INVESTOR PRESENTATION 2018 - Reach, Relevancy and Recurring Revenue DECEMBER 2018 - Rosetta Stone
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Safe Harbors Forward-Looking Statements additional funds; failure to adapt to and manage technological changes; the risk This presentation contains forward-looking statements that reflect, when made, our that businesses acquired by us might not perform as expected; the inability to current views with respect to current events and financial performance. All successfully expand internationally; and the failure to maintain information privacy statements that address future operating, financial or business performance or our and security, as well as those discussed in our filings with the Securities and strategies or expectations are forward-looking statements and may include, but are Exchange Commission, including our most recent Annual Report on Form 10-K and not limited to, statements relating to: our business strategy; guidance or projections our Quarterly Reports on Form 10-Q. New risks and uncertainties arise from time to related to revenue, Adjusted EBITDA, bookings, and other measures of future time, and it is impossible for us to predict these events or how they may affect us. economic performance; the contributions and performance of our businesses We disclaim any intention or obligation to update or revise any forward-looking including acquired businesses and international operations; projections for future statements, whether as a result of new information, future events and/or capital expenditures; and other guidance, projections, plans, objectives, and related otherwise, except to the extent required by law. estimates and assumptions. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expects,” “plans,” Non-GAAP Financial Measures “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” “outlook,” Today’s presentation and discussion also contain references to non-GAAP financial or “continue,” and other comparable terminology. Such forward-looking statements measures. The full definition, GAAP comparisons, and reconciliation of those are subject to many risks, uncertainties and factors relating to our operations and measures are available in this presentation or in our press release which is posted business environment, which may cause our actual results to be materially different on our website at www.rosettastone.com. Our non-GAAP measures may not be from any future results expressed or implied by such forward-looking statements. comparable to those used by other companies, and we encourage you to review Factors that could cause actual results to differ materially from these forward- and understand all our financial reporting before making any investment decision. looking statements include, but are not limited to, the inability to execute our business strategy; declining demand for our products; the impact of any revisions to our pricing strategy; the inability to introduce new products and services; the Immaterial rounding differences may be present in this presentation in order to effectiveness of our marketing; the adequacy of internally generated funds and conform to reported totals. existing sources of liquidity, such as bank financing, as well as our ability to raise | © 2018 Rosetta Stone Ltd. All rights reserved. | 2
Reach, Relevancy and Recurring Revenue Reach Relevancy Recurring Revenue Reach Over 5MM Rigorously Researched 100% Subscription- Discerning Learners and Independently based Business Building Annually Evaluated Reading Recurring Revenue Programs and Iconic Language Brand Drive Relevancy | © 2018 Rosetta Stone Ltd. All rights reserved. | 3
We Have Changed Fundamentally FROM HERE (2014)... ...TO HERE (2018) 800K 756,936 700K 600K 503,471 500K 400K 366,288 300K 213,589 200K 100K 10,911 K 2014 2015 2016 2017 2018 E CD Unit Sales Predominantly Consumer Serving Over 5MM Learners Through Language CD Business Three Different Demanding End Users (K12, Consumers, Corporate) | © 2018 Rosetta Stone Ltd. All rights reserved. | 4
We Address Big Societal Needs Childhood Literacy in the U.S. Second Language Learning Worldwide • Achievement Gap: 64% of 4th graders are non- • ~$50BN in spend in 2020 proficient readers / 85% of public school • 1.5BN English Language Learners curriculum delivered via reading • Literacy is largest area of curriculum spend in US public schools 1. SOURCE: U.S. Department of education, National Center f or Education Statistics, National Assessment of Educational Progress (NAEP), selected years., 992-2015 Reading Assessments, NAEP Data Explorer. See Digest of Education Statistics 2015, table 221.10. 2. Ambient Insight, The 2015-2020 Worldwide Digital English Language Learning Market, 2016. | © 2018 Rosetta Stone Ltd. All rights reserved. | 5 3. ThoughtCo., How Many People Learn English? An Estimated 1.5 Billion People Are Studying the Language Worldwide, October 08, 2018.
