Twitter, Inc.
TWITTER, INC. (Form: 8-K, Received: 02/09/2017 07:04:50)

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

February 9, 2017

 

 

Twitter, Inc.

(Exact name of registrant as specified in its charter)

Delaware

 

001-36164

 

20-8913779

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

1355 Market Street, Suite 900

San Francisco, California 94103

(Address of principal executive offices, including zip code)

(415) 222-9670

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



Item 2.02    Results of Ope rations and Financial Condition .

 

On February 9, 2017, Twitter, Inc. (the “Company”) announced its financial results for the quarter and fiscal year ended December 31, 2016 by issuing a letter to its shareholders and a press release. In its shareholder letter and press release, the Company also announced that it would be holding a conference call on February 9, 2017 to discuss its financial results for the quarter and fiscal year ended December 31, 2016. The full text of the Company’s letter to its shareholders and its press release are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.

 

This information is intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01  Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit

No.

 

Description

 

 

 

99.1

 

Letter to Shareholders dated February 9, 2017.

 

 

 

99.2

 

Press Release issued by Twitter, Inc., dated February 9, 2017

 

 



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

TWITTER, INC.

 

 

 

 

 

 

By:

/s/ Vijaya Gadde

 

 

 

Vijaya Gadde

General Counsel & Secretary

Date:  February 9, 2017



EXHIBIT INDEX

 

Exhibit

No.

 

Description

 

 

 

99.1

 

Letter to Shareholders dated February 9, 2017.

 

 

 

99.2

 

Press Release issued by Twitter, Inc., dated February 9, 2017

 

Exhibit 99.1

 

Twitter Q4 and Fiscal Year 2016 Shareholder Letter

San Francisco, CA

February 9, 2017

 

 

Dear Shareholders,

 

We look forward to discussing our fourth quarter and fiscal year 2016 financial results with you at 5am PT today. As a reminder, to have your questions considered during Q&A, Tweet to @TwitterIR using #TWTR. Thank you for your interest and we look forward to speaking with you soon.

 

 

Overview

 

Twitter made significant strides in 2016 as we positioned the company for long-term sustainable growth and GAAP profitability. Specifically, we:

 

 

Clearly identified who we are — the best and fastest place to see what’s happening in the world and what people are talking about.

 

Built and shipped products that directly improved our key audience growth and engagement metrics.

 

Simplified the organization to be more focused and efficient, and eliminated investment in non-core areas of our business.

 

As a result of these efforts, in the fourth quarter we drove accelerating rates of growth in our average daily active usage (DAU) for the third consecutive quarter, led by product improvements, as well as marketing and organic trends. We also saw continued, strong double-digit engagement growth on a year-over-year basis across Tweet impressions and time spent on Twitter in the fourth quarter and we expect this momentum to continue.

 

In 2017, we are:

 

 

Building and shipping product changes more rapidly to make Twitter safer.

 

Investing in our core use case and in new product areas — such as live streaming video, among others — that further strengthen Twitter’s unique position as the best and fastest place to see and talk about what’s happening in the world.

 

Simplifying and differentiating our revenue products to drive sustainable long-term revenue growth.

 

Focusing on making progress toward GAAP profitability in 2017.

 

In Q4, and fiscal year 2016 specifically:

 

 

2016 revenue totaled $2.5 billion, an increase of 14% year-over-year.

 

2016 GAAP net loss of $457 million and non-GAAP net income of $406 million.

 

2016 GAAP diluted EPS of ($0.65) and non-GAAP diluted EPS of $0.57.

 

2016 adjusted EBITDA of $751 million, up 35% year-over-year, representing an adjusted EBITDA margin of 30%, versus 25% in 2015.

 

Q4 revenue totaled $717 million, an increase of 1% year-over-year.

 

o

Advertising revenue totaled $638 million, down slightly year-over-year. Mobile advertising revenue was 89% of total advertising revenue.

 

o

Data licensing and other revenue totaled $79 million, an increase of 14% year-over-year.

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o

US revenue totaled $440 million, a decrease of 5% year-over-yea r .

 

o

International revenue totaled $277 million, an increase of 12% year-over-year.

 

o

Total ad engagements were up 151% year-over-year.

 

o

Cost per engagement (CPE) was down 60% year-over-year.

 

Q4 GAAP net loss of $167 million and non-GAAP net income of $119 million.

 

Q4 GAAP diluted EPS of ($0.23) and non-GAAP diluted EPS of $0.16.

