Bret Richter
Analyst · Susquehanna. your line of live
Thank you, Vivek. Let's discuss our financial results. Our earnings release reflects both our GAAP and adjusted financial results for Q4 and fiscal year 2022. As discussed during our previous earnings calls, our UK voice assets were sold in February 2021, and we completed the sale of our B2B backup business in September 2021. The results related to these divestitures are reflected in our fiscal year 2021 GAAP financials through their respective date of sale. However, these divestitures do not impact the presentation of our Q4 or fiscal year 2022 GAAP results. Our earnings release also reflects adjustments for the removal of the results of these 2021 divested businesses. Explanations for, and reconciliations of, these adjustments are provided in the release. On October 7th, 2021, we completed the spinoff of Consensus. Our fiscal year-end Q4 2021 GAAP income statement reflects the financial activity related to Consensus and discontinued operations. We'll focus our discussion today and my commentary will primarily relate to our Q4 2022 adjusted financial results from continuing operations, and our comparisons to prior periods, which exclude the contributions from Consensus business for the 2021 period prior to the spinoff, as well as the divested businesses. Now, let's review the summary of our quarterly financial results on Slide 4. We reported revenue of $396.7 million for the fourth quarter of 2022, as compared with revenue of $408.6 million for the prior year period, reflecting a decline of 2.9%. Although there was some improvement during the fourth quarter in the value of certain foreign currencies, FX negatively impacted the Q4 year-over-year growth rate, and if the comparable 2021 currency values were applied to our 2022 Q4 results, revenue would have declined by approximately 1.3%. Adjusted EBITDA from continuing operations was $168.3 million for Q4 2022, as compared with $161.6 million for the prior year period, reflecting growth of 4.1%, which would've been 5.5% when adjusted for FX. Our adjusted EBITDA margin for the quarter was 42.4%. We reported fourth quarter adjusted diluted EPS of $2.26. This figure reflects a 3.7% increase as compared with our Q4 2021 adjusted results. Turning to Slide 5. For our fiscal year 2022, total revenue grew 0.6% to $1.391 billion as compared with 2021 revenue, excluding divested businesses. Adjusting for the year-over-year impact of FX, revenue grew 2.2%. Adjusted EBITDA grew 4.6% to $507.2 million as compared with fiscal year 2021 adjusted EBITDA, excluding divested businesses, and we had a 2022 adjusted EBITDA margin of 36.5%. Excluding divested businesses, adjusted diluted EPS grew 7.1% to $6.65 as compared with 2021 adjusted diluted EPS. Overall, 2022 was a challenging year for the global economy, and specifically the digital media marketplace. Despite various headwinds, including FX, we were able to report growth in revenue, adjusted EBITDA, and adjusted diluted EPS. On Slides 6 and 7, we have provided performance summaries for our two primary sources of revenue, advertising and subscription. As you can see on Slide 6, Q4 2022, advertising revenue declined by 8% as compared with the prior period. 2022 advertising revenue declined by 6% as compared with 2021, and again, this was impacted by negative trends in the foreign currency markets. Our net advertising revenue retention and annual trailing 12-month statistic that we update quarterly, was approximately 92% for Q4 2022, also reflecting the recent pressures on digital advertising revenues, including FX. As defined in the slide, in the fourth quarter, Ziff Davis had 2,044 advertisers, with an average quarterly revenue per advertiser of more than $118,000, a similar figure to the comparable Q4 2021 metric. Slide 7 depicts our subscription revenue performance. Q4 2022 subscription revenue grew 4% as compared with last year's performance and was again negatively impacted by FX. Subscription revenues grew 9% during the last 12 months as compared with the 2021 subscription revenues, excluding divested businesses. The table on the bottom of Slide 7 includes subscription metrics for the last eight quarters. Sequentially, total subscription customers were essentially flat, primarily reflecting growth in media subscriptions, offset by a decline in our VPN subscribers. Sequentially, our average quarterly revenue per subscriber declined by 1% to $46.33. As noted on our prior call, since Q3 2022, these metrics reflect the inclusion of a full quarter of our recent acquisition, LoseIt, which is characterized by a significant number of monthly subscribers at a significantly lower average revenue than the average of our other subscription businesses. Overall, the acquisition of LoseIt has significantly raised our number of subscribers and lowered our average quarterly revenue per subscriber as compared with the prior year period. Our overall churn rate increased 26 basis points from Q3 2022 to 3.81%. This increase reflects a number of factors, including the impact of lower value promotional holiday bundles sold by Humble Bundle in November, which were not renewed in December, and higher VPN churn. Additionally, the company's Q4 2022 other revenues grew just over 30% year-over-year to $14.4 million, driven by sales of Ekahau’s new Sidekick 2, which was launched in Q3 2022. Slide 8 provides quarterly organic and total revenue growth rates, which exclude the impact of the divested businesses in the relevant 2021 periods. Revenues from businesses owned for at least a full 12 months are included in organic revenue, while acquired revenue relates to businesses we've owned for less than 12 months. As noted earlier, 2022 total revenue growth, excluding divested businesses was 1%, again, in part reflecting FX headwinds. Fourth quarter 2022 organic revenue reflects a 7% decline or minus 6% adjusted for FX. Turning to our balance sheet, please refer to Slide 9. Our balance sheet is strong. As of the end of Q4 2022, we had $653 million of cash and cash equivalents, and more than $186 million of short and long-term investments. We also have significant leverage capacity, both on a gross and net leverage basis. As of the end of 2022, gross leverage was two times trailing 12 months adjusted EBITDA, and our net leverage was 0.7 times, and only 0.3 times if you include the value of