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    LiveRamp Announces Second Quarter Results

    11/8/23 4:05:00 PM ET
    $RAMP
    EDP Services
    Technology
    Get the next $RAMP alert in real time by email

    Revenue up 9% year over year

    GAAP Operating Margin of 5% and Non-GAAP Operating Margin of 20%

    Operating Cash Flow of $36 million

    Raises Fiscal 2024 Guidance

    LiveRamp® (NYSE:RAMP), the leading data collaboration platform, today announced its financial results for the fiscal 2024 second quarter ended September 30, 2023.

    This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20231108738860/en/

    Q2 Financial Highlights1

    • Total revenue was $160 million, up 9%.
    • Subscription revenue was $126 million, up 5%, and accounted for 79% of total revenue.
    • Marketplace & Other revenue was $34 million, up 25%.
    • GAAP gross profit was $119 million, up 13%. GAAP gross margin of 74% expanded by 3 percentage points. Non-GAAP gross profit was $121 million, up 9%. Non-GAAP gross margin of 75% was flat year-on-year.
    • GAAP operating income was $8 million compared to a loss of $29 million. GAAP operating margin was 5% compared to negative 20%. Non-GAAP operating income was $32 million compared to $17 million. Non-GAAP operating margin of 20% expanded by 8 percentage points.
    • GAAP diluted earnings per share was $0.07 and non-GAAP diluted earnings per share was $0.43.
    • Net cash provided by operating activities was $36 million compared to $21 million.
    • Share repurchases in the second quarter totaled approximately 490,000 shares for $15 million, bringing the fiscal first half total to 1.3 million shares for $35 million.

    A reconciliation between GAAP and non-GAAP results is provided in the schedules to this press release.

    "We posted strong second quarter results, with both revenue and operating income exceeding our expectations; operating margin was a record high and operating cash flow was positive for a fifth consecutive quarter," said LiveRamp CEO Scott Howe. "We had our best new logo quarter in two years, including the addition of multiple Fortune 500 customers, demonstrating the traction our Data Collaboration Platform has with marketers looking to more fully leverage their first-party customer data across the digital advertising ecosystem."

    ______________

    1 Unless otherwise indicated, all comparisons are to the prior year period.

    GAAP and Non-GAAP Results

    The following table summarizes the Company's financial results for the fiscal 2024 second quarter ended September 30, 2023 ($ in millions, except per share amounts):

     

     

     

     

     

    GAAP

     

    Non-GAAP

     

    Q2 FY24

    Q2 FY23

     

    Q2 FY24

    Q2 FY23

    Subscription revenue

    $126

    $120

     

    —

    —

    YoY change %

    5%

    14%

     

    —

    —

    Marketplace & Other revenue

    $34

    $27

     

    —

    —

    YoY change %

    25%

    25%

     

    —

    —

    Total revenue

    $160

    $147

     

    —

    —

    YoY change %

    9%

    16%

     

    —

    —

     

     

     

     

     

     

    Gross profit

    $119

    $105

     

    $121

    $111

    % Gross margin

    74%

    71%

     

    75%

    75%

    YoY change, pts

    3 pts

    (1 pt)

     

    0 pts

    (2 pts)

     

     

     

     

     

     

    Operating income (loss)

    $8

    ($29)

     

    $32

    $17

    % Operating margin

    5%

    (20%)

     

    20%

    12%

    YoY change, pts

    25 pts

    (15 pts)

     

    8 pts

    (2 pts)

     

     

     

     

     

     

    Net earnings (loss)

    $5

    ($30)

     

    $29

    $15

    Diluted earnings (loss) per share

    $0.07

    ($0.45)

     

    $0.43

    $0.22

     

     

     

     

     

     

    Shares to calculate diluted EPS

    67.9

    67.1

     

    67.9

    67.6

    YoY change %

    1%

    (1%)

     

    0%

    (3%)

     

     

     

     

     

     

    Net operating cash flow

    $36

    $21

     

    —

    —

    Free cash flow to equity

    —

    —

     

    $36

    $19

     

     

     

     

     

     

    Totals may not sum due to rounding.

    A detailed discussion of our non-GAAP financial measures and a reconciliation between GAAP and non-GAAP results is provided in the schedules attached to this press release.

    Additional Business Highlights & Metrics

    • In August 2023 we were selected as a 2023 Google Cloud Partner of the Year. LiveRamp was recognized as a "Global Industry Technology Partner of the Year" for delivering embedded solutions that help customers enrich their Google Cloud environment and extend value to wherever their data lives.
    • In October 2023 we announced that our identity capabilities are now natively available within AWS Entity Resolution and support additional identifier types. With this integration, marketers, publishers, tech platforms, and agencies can extend the interoperability of data in the cloud to marketing and advertising destinations using RampID.
    • In August 2023 we expanded our reach in the MarTech space by announcing a new partnership with Sendbird, a global in-app conversations platform with over 300 million monthly active users. Joint customers of Sendbird and LiveRamp can now power personalized marketing and consumer experiences using LiveRamp's identity solutions. For the first time marketers can bring together media exposure logs and marketing technology exposure logs to build a more robust view of the customer journey.
    • The Company's globally scaled Authenticated Traffic Solution (ATS) has more than 165 supply-side platforms (SSPs) and demand-side platforms (DSPs) live or committed to bid on RampID™ and ATS, including The Trade Desk, Xandr, Yahoo, Amobee, Criteo, Adobe Ad Cloud, and Roku Oneview.
    • To date, over 16,000 publisher domains and over 70% of the comScore 100 publishers, have adopted ATS, including Amazon Publisher Services, Microsoft, Hearst, CafeMedia, Leaf Group, Prisma Media and Burda. Through these integrations, LiveRamp is now connected to over 92% of consumer time spent online in the US.
    • We recently announced new partnerships with Epsilon, FreeWheel, and Yahoo that extend the RampID footprint and give brands greater reach to data-driven premium advertising inventory:
      • In September 2023 we announced that our connectivity solution, ATS, is now interoperable with Epsilon's identity framework.
      • In September 2023 we announced that we are integrating RampID with FreeWheel, a leading supply-side platform for CTV publishers.
      • In October 2023 we announced an expanded partnership with Yahoo to scale advertising addressability and reach by making Yahoo's ConnectID interoperable with RampID.
    • LiveRamp ended the quarter with 99 customers whose subscription contracts exceed $1 million in annual revenue, compared to 92 in the prior year period.
    • LiveRamp ended the quarter with 895 direct subscription customers, compared to 920 in the prior year period.
    • Second quarter subscription net retention was 101% and platform net retention was 104%.
    • Current remaining performance obligations (CRPO), which is contracted and committed revenue expected to be recognized over the next 12 months, was $339 million, up 16% compared to the prior year period.