Why We Win – K-12 Best-in-Class Literacy Curriculum and Assessment Portfolio • 35 years of technology driven experience in K-12 literacy • Broadest and deepest K-12 Literacy portfolio Demonstrated Ability to Dramatically Improve Outcomes • 15 third-party reviewed studies of Literacy efficacy that meet ESSA standards of evidence • Annual studies indicate students of all abilities make substantial progress in Core5 • Driving consistently high retention (Q3-93%) and renewal rates (Q3-100%) Marketplace Scale and Leadership • Served ~13,500 schools and 3.8MM students in the U.S. in 2017/18 school year • THE Journal Reader’s Choice #1 Overall K-12 Technology – ahead of Google and Apple | © 2018 Rosetta Stone Ltd. All rights reserved. | 6
Broad and Deep Digital Literacy Portfolio Students at all levels and grades work at their own pace through personalized learning paths Grades PreK-5 Grades 6-12 IMPLEMENTATION SERVICES Educator Data Platform | © 2018 Rosetta Stone Ltd. All rights reserved. | 7
As Every Student Keystroke or Click is Captured in Our Products, Teachers are Empowered to Provide Personalized Instruction Core5 uses its patented Assessment Without Testing to predict the As students progress online, Teachers are provided information on rate and accuracy of likelihood of meeting year-end benchmarks over 89 separate activity types so they can focus instruction where needed Teachers are then provided over 400 pages of “skill builders” for their students to build automaticity | © 2018 Rosetta Stone Ltd. All rights reserved. | 8
Evidence Based, Research Proven Published Research: 2006 - 2018 Independent Peer-Reviewed Journal Studies | © 2018 Rosetta Stone Ltd. All rights reserved. | 9
Efficacy Drives Demand - Utah UTAH RESULTS 2017-18: 194 Schools | 60,000 Students (K-3) 90% of students meeting usage targets are reading on or above grade level.
And Recognized K12 Leadership 2018 Readers Choice Awards #1 Top Overall Technology #1 Best Reading Program #1 Favorite Adaptive/Personalized Learning Tool #1 Top Educational Game or Gamified Learning Tool #1 Top Technology Adopted in the Last 12 Months | © 2018 Rosetta Stone Ltd. All rights reserved. | 11
Power of the Literacy Portfolio to Drive Higher LTV Large Urban District in Wisconsin 2 Core5 unlimited site licenses with Implementation Services 15 Core5 unlimited site licenses with Implementation Services 1. ThoughtCo., How Many People Learn English? An Estimated 1.5 Billion People Are Studying the Language Worldwide, October 08, 2018. Purchased PowerUp and renewed Core5. 2. Ambient Insight, The 2015-2020 Worldwide Digital English Language Learning 3. Market, 2016. 34 unlimited site licenses and $300k EF EPI, reported in Quartz, GLOBISH ON THE RISE: The world is getting better at annual contract value English—but some countries are learning faster than others, February 23, 2018. | © 2018 Rosetta Stone Ltd. All rights reserved. | 12
Helping Growth Significantly Outpace the Industry Bookings and Revenues by Year ($ Millions) 70.0 ~60 60.0 ~52 50.0 47.5 43.6 40.0 38.4 33.9 34.1 30.0 23.1 21.9 20.0 9.9 10.0 0.0 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018E 1 Bookings Revenues 1 Based on guidance of approaching $60MM in bookings and $52MM in revenues. See appendix for “bookings” definition. | © 2018 Rosetta Stone Ltd. All rights reserved. | 13
With Opportunity for More - Expansion and Greenfield 9% 14% Students Schools 22% 41% of Schools* 46% of Students* Districts Within Existing Footprint Expansion Opportunity: While we serve 14% of US public schools, they are in districts that total over 40% of those schools *Out of (In US): 103,000 Public Schools; 13,300 Districts 47.4 million Students | © 2018 Rosetta Stone Ltd. All rights reserved. | 14
Next? Leverage K12 Opportunity Combining Sales Resources (2019) and Investing in New English Learning Product to Build on Opportunity K-12 Today K-12 Vision 2020 • Literacy sales growing ~25% • Best-in-class Literacy suite and Emerging Bilingual • Full Literacy product suite product • 45 Sales people • ~75 highly productive salespeople and world-class customer success team • Combined Literacy and K-6 EL with high retention rates continuing to grow at ~25% | © 2018 Rosetta Stone Ltd. All rights reserved. | 15
Why We Win – Language Iconic Brand • ~$1.4BN in sales and marketing spend since 2009 have build brand • 84% aided awareness in the US; over 3x nearest competitor Marketplace Leading Technology • 7K+ hours of CEFR-aligned business and cultural content • 10K+ virtual tutoring sessions per month • New Innovation: Seek and Speak, Your Plan, Translation Scale Across Markets • Over $120MM in combined 2018 bookings across Consumer and Enterprise & Education • Substantial ongoing investment in Research & Development to drive future growth | © 2018 Rosetta Stone Ltd. All rights reserved. | 16