 

Q4 adjusted EBITDA of $215 million, up 12% year-over-year, representing an adjusted EBITDA margin of 30%, versus 27% in 2015.

 

Average monthly active users (MAUs) were 319 million for Q4, up 4% year-over-year and compared to 317 million in the previous quarter.

 

o

Average US MAUs were 67 million for Q4, up 3% year-over-year and flat compared to 67 million in the previous quarter.

 

o

Average international MAUs were 252 million for Q4, up 5% year-over-year and compared to 250 million in the previous quarter.

 

Mobile MAUs represented 83% of total MAUs.

 

DAU grew 11% year-over-year, an acceleration from 7% in Q3’16, 5% in Q2’16, and 3% in Q1’16.

 

We’re focused on driving value across three key areas of our service: audience, content, and revenue. We believe these areas will have the biggest impact on our ability to create shareholder value. Let’s go through each in more detail.

 

 

Audience

 

Strengthening our core use case as the best and fastest place to see what’s happening in the world and what people are talking about, and making Twitter safer, are critical to growing our audience. We saw accelerating rates of growth on a year-over-year basis for DAU for the third quarter in a row. That acceleration is broad based — in the fourth quarter, we saw accelerated rates of DAU growth in eight of Twitter’s top 10 largest global markets. Tweet impressions and time spent on Twitter also remained strong, each increasing by double digits on a year-over-year basis in the fourth quarter. Increases in both audience and engagement were driven in part by product improvements, including better relevance in both the timeline and notifications.

 

In the fourth quarter, we made major strides in the Home timeline, launching a number of features designed to show people the most important Tweets first — news and commentary they would have wanted to see but may have missed. We also improved the relevance of notifications to increase engagement and bring people back to Twitter. These changes improved retention for both monthly active and daily active usage, as well as increased Tweet impressions and time spent on the service.

 

To build on this progress, we expect to apply machine learning more broadly across our service in 2017. Machine learning is critical for us to better identify and personalize content that people want to see and deliver it to them, faster. To strengthen our approach, we’ve combined our efforts under one leader who will help us build a foundation of machine learning across our consumer and revenue-generating products and create a more focused and data-driven approach to product development.

 

We also recognized the importance of simplifying and creating a single destination for people to discover what’s happening on Twitter. Already in the first quarter of 2017, we launched Explore on iOS, which brings together trends, Moments, search, and the best of live video. We intend to continue integrating new, dynamic, and personalized content into the Explore experience this year.

 

Lastly, we took important steps to make Twitter safer last quarter by reinforcing our policies and launching features that gave people more control over their experience, like muting notifications for keywords and conversations. Making Twitter safer is a primary focus in 2017, and we are approaching safety with a greater sense of urgency. We’ve rolled out a number of product changes already in the first quarter, and this focus will continue until we’ve made a significant impact.

 

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Content

 

Live-streaming video drives conversation, connection, and engagement on Twitter, reinforcing our position as the best and fastest place to see what’s happening in the world and what people are talking about. Our live streaming content focuses on Twitter’s key areas of strength — news and politics, live sports and eSports, and live entertainment — for a global audience. Additionally, people from all over the world now broadcast live content from a variety of devices, including phones, drones, and GoPros, powered by Periscope.

 

In the fourth quarter, we streamed more than 600 hours of live premium video from content partners across roughly 400 events, attracting 31 million unique viewers in our first quarter of operations. Of these hours, 52% were sports, 38% were news and politics, and 10% were entertainment.

 

We’re providing significant value to our live premium content partners, helping them extend their reach globally with approximately 33% of unique viewers outside the US, and helping them reach a younger audience with approximately 50% of viewers under the age of 25. In 2016, we also onboarded nine syndication partners and four over the top partners to further expand live content distribution.

 

Last quarter, we also made significant improvements to our live streaming video experience. We introduced docking for iOS, which allows people to continue to watch select live videos while simultaneously accessing other content on Twitter. We also experimented with multi-curated timelines experiences, featuring expert commentators and top Tweets, and we further improved video quality with the introduction of our proprietary technology in SuperResolution.