    Financial Outlook

    LiveRamp's non-GAAP operating income guidance excludes the impact of non-cash stock compensation, purchased intangible asset amortization, and restructuring and related charges.

    For the third quarter of fiscal 2024, LiveRamp expects to report:

    • Revenue of $165 million, an increase of 4%
    • GAAP operating income of $8 million
    • Non-GAAP operating income of $29 million

    For fiscal 2024, LiveRamp updates its guidance and expects to report:

    • Revenue of between $632 million and $637 million, an increase of between 6% and 7%
    • GAAP operating income of between $8 million and $11 million
    • Non-GAAP operating income of between $97 million and $100 million

    Conference Call

    LiveRamp will hold a conference call today at 1:30 p.m. PT to further discuss this information. Interested parties are invited to listen to the call which will be broadcast via the Internet and can be found on LiveRamp's investor site. A slide presentation will be referenced during the call and can be accessed here.

    About LiveRamp

    LiveRamp is the data collaboration platform of choice for the world's most innovative companies. A groundbreaking leader in consumer privacy, data ethics, and foundational identity, LiveRamp is setting the new standard for building a connected customer view with unmatched clarity and context while protecting precious brand and consumer trust. LiveRamp offers complete flexibility to collaborate wherever data lives to support the widest range of data collaboration use cases—within organizations, between brands, and across its premier global network of top-quality partners. Hundreds of global innovators, from iconic consumer brands and tech giants to banks, retailers, and healthcare leaders, turn to LiveRamp to build enduring brand and business value by deepening customer engagement and loyalty, activating new partnerships, and maximizing the value of their first-party data while staying on the forefront of rapidly evolving compliance and privacy requirements. LiveRamp is based in San Francisco, California with offices worldwide. Learn more at LiveRamp.com.

    Forward-Looking Statements

    This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended (the "PSLRA"). These statements, which are not statements of historical fact, may contain estimates, assumptions, projections and/or expectations regarding the Company's financial position, results of operations for fiscal 2024 and beyond, market position, product development, growth opportunities, economic conditions, and other similar forecasts and statements of expectation. Forward-looking statements are often identified by words or phrases such as "anticipate," "estimate," "plan," "expect," "believe," "intend," "foresee," or the negative of these terms or other similar variations thereof.

    These forward-looking statements are not guarantees of future performance and are subject to a number of factors and uncertainties that could cause the Company's actual results and experiences to differ materially from the anticipated results and expectations expressed in the forward-looking statements.

    Among the factors that may cause actual results and expectations to differ from anticipated results and expectations expressed in forward-looking statements are uncertainties related to rising interest rates, cost increases, the possibility of a recession, general inflationary pressure, geo-political circumstances that could result in increased economic uncertainties and the associated impacts of these potential events on our suppliers, customers and partners; the Company's dependence upon customer renewals; new customer additions and upsell within our subscription business; our reliance upon partners, including data suppliers; competition; rapidly changing technology's impact on our products and services; and attracting, motivating and retaining talent. Additional risks include maintaining our culture and our ability to innovate and evolve while operating in a hybrid work environment, with some employees working remotely at least some of the time within a rapidly changing industry, while also avoiding disruption from reductions in our current workforce as well as disruptions resulting from acquisition, divestiture and other activities affecting our workforce. Our global workforce strategy could possibly encounter difficulty and not be as beneficial as planned. Our international operations are also subject to risks, including the performance of third parties as well as impacts from war and civil unrest, that may harm the Company's business. The risk of a significant breach of the confidentiality of the information or the security of our or our customers', suppliers', or other partners' data and/or computer systems, or the risk that our current insurance coverage may not be adequate for such a breach, that an insurer might deny coverage for a claim or that such insurance will continue to be available to us on commercially reasonable terms, or at all, could be detrimental to our business, reputation and results of operations. Other business risks include unfavorable publicity and negative public perception about our industry; interruptions or delays in service from data center or cloud hosting vendors we rely upon; and our dependence on the continued availability of third-party data hosting and transmission services. Our clients' ability to use data on our platform could be restricted if the industry's use of third-party cookies and tracking technology declines due to technology platform changes, regulation or increased user controls. Changes in regulations relating to information collection and use represents a risk, as well as changes in tax laws and regulations that are applied to our customers which could cause enterprise software budget tightening. In addition, third parties may claim that we are infringing their intellectual property or may infringe our intellectual property which could result in competitive injury and / or the incurrence of significant costs and draining of our resources.

    For a discussion of these and other risks and uncertainties, please refer to LiveRamp's Annual Report on Form 10-K for our fiscal year 2023 ended March 31, 2023, and LiveRamp's Quarterly Reports on Form 10-Q issued in fiscal year 2024.

    The financial information set forth in this press release reflects estimates based on information available at this time.

    LiveRamp assumes no obligation and does not currently intend to update these forward-looking statements.

    To automatically receive LiveRamp financial news by email, please visit www.LiveRamp.com and subscribe to email alerts.

    LiveRampⓇ and RampIDTM and all other LiveRamp marks contained herein are trademarks or service marks of LiveRamp, Inc. All other marks are the property of their respective owners.