our financial investments. During Q4 2022, we continued to monetize our stake in Consensus, selling 74,000 CCSI shares for gross proceeds of $4.5 million. As of December 31, 2022, we held approximately 1.1 million CCSI shares, and we will continue to be opportunistic with regards to our monetization efforts. As a reminder, we have until October 2026 to complete the disposition of our CCSI stake. During 2022, we deployed capital to repurchase approximately $181 million par value of our 4.65% senior notes and more than $71 million of our common shares. We did not repurchase additional senior notes or common shares during the fourth quarter. As noted on prior calls, we place a high value on the health of our balance sheet. We believe that this positions us strongly to continue to pursue M&A investments and other capital allocation alternatives. While we did not close any acquisitions during the fourth quarter, we remained highly active and continue to manage a robust pipeline of M&A activity. During 2022, we deployed $120 million of capital in support of current and prior period M&A activity. Turning to Slides 11 and 12, I'd like to provide a few additional details relating to our guidance range. As we have discussed on this call and prior calls, the current operating environment remains challenging. Global macroeconomic pressures continue to weigh on the purchasing decisions of our largest advertising clients, and the consumer continues to navigate the pressures of inflation and rising interest rates. Our businesses experienced the impacts of these and other factors in 2022, including the change in FX rates, and our organic revenue declines were higher in the second half of 2022 as compared with its first half. Our guidance for 2023 reflects both the carry forward impact of our 2022 results, and a measured view as to how the macroeconomy could stabilize in the second half of 2023. The high end of our guidance range for 2023 revenue adjusted EBITDA and adjusted diluted EPS, reflects growth rates of approximately 1%, 1% and negative 2% as compared with the unaudited results we present today. The low end reflects declines of approximately 3%, 6%, and 9%, respectively. Our EPS guidance reflects the adjusted EBITDA range, as well as higher interest income on our cash balances, lower interest expense, higher depreciation from our recent investments and acquired assets, and slightly higher taxes, each as compared with 2022. It also reflects the absence of the $8 million other income benefit that we reported in 2022. With regards to certain details underlying this guidance, in 2023, the midpoint of our guidance reflects a low single-digit percentage decline in advertising revenue, subscription revenue growth in the low single digits, and other revenue growth of mid-single digits year-over-year. The midpoint also reflects a low single-digit revenue decline in Q1 and Q2 2023, with revenue growth expecting to turn positive in the second half. This in part reflects the comparison of our relatively stronger Q1 and Q2 2022 results, as well as the assumption of some stabilization of the economy as we approach the end of 2023. Given the seasonality of our digital media properties and the impact of our second half 2022 operating performance, we anticipate that roughly 20% and 30% of our revenues will be in the first quarter and fourth quarter, respectively. At the midpoint of our range, the company expects to have an adjusted EBITDA margin of approximately 36% for the year. We have slightly widened the range for our projected tax rate to an annual rate of between 23% and 25%. Note, these rates are expected to fluctuate quarterly. Additional details related to our share base comp and anticipated share count are outlined on the slides as well. As noted last quarter, we experienced revenue pressures throughout 2022 as compared with our initial expectations. However, throughout 2022, we focused on managing costs. And as a result, Ziff Davis delivered adjusted EBITDA and adjusted diluted EPS growth despite revenue pressures. As we begin 2023, we will continue this focus on managing expenses as we navigate an uncertain operating environment. Following our business outlook slides are our supplemental materials, including reconciliation statements for the various non-GAAP measures to their nearest GAAP equivalent. This section includes a reconciliation on Slide 16 that reflects free cash flow. Our 2022 free cash flow was $230.3 million. Note, as highlighted on our last call, our fourth quarter is typically a seasonally stronger quarter for revenue and adjusted EBITDA, but also typically reflects lower free cash flow conversion rate as a significant portion of our Q4 revenue is expected to be collected in Q1 2023. This fourth quarter also reflects significantly higher cash taxes as compared with the prior year period, certain other cash uses, including M&A and severance expenses, and a higher use of working capital as compared with 2021. With regards to working capital, this fourth quarter was also a bit atypical. We are finalizing the migration to a new financial ERP system. As part of this migration, we accelerated certain vendor and partner payments in the fourth quarter of 2022. This negatively impacted cash flow in the fourth quarter. We also anticipate that our customer invoicing cycle in Q1 2023, which contains our seasonally strong fourth quarter revenue, will take slightly longer to complete, potentially delaying certain Q1 accounts receivables collections. These are timing issues that impact short-term free cash flow. Overall, and importantly, we continue to believe in the strong cash earnings potential of our business. While our 2022 free cash flow as a ratio of adjusted EBITDA was less than 50%, we continue to target a conversion rate percentage for our core business in the mid to high 50s, excluding certain non-GAAP cash expenditures, M&A payments, and other discreet uses of cash. Finally, as a reminder, our 2021 free cash flow reflects contributions from both the 2021 divested businesses, as well as Consensus, and as a result, is not comparable to our current continuing operations. Overall, we are proud of our 2022 performance, having achieved growth in a number of our key financial metrics despite the macro environment. With that, I would now ask the operator rejoin us to instruct you on how to queue for questions.