Iconic Language Brand… …That Dominates SOURCE: 2018 Rosetta Stone U.S. brand awareness study | © 2018 Rosetta Stone Ltd. All rights reserved. | 17
With Marketplace Leading Technology | © 2018 Rosetta Stone Ltd. All rights reserved. | 18
Driving 20% Increase in Consumer Subscribers Over LTM Global Consumer Subscriber Base (000) 500 447 417 395 400 370 300 200 100 Q4 2017 Q1 2018 Q2 2018 Q3 2018 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | © 2018 Rosetta Stone Ltd. All rights reserved. | 19
Hired World-Class Talent Into Language Business MATT HULETT DR. LIZ BROOKE JERRY HUANG PHILIP DUNNE President Chief Learning Officer SVP Strategy and Business SVP Consumer Development GREGORY SPILS MARK MOSELEY CHRISTINA KOZLOFF ANDREA RIGGS VP Product Management VP, IT and Operations VP Brand Head of PR New in last 3 years | © 2018 Rosetta Stone Ltd. All rights reserved. | 20
To Drive Innovation and Leverage Core Assets Your Plan Seek and Speak Translations Flash Cards Grammar Guides | © 2018 Rosetta Stone Ltd. All rights reserved. | 21
With the Potential to Disrupt All Areas of Language Learning In a survey of Rosetta Stone Learners in China, Korea and Brazil we Offline Only eLearning Only found most learners use multiple language products or services. Use other products too Virtual Blended Learning Use tutoring or other offline products too Digital eLearning and January 2018, RST Internal Research of Language Learners Tutoring Only Tutoring that have used a Rosetta Stone product in 2017. n = 237 | © 2018 Rosetta Stone Ltd. All rights reserved. | 22
Next? A Unique & Compelling Solution for International Learners Professional Tutors: Live Anywhere on Any Device Sold and Delivered Through Our Software | © 2018 Rosetta Stone Ltd. All rights reserved. | 23
Investment Considerations • Over 100,000 U.S. Public schools 1. Scalable Opportunities • $50BN Global Language market / 1.5BN Global English Language learners • 3.8MM Literacy learners / 1MM Enterprise and K-12 Language learners / 0.5MM Consumer 2. Large Current Base: Language subscribers provide tremendous reach 5MM Learners • Broad range of customers in K12, Consumer and Corporate provides unique insights into needs 3. Uniquely Relevant in the • 84% Aided awareness for Rosetta Stone; over 3X peers Marketplaces We Serve • 15 third party reviewed studies of Literacy efficacy that meet ESSA standards of evidence • Methods: ABL (Adaptive Blended Learning), Immersion, Assessment Without Testing 4. Compelling Combination of • Capabilities: True Accent proprietary speech recognition engine, Rosetta Stone animation engine, Product Assets 10K+ Tutoring Sessions per month • Content: 7K+ hours of CEFR-aligned language content, Full portfolio of Literacy solutions • Momentum: Literacy bookings CAGR of 27% since 2014 / Consumer subscriptions increasing 5. Driving Growth Opportunities • Expect: Consolidated bookings and revenue growth in 2019, 1st time since 2014 • Future Upside: K-12 EL and global Consumer English Language learning • 80% gross margin 6. With Margin Leverage • Leverage in R&D and Sales & Marketing • Relatively flat G&A | © 2018 Rosetta Stone Ltd. All rights reserved. | 24
FY 2018 Guidance FY 2017 Actual FY 2018 Guidance Literacy Language Literacy Language $MM Segment Segments Consolidated Segment Segments Consolidated Revenue $43.6 $141.0 $184.6 $52 ~$121 ~$173 Revenue + Change in Deferred $47.5 $134.5 $182.0 $60 ~$124 ~$184 Revenue1,2 GAAP Net Loss $(1.5) ~$(25) Adjusted EBITDA $13.3 ~$(2) Capital Expenditures $12.9 ~$16 Change in Deferred Revenue2 $3.9 $(6.5) $(2.6) ~$8 ~$3 ~$11 Ending Cash Balance $43.0 ~$39 1 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | 2 Before $12.9MM from SOURCENEXT in 2017 and $4.5MM in 2018 (Language and Consolidated). | © 2018 Rosetta Stone Ltd. All rights reserved. | 25
Appendix
Definitions – Statistical Measures Annualized recurring revenue (or “ARR”) is computed using the North America Consumer DTC and Global App Sales CAC: The Customer annualized value of active subscription arrangements at the end of the Acquisition Cost, or CAC, is an operating metric calculated as the sum of period. ARR is a performance metric used to assess the health and Consumer GAAP sales and marketing expenses in a period plus affiliate trajectory of our E&E Language and Literacy segments, which we believe commission expenses that are classified as cost of goods sold, adjusted to aids investors in understanding our segment results. We present ARR as a reflect the lifetime app store commissions incurred on the initial app sale statistical measure rather than a non-GAAP financial measure. ARR plus an estimate