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (Dollars in thousands, except per share amounts)
     
    For the Three Months Ended
    September 30,

     

     

     

     

    $

    %

    2023

     

    2022

     

    Variance

    Variance

     
    Revenues

    159,871

     

    147,099

     

    12,772

     

    8.7

    %

     
    Cost of revenue

    41,212

     

    42,304

     

    (1,092

    )

    (2.6

    %)

    Gross profit

    118,659

     

    104,795

     

    13,864

     

    13.2

    %

    % Gross margin

    74.2

    %

    71.2

    %

     
    Operating expenses:
    Research and development

    33,733

     

    46,139

     

    (12,406

    )

    (26.9

    %)

    Sales and marketing

    44,135

     

    45,949

     

    (1,814

    )

    (3.9

    %)

    General and administrative

    26,009

     

    28,718

     

    (2,709

    )

    (9.4

    %)

    Gains, losses and other items, net

    6,574

     

    13,111

     

    (6,537

    )

    (49.9

    %)

    Total operating expenses

    110,451

     

    133,917

     

    (23,466

    )

    (17.5

    %)

     
    Income (loss) from operations

    8,208

     

    (29,122

    )

    37,330

     

    128.2

    %

    % Margin

    5.1

    %

    -19.8

    %

     
    Total other income, net

    6,431

     

    2,248

     

    4,183

     

    186.1

    %

     
    Income (loss) from continuing operations before income taxes

    14,639

     

    (26,874

    )

    41,513

     

    154.5

    %

     
    Income tax expense

    10,163

     

    3,562

     

    6,601

     

    185.3

    %

     
    Net earnings (loss) from continuing operations

    4,476

     

    (30,436

    )

    34,912

     

    114.7

    %

     
    Earnings from discontinued operations, net of tax

    387

     

    -

     

    387

     

    n/a

     

     
    Net earnings (loss)

    4,863

     

    (30,436

    )

    35,299

     

    116.0

    %

     
    Basic earnings (loss) per share:
    Continuing operations

    0.07

     

    (0.45

    )

    0.52

     

    114.9

    %

    Discontinued operations

    0.01

     

    -

     

    0.01

     

    n/a

     

    Basic earnings (loss) per share

    0.07

     

    (0.45

    )

    0.53

     

    115.8

    %

     
    Diluted earnings (loss) per share:
    Continuing operations

    0.07

     

    (0.45

    )

    0.52

     

    114.5

    %

    Discontinued operations

    0.01

     

    -

     

    0.01

     

    n/a

     

    Diluted earnings (loss) per share:

    0.07

     

    (0.45

    )

    0.53

     

    115.8

    %

     
    Basic weighted average shares

    66,284

     

    67,096

     

    Diluted weighted average shares

    67,868

     

    67,096

     

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (Dollars in thousands, except per share amounts)
     
    For the Six Months Ended
    September 30,

     

     

     

     

    $

     

    %

    2023

     

    2022

     

    Variance

     

    Variance

     
    Revenues

    313,940

     

    289,342

     

    24,598

     

    8.5

    %

     
    Cost of revenue

    86,833

     

    83,325

     

    3,508

     

    4.2

    %

    Gross profit

    227,107

     

    206,017

     

    21,090

     

    10.2

    %

    % Gross margin

    72.3

    %

    71.2

    %

     
    Operating expenses:
    Research and development

    68,252

     

    93,800

     

    (25,548

    )

    (27.2

    %)

    Sales and marketing

    89,014

     

    97,229

     

    (8,215

    )

    (8.4

    %)

    General and administrative

    52,673

     

    55,862

     

    (3,189

    )

    (5.7

    %)

    Gains, losses and other items, net

    6,690

     

    13,850

     

    (7,160

    )

    (51.7

    %)

    Total operating expenses

    216,629

     

    260,741

     

    (44,112

    )

    (16.9

    %)

     
    Income (loss) from operations

    10,478

     

    (54,724

    )

    65,202

     

    119.1

    %

    % Margin

    3.3

    %

    -18.9

    %

     
    Total other income, net

    11,280

     

    2,947

     

    8,333

     

    282.8

    %

     
    Income (loss) from continuing operations before income taxes

    21,758

     

    (51,777

    )

    73,535

     

    142.0

    %

     
    Income tax expense

    18,868

     

    5,877

     

    12,991

     

    221.0

    %

     
    Net earnings (loss) from continuing operations

    2,890

     

    (57,654

    )

    60,544

     

    105.0

    %

     
    Earnings from discontinued operations, net of tax

    387

     

    -

     

    387

     

    n/a

     

     
    Net earnings (loss)

    3,277

     

    (57,654

    )

    60,931

     

    105.7

    %

     
    Basic earnings (loss) per share:
    Continuing operations

    0.04

     

    (0.85

    )

    0.89

     

    105.1

    %

    Discontinued operations

    0.01

     

    -

     

    0.01

     

    n/a

     

    Basic earnings (loss) per share

    0.05

     

    (0.85

    )

    0.90

     

    105.8

    %

     
    Diluted earnings (loss) per share:
    Continuing operations

    0.04

     

    (0.85

    )

    0.89

     

    105.0

    %

    Discontinued operations

    0.01

     

    -

     

    0.01

     

    n/a

     

    Diluted earnings (loss) per share:

    0.05

     

    (0.85

    )

    0.90

     

    105.7

    %

     
    Basic weighted average shares

    66,391

     

    67,750

     

    Diluted weighted average shares

    67,628

     

    67,750

     

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
    (Unaudited)
    (Dollars in thousands, except per share amounts)
     

    For the Three Months Ended

     

    For the Six Months Ended

    September 30,

     

    September 30,

    2023

     

    2022

     

    2023

     

    2022

     
    Income (loss) from continuing operations before income taxes

    14,639

    (26,874

    )

    21,758

    (51,777

    )

     
    Income tax expense

    10,163

    3,562

     

    18,868

    5,877

     

     
    Net earnings (loss) from continuing operations

    4,476

    (30,436

    )

    2,890

    (57,654

    )

     
    Earnings from discontinued operations, net of tax

    387

    -

     

    387

    -

     

     
    Net earnings (loss)

    4,863

    (30,436

    )

    3,277

    (57,654

    )

     
    Earnings (loss) per share:
    Basic

    0.07

    (0.45

    )

    0.05

    (0.85

    )

    Diluted

    0.07

    (0.45

    )

    0.05

    (0.85

    )

     
    Excluded items:
    Purchased intangible asset amortization (cost of revenue)

    1,217

    4,637

     

    4,507

    9,280

     

    Non-cash stock compensation (cost of revenue and operating expenses)

    15,735

    27,293

     

    29,027

    51,518

     

    Transformation costs (general and administrative)

    -

    1,250

     

    1,875

    1,250

     

    Restructuring charges (gains, losses, and other)

    6,574

    13,111

     

    6,690

    13,850

     

     
    Total excluded items, continuing operations

    23,526

    46,291

     

    42,099

    75,898

     

