

)

 

 

121

 

Depreciation and amortization (1)

 

12,450

 

 

 

5,049

 

Stock-based compensation expense (2)

 

1,992,121

 

 

 

5,538

 

Payroll tax expense related to stock-based compensation

 

20,953

 

 

 

 

Adjusted EBITDA

$

(188,243

)

 

$

(93,234

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Total depreciation and amortization expense by function:

 

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

2017

 

 

2016

 

Depreciation and amortization expense:

 

 

 

 

 

 

 

Cost of revenue

$

1,669

 

 

$

71

 

Research and development

 

5,755

 

 

 

3,611

 

Sales and marketing

 

2,600

 

 

 

150

 

General and administrative

 

2,426

 

 

 

1,217

 

Total

$

12,450

 

 

$

5,049

 

 

 

 

 

 

 

 

 

(2) Total stock-based compensation and related payroll tax expense by function:

 

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

2017

 

 

2016

 

Stock-based compensation and related payroll tax expense:

 

 

 

 

 

 

 

Cost of revenue

$

20,026

 

 

$

154

 

Research and development

 

722,129

 

 

 

2,648

 

Sales and marketing

 

160,942

 

 

 

775

 

General and administrative

 

1,109,977

 

 

 

1,961

 

Total

$

2,013,074

 

 

$

5,538

 

 

 

 

 

Three Months Ended March 31,

 

 

2017

 

 

2016

 

Free Cash Flow reconciliation:

 

 

 

 

 

 

 

Net cash used in operating activities

$

(154,997

)

 

$

(92,541

)

Less:

 

 

 

 

 

 

 

Purchases of property and equipment

 

(17,993

)

 

 

(12,452

)

Free Cash Flow

$

(172,990

)

 

$

(104,993

)

 

8