 

In live sports, our 10-week NFL #TNF programming was the major highlight of the fourth quarter. We completed the #TNF season with great success, exceeding the high end of our reach expectations, generating more than 3.5 million unique viewers* on average, per game. In news and politics, we partnered with Bloomberg, BuzzFeed News, and PBS NewsHour to offer Twitter users comprehensive live coverage of the 2016 presidential and vice presidential debates, election night, and the inauguration. Viewership of the presidential debates grew steadily, reaching approximately 4.2 million unique viewers during the final debate, and we reached approximately 7.5 million and 8.6 million unique viewers for election night and the inauguration live streams, respectively. Our live entertainment initiatives have included original productions for Twitter, such as the successful live Rogue One Q&A with cast and crew, as well as a successful collaboration with dick clark productions on the Golden Globes, our first red carpet event in the first quarter of 2017, which reached approximately 2.7 million unique viewers.

 

Also in the fourth quarter, we broadcasted 6.6 million hours of live video through Periscope. We continued to ship significant product updates, building more of Periscope’s technology into Twitter itself, and creating new, immersive video formats like 360 video. We introduced the ability to create and Tweet live video from the Twitter app — powered by Periscope — and we’re seeing both individual creators and a number of brand partners experiment with this new way to bring people inside a live video experience.

 

 

 

 

 

 

 

 

* All unique viewership counts referenced herein are based on unique user ID and the MRC video view standard as defined by the IAB (50% in view for 2 seconds). Previously, the NFL and Twitter reported 3.1 million unique viewers on average for all 10 weeks of TNF programming which used a higher measurement standard (100% in view for 3 seconds).

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Revenue

 

We believe advertisers recognize Twitter’s unique value proposition as the best and fastest place to see what’s happening in the world and what people are talking about. This gives them the ability to reach audiences in the right context, at the right time. Our team has built deep relationships with our advertisers and they are encouraged by Twitter’s continued accelerated growth in daily active usage and strong engagement metrics for the third consecutive quarter. However, and as we’ve previously stated, revenue growth will continue to lag audience growth in 2017 and could now be further impacted by escalating competition for digital ad spending and the re-evaluation of our revenue product feature portfolio, which could result in the de-emphasis of certain product features.

 

For example, revenue from our direct response ad formats, on the whole, declined on a year-over-year basis in the fourth quarter due to decreases in our owned-and-operated mobile application download and website click ad formats. We haven’t made the progress we anticipated over the last year in some direct response ad formats, both in terms of improvements to existing product features as well as the impact of new product features. We have also seen increased competitive pressure resulting in a decline in our original Promoted Tweet engagement ad format.

 

As we re-evaluate our revenue product features and roadmaps, we are applying the same focused approach that drove renewed monthly and daily active usage growth in 2016 to simplify our portfolio and our buying process for advertisers. We’ll focus our investment in revenue product features that differentiate Twitter and capitalize on our unique value proposition for advertisers, including video and more organic ad formats.

 

Video is our largest revenue-generating ad format. During the fourth quarter, we improved the buying experience for video advertisers with the launch of reservation buying and the ability to buy video ads on a CPM basis. We also delivered dynamic ad insertion with 15- and 30-second ads across a wide range of live events, including NFL #TNF, the presidential debates, the Melbourne Cup, and Bloomberg daily shows. Our live video ads are attractive to advertisers with sound on and our completion rates are over 95%. Our live video ads have been a key differentiator with advertisers, especially when packaged with our Twitter Amplify video product, and have contributed significantly to year-over-year growth in video-related advertising revenue.

 

Building on the success of our custom Twitter Amplify program, we began a broad beta of Twitter Amplify open video in the US which will further increase our unique value to contributing content partners and advertising partners. We plan to continue to improve the buying experience for advertisers and scale Twitter Amplify open video as we expand the current beta to select international markets in the first half of 2017 and move toward general global availability by the end of 2017. We will also continue to innovate with our live video product, introducing more partners in more countries, and continuing to scale our pre-roll and mid-roll ad formats.

 

In addition, we believe we can more aggressively grow our data licensing revenue with a more brand-centric approach to channels, markets, products, and pricing. This approach will position both Twitter and our key channel partners for greater growth and monetization. We are investing in deeper partnerships with a few select solution providers (including Sprinklr, Sprout Social, and Conversocial) to help brands realize greater value from our data and platform. As an example, our new Sprinklr channel partnership is focused on driving marketing innovation for large enterprises. This partnership is a multi-year deal, totaling more than $90 million, with collaboration in product development, sales, and marketing.

 

 


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Q4 and Fiscal Year 20 1 6 F inancial and Operational D etail

 

Fiscal year 2016

 

2016 was a year of transformation for Twitter. Disciplined execution across our strategic priorities resulted in improved audience and engagement growth, and we achieved greater operating leverage as we streamlined our cost structure and increased our focus on profitability.