     
    Income from continuing operations before income taxes and excluding items

    38,165

    19,417

     

    63,857

    24,121

     

     
    Income tax expense (2)

    9,036

    4,557

     

    15,203

    5,794

     

     
    Non-GAAP net earnings from continuing operations

    29,129

    14,860

     

    48,654

    18,327

     

     
    Non-GAAP earnings per share from continuing operations:
    Basic

    0.44

    0.22

     

    0.73

    0.27

     

    Diluted

    0.43

    0.22

     

    0.72

    0.27

     

     
    Basic weighted average shares

    66,284

    67,096

     

    66,391

    67,750

     

    Diluted weighted average shares

    67,868

    67,568

     

    67,628

    68,384

     

     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

     

    (2) Income taxes were calculated by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusting for discrete tax items in the period. The differences between our GAAP and non-GAAP effective tax rates were primarily due to the net tax effects of the excluded items, coupled with larger pre-tax losses for GAAP purposes versus smaller pre-tax losses or income for non-GAAP purposes.

    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP INCOME (LOSS) FROM OPERATIONS (1)
    (Unaudited)
    (Dollars in thousands)
     

    For the Three Months Ended

     

    For the Six Months Ended

    September 30,

     

    September 30,

    2023

     

    2022

     

    2023

     

    2022

     
    Income (loss) from continuing operations

    8,208

    (29,122

    )

    10,478

    (54,724

    )

     
    Excluded items:
    Purchased intangible asset amortization (cost of revenue)

    1,217

    4,637

     

    4,507

    9,280

     

    Non-cash stock compensation (cost of revenue and operating expenses)

    15,735

    27,293

     

    29,027

    51,518

     

    Transformation costs (general and administrative)

    -

    1,250

     

    1,875

    1,250

     

    Restructuring charges (gains, losses, and other)

    6,574

    13,111

     

    6,690

    13,850

     

     
    Total excluded items

    23,526

    46,291

     

    42,099

    75,898

     

     
    Income from continuing operations before excluded items

    31,734

    17,169

     

    52,577

    21,174

     

     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF ADJUSTED EBITDA (1)
    (Unaudited)
    (Dollars in thousands)
     

    For the Three Months Ended

     

    For the Six Months Ended

    September 30,

     

    September 30,

    2023

     

    2022

     

    2023

     

    2022

     
    Net earnings (loss) from continuing operations

    4,476

     

    (30,436

    )

    2,890

     

    (57,654

    )

     
    Income tax expense

    10,163

     

    3,562

     

    18,868

     

    5,877

     

     
    Other income

    (6,431

    )

    (2,248

    )

    (11,280

    )

    (2,947

    )

     
    Income (loss) from operations

    8,208

     

    (29,122

    )

    10,478

     

    (54,724

    )

     
    Depreciation and amortization

    1,864

     

    5,689

     

    5,903

     

    11,430

     

     
    EBITDA

    10,072

     

    (23,433

    )

    16,381

     

    (43,294

    )

     
    Other adjustments:
    Non-cash stock compensation (cost of revenue and operating expenses)

    15,735

     

    27,293

     

    29,027

     

    51,518

     

    Transformation costs (general and administrative)

    -

     

    1,250

     

    1,875

     

    1,250

     

    Restructuring charges (gains, losses, and other)

    6,574

     

    13,111

     

    6,690

     

    13,850

     

     
    Other adjustments

    22,309

     

    41,654

     

    37,592

     

    66,618

     

     
    Adjusted EBITDA

    32,381

     

    18,221

     

    53,973

     

    23,324

     

     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (Dollars in thousands)
     

    September 30,

     

    March 31,

     

    $

     

    %

    2023

     

    2023

     

    Variance

     

    Variance

     
    Assets
    Current assets:
    Cash and cash equivalents

    492,169

     

    464,448

     

    27,721

     

    6.0

    %

    Short-term investments

    31,920

     

    32,807

     

    (887

    )

    (2.7

    %)

    Trade accounts receivable, net

    174,703

     

    157,379

     

    17,324

     

    11.0

    %

    Refundable income taxes, net

    -

     

    28,897

     

    (28,897

    )

    (100.0

    %)

    Other current assets

    29,054

     

    31,028

     

    (1,974

    )

    (6.4

    %)

     
    Total current assets

    727,846

     

    714,559

     

    13,287

     

    1.9

    %

     
    Property and equipment

    38,221

     

    39,393

     

    (1,172

    )

    (3.0

    %)

    Less - accumulated depreciation and amortization

    32,647

     

    32,308

     

    339

     

    1.0

    %

     
    Property and equipment, net

    5,574

     

    7,085

     

    (1,511

    )

    (21.3

    %)

     
    Intangible assets, net

    5,361

     

    9,868

     

    (4,507

    )

    (45.7

    %)

    Goodwill

    360,016

     

    363,116

     

    (3,100

    )

    (0.9

    %)

    Deferred commissions, net

    39,937

     

    37,030

     

    2,907

     

    7.9

    %

    Other assets, net

    41,785

     

    41,045

     

    740

     

    1.8

    %

     

    1,180,519

     

    1,172,703

     

    7,816

     

    0.7

    %

     
    Liabilities and Stockholders' Equity
    Current liabilities:
    Trade accounts payable

    79,344

     

    86,568

     

    (7,224

    )

    (8.3

    %)

    Accrued payroll and related expenses

    35,331

     

    33,434

     

    1,897

     

    5.7

    %

    Other accrued expenses

    37,133

     

    35,736

     

    1,397

     

    3.9

    %

    Deferred revenue

    20,978

     

    19,091

     

    1,887

     

    9.9

    %

    Income taxes payable

    13,911

     

    -

     

    13,911

     

    n/a

     

     
    Total current liabilities

    186,697

     

    174,829

     

    11,868

     

    6.8

    %

     
    Other liabilities

    71,964

     

    71,798

     

    166

     

    0.2

    %

     
    Stockholders' equity:
    Preferred stock

    -

     

    -

     

    -

     

    n/a

     

    Common stock

    15,473

     

    15,399

     

    74

     

    0.5

    %

    Additional paid-in capital

    1,889,178

     

    1,855,916

     

    33,262

     

    1.8

    %

    Retained earnings

    1,305,568

     

    1,302,291

     

    3,277

     