of app commission expenses on future renewals. should be viewed independently of revenue and deferred revenue, as ARR is a performance metric and is not intended to be combined with CAC per Unit is CAC divided by total new unit sales net of returns for either of these items. North America DTC and Global App sales. North America Consumer DTC and Global App Sales LTV per Unit: The The LTV-to-CAC ratio is calculated as LTV per Unit divided by CAC per Unit. Lifetime Value per unit, or LTV per unit, is an operating metric calculated Net LTV Added is calculated as LTV Added minus CAC. as the combined value of customers' initial purchases plus an estimate of future renewals based on the median renewal rates observed for recent Prior period amounts have been restated to be comparable to the renewals of similar products. The per unit metric is expressed as the current period methodology. In addition, prior period LTV, CAC and Net weighted average LTV per unit of all products sold during a given period. LTV metrics presented for a given period may change over time as the most current retention experience for that period is used to update the LTV Added is the LTV per unit multiplied by total new unit sales net calculations of those operating metrics. of returns. | © 2018 Rosetta Stone Ltd. All rights reserved. | 27
Definitions – Non-GAAP Financial Measures Bookings represents executed contracts received by the Company that Free cash flow is cash flow from operating activities minus cash used in are either recorded immediately as revenue or deferred revenue. purchases of property and equipment. Therefore, sales is an operational metric and in any one period is equal Segment contribution is calculated as segment revenue less expenses to revenue plus the change in deferred revenue. directly incurred by or allocated to the segment. Direct segment Adjusted EBITDA is GAAP net income/loss plus interest income and expenses include costs and expenses that are directly incurred by or expense, other income/expense, income tax benefit/expense, allocated to the segment and include materials costs, service costs, impairment, lease abandonment and termination, depreciation, customer care and coaching costs, sales and marketing expenses, and amortization, stock-based compensation, restructuring, and strategy and bad debt expense. In addition to the previously referenced expenses, the cost-reduction related consulting expenses. In addition, Adjusted EBITDA Literacy segment includes direct research and development expenses excludes "Other" items related to non-restructuring wind down and and Combined Language includes shared research and development severance costs, and transaction and other costs associated with expenses, costs of revenue, sales and marketing, and general and mergers and acquisitions, as well as all adjustments related to recording administrative expenses applicable to the Consumer Language and E&E the non-cash tax valuation allowance for deferred tax assets. Adjusted Language segments. Prior periods have been reclassified to reflect our EBITDA for prior periods has been revised to conform to current current segment presentation and definition of segment contribution. definition. | © 2018 Rosetta Stone Ltd. All rights reserved. | 28
Consolidated Highlights – Q3 2018 • Ongoing sales1 growth of 11%, the first YOY sales increase since 2014 • Record Literacy sales of $34 million, more than all of 2015, and up 37% YOY • Consumer Language sales stable to prior year for the first time since 2014 • E&E sales decline of $2 million YOY Ongoing Sales1 Adjusted EBITDA2 Cash and Cash Equivalents 3Q17 3Q18 3Q17 3Q18 3Q17 3Q18 $24.9 $34.0 $2.7 $40.1 $19.8 $17.5 $31.8 $16.0 $16.1 -$0.7 1 See Consumer Appendix E&E for definitions and reconciliation Literacy of GAAP to non-GAAP Financial Measures and Statistical Measures. Prior period ARR has been updated 1 Before to reflect SourceNext andcurrent period presentation. Discontinued FitBrains 2 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | © 2018 Rosetta Stone Ltd. All rights reserved. | 29
Adjusted EBITDA and Free Cash Flow1 1 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | © 2018 Rosetta Stone Ltd. All rights reserved. | 30
Revenue and Sales1 1 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | © 2018 Rosetta Stone Ltd. All rights reserved. | 31
Reconciliation of Revenue and Sales1 1 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | © 2018 Rosetta Stone Ltd. All rights reserved. | 32
Segment Contribution1 1 See Appendix for definitions and reconciliation of GAAP to non-GAAP Financial Measures and Statistical Measures. | © 2018 Rosetta Stone Ltd. All rights reserved. | 33
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