 

Total revenue for 2016 reached $2.5 billion, up 14% year-over-year. Adjusted EBITDA for the full year improved by nearly $200 million, reaching $751 million with a 30% margin and exceeding our guidance range of $700 to $715 million and our initial guidance range of 25-27%. We also generated significantly more adjusted free cash flow, with more than $440 million generated in 2016 compared to less than $5 million in 2015. We ended the year with $3.8 billion in cash, cash equivalents, and marketable securities.

 

Finally, we continued to make meaningful progress in reducing our annual stock-based compensation (SBC) expense on both an absolute basis and as a percentage of revenue. SBC expense for the year (on an absolute basis) decreased 10% year-over-year and declined over 600 basis points year-over-year as a percent of revenue, reaching 24% in 2016 down from 31% in 2015 and 45% in 2014. We remain committed to reducing stock-based compensation to high single digits as a percentage of revenue over time, bringing us more in line with our peers.

 

Q4’16 performance

 

Revenue

In the fourth quarter, total revenue reached $717 million, up 1% year-over-year. Total advertising revenue was $638 million, down slightly year-over-year. Twitter-owned-and-operated advertising revenue was $553 million, down 1% year-over-year. Strength in video was offset by year-over-year declines in revenue generated from traditional Promoted Tweet and direct response ad formats. Non-owned-and-operated advertising revenue reached $85 million, or 13% of advertising revenue, roughly flat year-over-year. Significant gains in revenue from the Twitter Audience Platform were offset by significant year-over-year declines in revenue from TellApart. We expect contributions from non-owned-and-operated advertising revenue to face significant headwinds in 2017 from factors impacting TellApart.

 

As a reminder, during the fourth quarter, we reorganized our partnership, sales, and marketing organizations to better align and execute against our key priorities. To better serve our ad partners, we reduced the number of sales channels from three to two. Our advertising business continues to skew toward large branded advertisers in the US and Canada with above-average growth in a few select international markets.

 

By product, video continued to be our single largest revenue-generating ad format. Strong growth in video, including in our live-streaming, Twitter Amplify, and First View ad formats, was offset by year-over-year declines in traditional Promoted Tweet and direct response ad formats. On a sequential basis, typical seasonal growth from Q3 to Q4 was muted by a quarter-over-quarter decline in revenue generated from mobile app promotions and single-digit sequential growth in revenue generated from direct response ad formats.

 

Data licensing and other revenue totaled $79 million in the fourth quarter, up 14% year-over-year. Growth was driven by continued strength in our mobile ad exchange services.

 

Advertising Metrics

Total ad engagements grew 151% year-over-year, driven primarily by a continuing mix shift toward video ad impressions, as well as higher clickthrough rates (CTR) across nearly all ad formats on a like-for-like basis. Average cost per engagement (CPE) fell 60% year-over-year, again due to a higher mix of video engagements, as well as significantly lower video CPE compared to the prior year.

 

On a sequential basis, total yield per impression improved compared to Q3 for the second consecutive quarter, driven both by a mix shift toward higher yield ad formats as well as higher CTR across several ad formats.

 

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Costs

Total GAAP expenses in Q4 were $861 million, an increase of 11% year-over-year, driven by higher restructuring costs. On a non-GAAP basis, total expenses in Q4 grew 1% year-over-year to $594 million. Reductions in sales and marketing expense were offset by increases in cost of revenue due to higher revenue share, infrastructure costs, and depreciation. Traffic acquisition costs were $45 million or 52% of non-owned-and-operated advertising revenue. This compares favorably to 61% in Q4’15 and 56% in Q3’16.

 

SBC expense was $138 million, a year-over-year decline of 13% in the fourth quarter, to 19% of revenue, down from $159 million, or 26% in the previous quarter, and below our $150 to $160 million forecasted range. We ended the quarter with more than 3,500 employees.

 

Income and Margin

GAAP loss from operations for Q4 totaled $144 million as compared to $67 million for Q4’15. Adjusted EBITDA for Q4 improved to $215 million, or 30% of total revenue, an increase of 12% year-over-year. Adjusted EBITDA excludes restructuring costs of $101 million. Approximately $22 million of these restructuring costs were workforce related, in line with our guidance. The remainder was due to lease write-offs as we’ve realigned our facility footprint with current needs.

 

GAAP net loss in the quarter was $167 million, resulting in GAAP diluted EPS of ($0.23). Non-GAAP net income was $119 million and non-GAAP diluted EPS was $0.16.