    0.3

    %

    Accumulated other comprehensive income

    3,567

     

    4,504

     

    (937

    )

    (20.8

    %)

    Treasury stock, at cost

    (2,291,928

    )

    (2,252,034

    )

    (39,894

    )

    1.8

    %

    Total stockholders' equity

    921,858

     

    926,076

     

    (4,218

    )

    (0.5

    %)

     

    1,180,519

     

    1,172,703

     

    7,816

     

    0.7

    %

     

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited)
    (Dollars in thousands)
     

    For the Three Months Ended

    September 30,

    2023

     

    2022

     
    Cash flows from operating activities:
    Net earnings (loss)

    4,863

     

    (30,436

    )

    Earnings from discontinued operations, net of tax

    (387

    )

    Non-cash operating activities:
    Depreciation and amortization

    1,864

     

    5,689

     

    Gain on disposal or impairment of assets

    (6

    )

    (192

    )

    Lease impairments

    2,315

     

    12,225

     

    Provision for doubtful accounts

    (18

    )

    118

     

    Impairment of goodwill

    2,875

     

    -

     

    Deferred income taxes

    40

     

    31

     

    Non-cash stock compensation expense

    15,735

     

    27,293

     

    Changes in operating assets and liabilities:
    Accounts receivable

    (1,867

    )

    (3,716

    )

    Deferred commissions

    (2,993

    )

    (551

    )

    Other assets

    735

     

    4,608

     

    Accounts payable and other liabilities

    12,340

     

    5,080

     

    Income taxes

    6,463

     

    (618

    )

    Deferred revenue

    (6,195

    )

    1,844

     

    Net cash provided by operating activities

    35,764

     

    21,375

     

    Cash flows from investing activities:
    Capital expenditures

    (200

    )

    (2,673

    )

    Purchases of investments

    (24,385

    )

    -

     

    Proceeds from sale of investments

    25,750

     

    -

     

    Purchases of strategic investments

    (500

    )

    -

     

    Proceeds from sale of strategic investment

    -

     

    400

     

    Net cash provided by (used in) investing activities

    665

     

    (2,273

    )

    Cash flows from financing activities:
    Proceeds related to the issuance of common stock under stock and employee benefit plans

    2

     

    2

     

    Shares repurchased for tax withholdings upon vesting of stock-based awards

    (677

    )

    (708

    )

    Acquisition of treasury stock

    (15,122

    )

    (40,038

    )

    Net cash used in financing activities

    (15,797

    )

    (40,744

    )

    Cash flows from discontinued operations:
    From operating activities

    387

     

    -

     

    Net cash provided by discontinued operations

    387

     

    -

     

    Effect of exchange rate changes on cash

    377

     

    (1,010

    )

     
    Net change in cash and cash equivalents

    21,396

     

    (22,652

    )

    Cash and cash equivalents at beginning of period

    470,773

     

    508,254

     

    Cash and cash equivalents at end of period

    492,169

     

    485,602

     

     
    Supplemental cash flow information:
    Cash paid for income taxes, net - continuing operations

    3,514

     

    4,157

     

    Cash (received) for income taxes, net - discontinued operations

    (595

    )

    -

     

    Cash paid for operating lease liabilities

    2,689

     

    1,105

     

    Operating lease assets obtained in exchange for operating lease liabilities

    1,112

     

    -

     

    Operating lease assets relinquished in exchange for operating lease liabilities

    -

     

    (6,781

    )

    Purchases of property, plant, & equipment, net remaining unpaid at end of period

    211

     

    187

     

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (Unaudited)
    (Dollars in thousands)
     

    For the Six Months Ended

    September 30,

    2023

     

    2022

     
    Cash flows from operating activities:
    Net earnings (loss)

    3,277

     

    (57,654

    )

    Earnings from discontinued operations, net of tax

    (387

    )

    Non-cash operating activities:
    Depreciation and amortization

    5,903

     

    11,430

     

    Loss (gain) on disposal or impairment of assets

    273

     

    (197

    )

    Lease impairments

    2,344

     

    12,225

     

    Provision for doubtful accounts

    (237

    )

    1,115

     

    Impairment of goodwill

    2,875

     

    -

     

    Deferred income taxes

    87

     

    218

     

    Non-cash stock compensation expense

    29,027

     

    51,518

     

    Changes in operating assets and liabilities:
    Accounts receivable

    (16,258

    )

    (11,449

    )

    Deferred commissions

    (2,907

    )

    (920

    )

    Other assets

    5,743

     

    8,960

     

    Accounts payable and other liabilities

    (12,885

    )

    (29,477

    )

    Income taxes

    43,699

     

    1,513

     

    Deferred revenue

    903

     

    724

     

    Net cash provided by (used in) operating activities

    61,457

     

    (11,994

    )

    Cash flows from investing activities:
    Capital expenditures

    (253

    )

    (4,414

    )

    Purchases of investments

    (24,385

    )

    -

     

    Proceeds from sales of investments

    25,750

     

    -

     

    Purchases of strategic investments

    (1,000

    )

    -

     

    Proceeds from sales of strategic investments

    -

     

    400

     

    Net cash provided by (used in) investing activities

    112

     

    (4,014

    )

    Cash flows from financing activities:
    Proceeds related to the issuance of common stock under stock and employee benefit plans

    5,575

     

    4,591

     

    Shares repurchased for tax withholdings upon vesting of stock-based awards

    (4,569

    )

    (1,290

    )

    Acquisition of treasury stock

    (35,325

    )

    (100,091

    )

    Net cash used in financing activities

    (34,319

    )

    (96,790

    )

    Cash flows from discontinued operations:
    From operating activities

    387

     

    -

     

    Net cash provided by discontinued operations

    387

     

    -

     

    Effect of exchange rate changes on cash

    84

     

    (1,762

    )

     
    Net change in cash and cash equivalents

    27,721

     

    (114,560

    )

    Cash and cash equivalents at beginning of period

    464,448

     

    600,162

     

    Cash and cash equivalents at end of period

    492,169

     

    485,602

     

     
    Supplemental cash flow information:
    Cash (received) paid for income taxes, net - continuing operations

    (25,139

    )

    4,161

     

    Cash (received) for income taxes, net - discontinued operations

    (595

    )

    -

     

    Cash paid for operating lease liabilities

    5,148

     