 

Balance Sheet and Statement of Cash Flows

We ended the year with $3.8 billion in cash, cash equivalents, and marketable securities. GAAP net cash provided by operating activities in the period was $197 million. Adjusted free cash flow for Q4 was $111 million, compared to approximately $12 million in Q4’15.

 

Audience

For the third consecutive quarter, product changes drove a direct improvement in several key audience metrics with an acceleration of year-over-year growth in DAUs for three quarters in a row. DAUs grew 11% year-over-year, compared to 7% in Q3’16, 5% in Q2’16, and 3% in Q1’16. Other key engagement metrics (including time spent and total Tweet impressions) remained strong with double-digit year-over-year growth.

 

Total MAUs for Q4 grew to 319 million from 317 million in the prior quarter. Product improvements and organic growth again drove most of the change, with additional lift provided by marketing initiatives. On a year-over-year basis, MAUs grew 4% in Q4, an improvement compared to 3% year-over-year growth rates seen in each of the three previous quarters.

 

Outlook

At the end of each year, we revisit our approach to guidance and evaluate the practice of companies across our industry as well as what’s appropriate for Twitter. As noted below, we are not providing specific revenue guidance for the first quarter, but we have provided adjusted EBITDA, adjusted EBITDA margin, and stock-based compensation expense guidance. As previously stated, we expect advertising revenue growth to continue to lag that of audience growth in 2017. Advertising revenue growth may be further impacted by escalating competition for digital ad spending and the re-evaluation of our revenue product feature portfolio, which could result in the de-emphasis of certain product features.

 

For Q1, we expect:

 

Adjusted EBITDA to be between $75 million and $95 million;

 

Adjusted EBITDA margin to be between 17% and 17.5%

 

SBC to be between $125 and $135 million.

 

For FY 2017, we expect:

 

Total non-GAAP expenses to be flat to down 5%, compared to full year 2016;

 

SBC to be down 15% to 20%, compared to full year 2016;

 

Capital expenditures to be between $300 and $400 million.

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Note that our outlook for Q1 and the full year 2017 reflects foreign exchange rates as of January 20, 2017.

 

For more information regarding the non-GAAP financial measures discussed in this letter, please see "Non-GAAP Financial Measures" and "Reconciliation of GAAP to Non-GAAP Financial Measures" below.  Guidance for Adjusted EBITDA and Adjusted EBITDA margin excludes stock-based compensation expense, depreciation and amortization expense, interest and other expense, net, provision (benefit) for income taxes, and restructuring charges. We have not reconciled Adjusted EBITDA guidance to GAAP net loss because we do not provide guidance on GAAP net loss or the reconciling items between Adjusted EBITDA and GAAP net loss, other than stock-based compensation expense, as a result of the uncertainty regarding, and the potential variability of, these items. The actual amount of net loss and such reconciling items will have a significant impact on our Adjusted EBITDA and Adjusted EBITDA margin. Accordingly, a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measure is not available without unreasonable effort.

 

Appendix

 

Webcast and Conference Call Details

Twitter will host a conference call today, Thursday, February 9, 2017, at 5am Pacific Time (8am Eastern Time) to discuss financial results. The company will be following the conversation about the earnings announcement on Twitter. To have your questions considered during the Q&A, Tweet your question to @TwitterIR using #TWTR. To listen to a live audio webcast, please visit the company’s Investor Relations page at investor.twitterinc.com. Twitter has used, and intends to continue to use, its Investor Relations website and the Twitter accounts of @jack, @twitter, and @TwitterIR as means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD.

 

About Twitter, Inc.

Twitter, Inc. (NYSE: TWTR) is the best and fastest place to see what’s happening and what people are talking about all around the world.  From breaking news and entertainment to sports and politics, from big events to everyday interests. If it’s happening anywhere, it’s happening first on Twitter. Twitter is where the full story unfolds with all the live commentary and where live events come to life unlike anywhere else. Twitter is available in more than 40 languages around the world. The service can be accessed at Twitter.com, on a variety of mobile devices and via SMS. For more information, visit about.twitter.com or follow @twitter.

 

Forward Looking Statements

This letter to shareholders contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally relate to future events or Twitter's future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates,” “going to,” "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential," or "continue," or the negative of these words or other similar terms or expressions that concern Twitter's expectations, strategy, priorities, plans, or intentions. Forward-looking statements in this letter to shareholders include, but are not limited to, statements regarding Twitter’s future financial and operating performance, including its outlook and guidance, Twitter's strategies, product and business plans, including strategies for increasing shareholder value, the development of, investment in and demand for content, its products, product features and services, including video, machine learning and data licensing, the behavior of Twitter’s users and advertisers, Twitter’s expectations regarding the growth of its revenue, profitability, audience, engagement and monetization, advertiser base and spending and ad engagements and the impact of re-evaluating Twitter’s revenue product portfolio. Twitter's expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks include the possibility that: Twitter's user base and engagement do not grow or decline; Twitter’s strategies, priorities, or plans take longer to execute than anticipated; Twitter's new products and product features do not meet expectations; advertisers reduce or discontinue their spending on Twitter; data partners reduce or discontinue their purchases of data licenses from Twitter; and Twitter experiences expenses that exceed its expectations. The forward-looking statements contained in this letter to shareholders are also subject to other risks and uncertainties, including those

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more fully described in Twitter's Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, filed with the Securities and Exchange Commission. Additional information will also be set forth in Twitter's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The forward-looking statements in this letter to shareholders are based on information available to Twitter as of the date hereof, and Twitter disclaims any obligation to update any forward-looking statements, except as required by law .

 

Non-GAAP Financial Measures

To supplement Twitter's financial information presented in accordance with generally accepted accounting principles in the United States of America, or GAAP, Twitter considers certain financial measures that are not prepared in accordance with GAAP, including adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin, non-GAAP diluted EPS, and adjusted free cash flow. Twitter defines adjusted EBITDA as net loss adjusted to exclude stock-based compensation expense, depreciation and amortization expense, interest and other expenses, net, provision (benefit) for income taxes, and restructuring charges; Twitter defines non-GAAP net income as net loss adjusted to exclude stock-based compensation expense, amortization of acquired intangible assets, non-cash interest expense related to convertible notes, non-cash expense related to acquisitions, the income tax effects related to acquisitions, and restructuring charges; and Twitter defines non-GAAP expenses as total costs and expenses adjusted to exclude stock-based compensation expense, amortization of acquired intangible assets, non-cash expense related to acquisitions, and restructuring charges. Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by revenue. Non-GAAP diluted EPS is calculated by dividing non-GAAP net income by non-GAAP share count. Non-GAAP share count is GAAP share count plus potential common stock instruments such as stock options, RSUs, shares to be purchased under employee stock purchase plan, unvested restricted stock, the conversion feature of convertible senior notes and warrants. Adjusted free cash flow is GAAP net cash provided by operating activities less capital expenditures (i.e., purchases of property and equipment including equipment purchases that were financed through capital leases, less proceeds received from disposition of property and equipment). Twitter is presenting these non-GAAP financial measures to assist investors in seeing Twitter's operating results through the eyes of management, and because it believes that these measures provide an additional tool for investors to use in comparing Twitter's core business operating results over multiple periods with other companies in its industry.

 

Twitter uses the non-GAAP financial measures of adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin and non-GAAP diluted EPS in evaluating its operating results and for financial and operational decision-making purposes. Twitter believes that adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin and non-GAAP diluted EPS help identify underlying trends in its business that could otherwise be masked by the effect of the expenses that we exclude in adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin, and non-GAAP diluted EPS. Twitter also believes that adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin, and non-GAAP diluted EPS provide useful information about its operating results, enhance the overall understanding of Twitter's past performance and future prospects, and allow for greater transparency with respect to key metrics used by Twitter's management in its financial and operational decision-making. Twitter uses these measures to establish budgets and operational goals for managing its business and evaluating its performance. In addition, Twitter believes that adjusted free cash flow provides useful information to management and investors about the amount of cash from operations and that it is typically a more conservative measure of cash flows. However, adjusted free cash flow does not necessarily represent funds available for discretionary use and is not necessarily a measure of our ability to fund our cash needs.

 

These non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. These non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly titled measures presented by other companies.