    3,261

     

    Operating lease assets obtained in exchange for operating lease liabilities

    11,677

     

    -

     

    Operating lease assets relinquished in exchange for operating lease liabilities

    (4,486

    )

    (6,781

    )

    Purchases of property, plant, & equipment, net remaining unpaid at end of period

    211

     

    187

     

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CALCULATION OF FREE CASH FLOW TO EQUITY (1)
    (Unaudited)
    (Dollars in thousands)
     
    06/30/22 09/30/22 12/31/22 03/31/23 FY2023 06/30/23 09/30/23
     
    Net Cash Provided by (Used in) Operating Activities-Continuing Operations

    (33,369

    )

    21,375

     

    15,770

     

    30,665

     

    34,441

     

    25,693

     

    35,764

     

     
    Less:
    Capital expenditures

    (1,741

    )

    (2,673

    )

    (179

    )

    (103

    )

    (4,696

    )

    (53

    )

    (200

    )

     
    Free Cash Flow to Equity

    (35,110

    )

    18,702

     

    15,591

     

    30,562

     

    29,745

     

    25,640

     

    35,564

     

     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

     
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (Unaudited)
    (Dollars in thousands, except per share amounts)
     
    FY24 to FY23
    06/30/22 09/30/22 12/31/22 03/31/23 FY2023 06/30/23 09/30/23 FY2024 % $
    Revenues

    142,243

     

    147,099

     

    158,615

     

    148,626

     

    596,583

     

    154,069

     

    159,871

     

    313,940

     

    8.7

    %

    12,772

     

     
    Cost of revenue

    41,021

     

    42,304

     

    43,287

     

    43,472

     

    170,084

     

    45,621

     

    41,212

     

    86,833

     

    (2.6

    %)

    (1,092

    )

    Gross profit

    101,222

     

    104,795

     

    115,328

     

    105,154

     

    426,499

     

    108,448

     

    118,659

     

    227,107

     

    13.2

    %

    13,864

     

    % Gross margin

    71.2

    %

    71.2

    %

    72.7

    %

    70.8

    %

    71.5

    %

    70.4

    %

    74.2

    %

    72.3

    %

     
    Operating expenses
    Research and development

    47,661

     

    46,139

     

    43,175

     

    52,220

     

    189,195

     

    34,519

     

    33,733

     

    68,252

     

    (26.9

    %)

    (12,406

    )

    Sales and marketing

    51,280

     

    45,949

     

    47,702

     

    57,506

     

    202,437

     

    44,879

     

    44,135

     

    89,014

     

    (3.9

    %)

    (1,814

    )

    General and administrative

    27,144

     

    28,718

     

    36,657

     

    32,832

     

    125,351

     

    26,664

     

    26,009

     

    52,673

     

    (9.4

    %)

    (2,709

    )

    Gains, losses and other items, net

    739

     

    13,111

     

    11,743

     

    9,723

     

    35,316

     

    116

     

    6,574

     

    6,690

     

    (49.9

    %)

    (6,537

    )

    Total operating expenses

    126,824

     

    133,917

     

    139,277

     

    152,281

     

    552,299

     

    106,178

     

    110,451

     

    216,629

     

    (17.5

    %)

    (23,466

    )

     
    Income (loss) from operations

    (25,602

    )

    (29,122

    )

    (23,949

    )

    (47,127

    )

    (125,800

    )

    2,270

     

    8,208

     

    10,478

     

    128.2

    %

    37,330

     

    % Margin

    -18.0

    %

    -19.8

    %

    -15.1

    %

    -31.7

    %

    -21.1

    %

    1.5

    %

    5.1

    %

    3.3

    %

     
    Total other income (expense), net

    699

     

    2,248

     

    (736

    )

    4,735

     

    6,946

     

    4,849

     

    6,431

     

    11,280

     

    186.1

    %

    4,183

     

     
    Income (loss) from continuing operations before income taxes

    (24,903

    )

    (26,874

    )

    (24,685

    )

    (42,392

    )

    (118,854

    )

    7,119

     

    14,639

     

    21,758

     

    154.5

    %

    41,513

     

     
    Income taxes expense (benefit)

    2,315

     

    3,562

     

    5,835

     

    (6,460

    )

    5,252

     

    8,705

     

    10,163

     

    18,868

     

    185.3

    %

    6,601

     

     
    Net loss from continuing operations

    (27,218

    )

    (30,436

    )

    (30,520

    )

    (35,932

    )

    (124,106

    )

    (1,586

    )

    4,476

     

    2,890

     

    114.7

    %

    34,912

     

     
    Earnings from discontinued operations, net of tax

    -

     

    -

     

    836

     

    4,568

     

    5,404

     

    -

     

    387

     

    387

     

    n/a

     

    387.00

     

     
    Net earnings (loss)

    (27,218

    )

    (30,436

    )

    (29,684

    )

    (31,364

    )

    (118,702

    )

    (1,586

    )

    4,863

     

    3,277

     

    116.0

    %

    35,299

     

     
    Diluted earnings (loss) per share

    (0.40

    )

    (0.45

    )

    (0.46

    )

    (0.48

    )

    (1.79

    )

    (0.02

    )

    0.07

     

    0.05

     

    n/a

     

    0.53

     

     
    Some earnings (loss) per share amounts may not add due to rounding.
    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP EXPENSES (1)
    (Unaudited)
    (Dollars in thousands)
     
    06/30/22 09/30/22 12/31/22 03/31/23 FY2023 06/30/23 09/30/23 FY2024
     
    Expenses, continuing operations:
    Cost of revenue

    41,021

     

    42,304

     

    43,287

     

    43,472

     

    170,084

     

    45,621

     

    41,212

     

    86,833

     

    Research and development

    47,661

     

    46,139

     

    43,175

     

    52,220

     

    189,195

     

    34,519

     

    33,733

     

    68,252

     

    Sales and marketing

    51,280

     

    45,949

     

    47,702

     

    57,506

     

    202,437

     

    44,879

     

    44,135

     

    89,014

     

    General and administrative

    27,144

     

    28,718

     

    36,657

     

    32,832

     

    125,351

     

    26,664

     

    26,009

     

    52,673

     

    Gains, losses and other items, net

    739

     

    13,111

     

    11,743

     

    9,723

     

    35,316

     