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C ontacts

Investors:  

Cherryl Valenzuela

ir@twitter.com

Press:

Kristin Binns

kbinns@twitter.com

 

 

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TWITTER, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

 

 

December 31,

 

 

December 31,

 

 

2016

 

 

2015

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

988,598

 

 

$

911,471

 

Short-term investments

 

2,785,981

 

 

 

2,583,877

 

Accounts receivable, net

 

650,650

 

 

 

638,694

 

Prepaid expenses and other current assets

 

226,967

 

 

 

247,750

 

Total current assets

 

4,652,196

 

 

 

4,381,792

 

Property and equipment, net

 

783,901

 

 

 

735,299

 

Intangible assets

 

95,334

 

 

 

141,015

 

Goodwill

 

1,185,315

 

 

 

1,122,728

 

Other assets

 

153,619

 

 

 

61,605

 

Total assets

$

6,870,365

 

 

$

6,442,439

 

Liabilities and stockholders’ equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

$

122,236

 

 

$

134,081

 

Accrued and other current liabilities

 

380,937

 

 

 

283,792

 

Capital leases, short-term

 

80,848

 

 

 

88,166

 

Total current liabilities

 

584,021

 

 

 

506,039

 

Convertible notes

 

1,538,967

 

 

 

1,455,095

 

Capital leases, long-term

 

66,837

 

 

 

59,695

 

Deferred and other long-term tax liabilities, net

 

7,556

 

 

 

2,978

 

Other long-term liabilities

 

68,049

 

 

 

50,585

 

Total liabilities

 

2,265,430

 

 

 

2,074,392

 

Stockholders’ equity:

 

 

 

 

 

 

 

Common stock

 

4

 

 

 

3

 

Additional paid-in capital

 

7,224,534

 

 

 

6,507,087

 

Accumulated other comprehensive loss

 

(69,253

)

 

 

(45,566

)

Accumulated deficit

 

(2,550,350

)

 

 

(2,093,477

)

Total stockholders’ equity

 

4,604,935

 

 

 

4,368,047

 

Total liabilities and stockholders’ equity

$

6,870,365

 

 

$

6,442,439

 

 

 

 

 

 

 

 

 

 

 

10


TWITTER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

 

Three Months Ended

 

 

Year Ended

 

 

December 31,

 

 

December 31,

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Revenue

$

717,206

 

 

$

710,473

 

 

$

2,529,619

 

 

$

2,218,032

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

305,710

 

 

 

217,963

 

 

 

932,240

 

 

 

729,256

 

Research and development

 

202,128

 

 

 

210,058

 

 

 

713,482

 

 

 

806,648

 

Sales and marketing

 

260,603

 

 

 

277,189

 

 

 

957,829

 

 

 

871,491

 

General and administrative

 

92,392

 

 

 

72,442

 

 

 

293,276

 

 

 

260,673

 

Total costs and expenses

 

860,833

 

 

 

777,652

 

 

 

2,896,827

 

 

 

2,668,068

 

Loss from operations

 

(143,627

)

 

 

(67,179

)

 

 

(367,208

)

 

 

(450,036

)

Interest expense

 

(25,281

)

 

 

(24,183

)

 

 

(99,968

)

 

 

(98,178

)

Other income (expense), net

 

6,662

 

 

 

4,531

 

 

 

26,342

 

 

 

14,909

 

Loss before income taxes

 

(162,246

)

 

 

(86,831

)

 

 

(440,834

)

 

 

(533,305

)

Provision (benefit) for income taxes

 

4,808

 

 

 

3,405

 

 

 

16,039

 

 

 

(12,274

)

Net loss

$

(167,054

)

 

$

(90,236

)

 

$

(456,873

)

 

$

(521,031

)

Net loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

$

(0.23

)

 

$

(0.13

)

 

$

(0.65

)

 

$

(0.79

)

Weighted-average shares used to

   compute net loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

713,618

 

 

 

681,424

 

 

 

702,135

 

 

 

662,424

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11


TWITTER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

Three Months Ended

 

 

Year Ended

 

 

December 31,

 

 

December 31,

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(167,054

)

 

$

(90,236

)

 

$

(456,873

)

 

$

(521,031

)

Adjustments to reconcile net loss to net cash provided by

   operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

119,390

 

 

 

87,446

 

 

 

402,172

 

 

 

312,823

 

Stock-based compensation expense

 

138,095

 

 

 

158,249

 

 

 

615,233

 

 

 

682,118

 

Amortization of discount on convertible notes

 

19,070

 

 

 

18,046

 

 

 

74,660

 

 

 

69,185

 

Changes in bad debt provision

 

1,705

 

 

 

5,405

 

 

 

3,958

 

 

 

5,765

 

Deferred income tax

 

(4,833

)

 

 

(3,905

)

 

 

(4,775

)

 

 

(28,125

)

Non-cash restructuring

 

25,934

 

 

 

(3,194

)

 

 

25,934

 

 

 

(3,194

)

Other adjustments

 

10,776

 

 

 

(3,889

)

 

 

20,150

 

 

 

1,438

 