    116

     

    6,574

     

    6,690

     

     
    Gross profit, continuing operations:

    101,222

     

    104,795

     

    115,328

     

    105,154

     

    426,499

     

    108,448

     

    118,659

     

    227,107

     

    % Gross margin

    71.2

    %

    71.2

    %

    72.7

    %

    70.8

    %

    71.5

    %

    70.4

    %

    74.2

    %

    72.3

    %

     
    Excluded items:
    Purchased intangible asset amortization (cost of revenue)

    4,643

     

    4,637

     

    4,209

     

    3,336

     

    16,825

     

    3,290

     

    1,217

     

    4,507

     

    Non-cash stock compensation (cost of revenue)

    1,163

     

    1,293

     

    1,208

     

    2,653

     

    6,317

     

    629

     

    629

     

    1,258

     

    Non-cash stock compensation (research and development)

    11,656

     

    12,360

     

    10,654

     

    20,737

     

    55,407

     

    5,077

     

    5,293

     

    10,370

     

    Non-cash stock compensation (sales and marketing)

    5,884

     

    6,116

     

    5,871

     

    11,558

     

    29,429

     

    3,736

     

    4,786

     

    8,522

     

    Non-cash stock compensation (general and administrative)

    5,522

     

    7,524

     

    11,891

     

    9,710

     

    34,647

     

    3,850

     

    5,027

     

    8,877

     

    Restructuring charges (gains, losses, and other)

    739

     

    13,111

     

    11,743

     

    9,723

     

    35,316

     

    116

     

    6,574

     

    6,690

     

    Transformation costs (general and administrative)

    -

     

    1,250

     

    4,112

     

    3,663

     

    9,025

     

    1,875

     

    -

     

    1,875

     

    Total excluded items

    29,607

     

    46,291

     

    49,688

     

    61,380

     

    186,966

     

    18,573

     

    23,526

     

    42,099

     

     
    Expenses, continuing operations excluding items:
    Cost of revenue

    35,215

     

    36,374

     

    37,870

     

    37,483

     

    146,942

     

    41,702

     

    39,366

     

    81,068

     

    Research and development

    36,005

     

    33,779

     

    32,521

     

    31,483

     

    133,788

     

    29,442

     

    28,440

     

    57,882

     

    Sales and marketing

    45,396

     

    39,833

     

    41,831

     

    45,948

     

    173,008

     

    41,143

     

    39,349

     

    80,492

     

    General and administrative

    21,622

     

    19,944

     

    20,654

     

    19,459

     

    81,679

     

    20,939

     

    20,982

     

    41,921

     

    Gains, losses and other items, net

    -

     

    -

     

    -

     

    -

     

    -

     

    -

     

    -

     

    -

     

     
    Gross profit, continuing operations excluding items:

    107,028

     

    110,725

     

    120,745

     

    111,143

     

    449,641

     

    112,367

     

    120,505

     

    232,872

     

    % Gross margin

    75.2

    %

    75.3

    %

    76.1

    %

    74.8

    %

    75.4

    %

    72.9

    %

    75.4

    %

    74.2

    %

     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
    (Unaudited)
    (Dollars in thousands, except per share amounts)
     
    06/30/22 09/30/22 12/31/22 03/31/23 FY 2023 06/30/23 09/30/23 FY 2024
     
    Income (loss) from continuing operations before income taxes

    (24,903

    )

    (26,874

    )

    (24,685

    )

    (42,392

    )

    (118,854

    )

    7,119

     

    14,639

    21,758

    Income taxes (benefit)

    2,315

     

    3,562

     

    5,835

     

    (6,460

    )

    5,252

     

    8,705

     

    10,163

    18,868

    Net earnings (loss) from continuing operations

    (27,218

    )

    (30,436

    )

    (30,520

    )

    (35,932

    )

    (124,106

    )

    (1,586

    )

    4,476

    2,890

     
    Earnings from discontinued operations, net of tax

    -

     

    -

     

    836

     

    4,568

     

    5,404

     

    -

     

    387

    387

     
    Net earnings (loss)

    (27,218

    )

    (30,436

    )

    (29,684

    )

    (31,364

    )

    (118,702

    )

    (1,586

    )

    4,863

    3,277

     
    Earnings (loss) per share:
    Basic

    (0.40

    )

    (0.45

    )

    (0.46

    )

    (0.48

    )

    (1.79

    )

    (0.02

    )

    0.07

    0.05

    Diluted

    (0.40

    )

    (0.45

    )

    (0.46

    )

    (0.48

    )

    (1.79

    )

    (0.02

    )

    0.07

    0.05

     
    Excluded items:
    Purchased intangible asset amortization (cost of revenue)

    4,643

     

    4,637

     

    4,209

     

    3,336

     

    16,825

     

    3,290

     

    1,217

    4,507

    Non-cash stock compensation (cost of revenue and operating expenses)

    24,225

     

    27,293

     

    29,624

     

    44,658

     

    125,800

     

    13,292

     

    15,735

    29,027

    Restructuring charges (gains, losses, and other)

    739

     

    13,111

     

    11,743

     

    9,723

     

    35,316

     

    116

     

    6,574

    6,690

    Transformation costs (general and administrative)

    -

     

    1,250

     

    4,112

     

    3,663

     

    9,025

     

    1,875

     

    -

    1,875

    Total excluded items from continuing operations

    29,607

     

    46,291

     

    49,688

     

    61,380

     

    186,966

     

    18,573

     

    23,526

    42,099

     
    Income from continuing operations before income taxes and excluding items

    4,704

     

    19,417

     

    25,003

     

    18,988

     

    68,112

     

    25,692

     

    38,165

    63,857

    Income taxes expense (benefit)

    1,237

     

    4,557

     

    6,468

     

    (2,141

    )

    10,121

     

    6,167

     

    9,036

    15,203

    Non-GAAP net earnings from continuing operations

    3,467

     

    14,860

     

    18,535

     

    21,129

     

    57,991

     

    19,525

     

    29,129

    48,654

     
    Non-GAAP earnings per share from continuing operations:
    Basic

    0.05

     

    0.22

     

    0.29

     

    0.32

     

    0.87

     

    0.29

     

    0.44

    0.73

    Diluted

    0.05

     

    0.22

     

    0.28

     

    0.32

     

    0.86

     

    0.29

     

    0.43

    0.72

     
    Basic weighted average shares

    68,403

     

    67,096

     

    64,784

     

    65,126

     

    66,352

     

    66,497

     

    66,284

    66,391

    Diluted weighted average shares

    69,195

     

    67,568

     

    65,356

     

    66,268

     

    67,097

     

    67,388

     

    67,868

    67,628

     
    Some totals may not add due to rounding
     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
    RECONCILIATION OF GAAP TO NON-GAAP OPERATING INCOME GUIDANCE (1)
    (Unaudited)
    (Dollars in thousands)
    For the quarter ending For the year ending
    December 31, 2023 March 31, 2024
     
    Low High
    GAAP income from operations

     

    8,000

     

    8,000

     

    11,000

     
    Excluded items:
    Purchased intangible asset amortization

     

    1,000

     

    7,000

     

    7,000

    Non-cash stock compensation

     

    18,000

     

    69,000

     

    69,000

    Restructuring charges

     

    2,000

     

    11,000

     

    11,000

    Transformation costs

     

    -

     

    2,000

     

    2,000

    Total excluded items

     

    21,000

     

    89,000

     

    89,000

     
    Non-GAAP income from operations

    $

    29,000

    $

    97,000

    $

    100,000

     

    (1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

    APPENDIX A

    LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

    Q2 FISCAL 2024 FINANCIAL RESULTS

    EXPLANATION OF NON-GAAP MEASURES AND OTHER KEY METRICS

    To supplement our financial results, we use non-GAAP measures which exclude certain acquisition related expenses, non-cash stock compensation and restructuring charges. We believe these measures are helpful in understanding our past performance and our future results. Our non-GAAP financial measures and schedules are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated GAAP financial statements. Our management regularly uses these non-GAAP financial measures internally to understand, manage and evaluate our business and to make operating decisions. These measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is also based in part on the performance of our business based on these non-GAAP measures.

    Our non-GAAP financial measures, including non-GAAP earnings (loss) per share, income (loss) from operations and adjusted EBITDA reflect adjustments based on the following items, as well as the related income tax effects when applicable:

    Purchased intangible asset amortization: We incur amortization of purchased intangibles in connection with our acquisitions. Purchased intangibles include (i) developed technology, (ii) customer and publisher relationships, and (iii) trade names. We expect to amortize for accounting purposes the fair value of the purchased intangibles based on the pattern in which the economic benefits of the intangible assets will be consumed as revenue is generated. Although the intangible assets generate revenue for us, we exclude this item because this expense is non-cash in nature and because we believe the non-GAAP financial measures excluding this item provide meaningful supplemental information regarding our operational performance.

    Non-cash stock compensation: Non-cash stock compensation consists of charges for associate restricted stock units, performance shares and stock options in accordance with current GAAP related to stock-based compensation including expense associated with stock-based compensation related to unvested options assumed in connection with our acquisitions. As we apply stock-based compensation standards, we believe that it is useful to investors to understand the impact of the application of these standards to our operational performance. Although stock-based compensation expense is calculated in accordance with current GAAP and constitutes an ongoing and recurring expense, such expense is excluded from non-GAAP results because it is not an expense that typically requires or will require cash settlement by us and because such expense is not used by us to assess the core profitability of our business operations.

    Restructuring charges: During the past several years, we have initiated certain restructuring activities in order to align our costs in connection with both our operating plans and our business strategies based on then-current economic conditions. As a result, we recognized costs related to termination benefits for employees whose positions were eliminated, lease and other contract termination charges, and asset impairments. These items, reported as gains, losses, and other items, net, are excluded from non-GAAP results because such amounts are not used by us to assess the core profitability of our business operations.

    Transformation costs: In previous years, we incurred significant expenses to separate the financial statements of our operating segments, with particular focus on segment-level balance sheets, and to evaluate portfolio priorities. Our criteria for excluding transformation expenses from our non-GAAP measures is as follows: 1) projects are discrete in nature; 2) excluded expenses consist only of third-party consulting fees that we would not incur otherwise; and 3) we do not exclude employee related expenses or other costs associated with the ongoing operations of our business. We substantially completed those projects during the third quarter of fiscal year 2018. Beginning in the fourth quarter of fiscal 2018, and through most of fiscal 2019, we incurred transaction support expenses and system separation costs related to the Company's announced evaluation of strategic options for its Marketing Solutions (AMS) business. In the first and second quarters of fiscal 2021 in response to the potential COVID-19 pandemic impact on our business and again during fiscal 2023 in response to macroeconomic conditions, we incurred significant costs associated with the assessment of strategic and operating plans, including our long-term location strategy, and assistance in implementing the restructuring activities as a result of this assessment. Our criteria for excluding these costs are the same. We believe excluding these items from our non-GAAP financial measures is useful for investors and provides meaningful supplemental information.

    Our non-GAAP financial schedules are:

    Non-GAAP EPS, Non-GAAP Income from Operations, and Non-GAAP expenses: Our Non-GAAP earnings per share, Non-GAAP income from operations, and Non-GAAP expenses reflect adjustments as described above, as well as the related tax effects where applicable.

    Adjusted EBITDA: Adjusted EBITDA is defined as net income from continuing operations before income taxes, other expenses, depreciation and amortization, and including adjustments as described above. We use Adjusted EBITDA to measure our performance from period to period both at the consolidated level as well as within our operating segments and to compare our results to those of our competitors. We believe that the inclusion of Adjusted EBITDA provides useful supplementary information to and facilitates analysis by investors in evaluating the Company's performance and trends. The presentation of Adjusted EBITDA is not meant to be considered in isolation or as an alternative to net earnings as an indicator of our performance.

    Free Cash Flow to Equity: To supplement our statement of cash flows, we use a non-GAAP measure of cash flow to analyze cash flows generated from operations. Free cash flow to equity is defined as operating cash flow less cash used by investing activities (excluding the impact of cash paid in acquisitions), less required payments of debt, and excluding the impact of discontinued operations. Management believes that this measure of cash flow is meaningful since it represents the amount of money available from continuing operations for the Company's discretionary spending after funding all required obligations including scheduled debt payments. The presentation of non-GAAP free cash flow to equity is not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.

    View source version on businesswire.com: https://www.businesswire.com/news/home/20231108738860/en/

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