Changes in assets and liabilities, net of assets acquired

   and liabilities assumed from acquisitions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

(74,160

)

 

 

(111,099

)

 

 

(22,969

)

 

 

(216,585

)

Prepaid expenses and other assets

 

4,770

 

 

 

(37,486

)

 

 

7,101

 

 

 

(50,170

)

Accounts payable

 

19,179

 

 

 

85,866

 

 

 

(7,112

)

 

 

76,355

 

Accrued and other liabilities

 

103,671

 

 

 

(5,965

)

 

 

105,576

 

 

 

54,487

 

Net cash provided by operating activities

 

196,543

 

 

 

99,238

 

 

 

763,055

 

 

 

383,066

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

(48,105

)

 

 

(80,464

)

 

 

(218,657

)

 

 

(347,280

)

Purchases of marketable securities

 

(630,884

)

 

 

(597,484

)

 

 

(2,908,611

)

 

 

(3,683,488

)

Proceeds from maturities of marketable securities

 

485,374

 

 

 

596,490

 

 

 

2,518,631

 

 

 

2,821,745

 

Proceeds from sales of marketable securities

 

9,137

 

 

 

23,596

 

 

 

183,154

 

 

 

383,413

 

Changes in restricted cash

 

1,846

 

 

 

(709

)

 

 

(4,760

)

 

 

(3,549

)

Purchases of investments in privately-held companies

 

 

 

 

 

 

 

(81,502

)

 

 

(10,500

)

Business combinations, net of cash acquired

 

(4,940

)

 

 

 

 

 

(85,082

)

 

 

(51,644

)

Other investing activities

 

 

 

 

(9,188

)

 

 

(1,181

)

 

 

(11,118

)

Net cash used in investing activities

 

(187,572

)

 

 

(67,759

)

 

 

(598,008

)

 

 

(902,421

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxes paid related to net share settlement of equity awards

 

(4,500

)

 

 

(2,223

)

 

 

(15,598

)

 

 

(11,101

)

Repayments of capital lease obligations

 

(26,661

)

 

 

(26,170

)

 

 

(100,558

)

 

 

(117,535

)

Proceeds from exercise of stock options

 

470

 

 

 

8,911

 

 

 

7,540

 

 

 

17,361

 

Proceeds from issuances of common stock under

   employee stock purchase plan

 

8,610

 

 

 

17,695

 

 

 

24,431

 

 

 

39,295

 

Other financing activities

 

(360

)

 

 

6,999

 

 

 

210

 

 

 

8,982

 

Net cash provided by (used in) financing activities

 

(22,441

)

 

 

5,212

 

 

 

(83,975

)

 

 

(62,998

)

Net increase (decrease) in cash and cash equivalents

 

(13,470

)

 

 

36,691

 

 

 

81,072

 

 

 

(582,353

)

Foreign exchange effect on cash and cash equivalents

 

(9,889

)

 

 

(1,652

)

 

 

(3,945

)

 

 

(16,900

)

Cash and cash equivalents at beginning of period

 

1,011,957

 

 

 

876,432

 

 

 

911,471

 

 

 

1,510,724

 

Cash and cash equivalents at end of period

$

988,598

 

 

$

911,471

 

 

$

988,598

 

 

$

911,471

 

Supplemental disclosures of non-cash investing and financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock issued in connection with acquisitions

$

697

 

 

$

 

 

$

1,341

 

 

$

516,538

 

Equipment purchases under capital leases

$

37,259

 

 

$

6,979

 

 

$

100,281

 

 

$

31,215

 

Changes in accrued property and equipment purchases

$

(2,041

)

 

$

8,282

 

 

$

5,738

 

 

$

3,902

 

 

12


TWITTER, INC.

 

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

 

(In thousands, except per share data)

 

(Unaudited)

 

 

Three Months Ended

 

 

Year Ended

 

 

December 31,

 

 

December 31,

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Non-GAAP net income and net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(167,054

)

 

$

(90,236

)

 

$

(456,873

)

 

$

(521,031

)

Stock-based compensation expense

 

138,095

 

 

 

158,249

 

 

 

615,233

 

 

 

682,118

 

Amortization of acquired intangible assets

 

27,220

 

 

 

15,418

 

 

 

69,338

 

 

 

54,659

 

Non-cash interest expense related to convertible notes

 

19,070

 

 

 

18,046

 

 

 

74,660

 

 

 

69,185

 

Non-cash expense related to acquisitions

 

 

 

 

 

 

 

 

 

 

926

 

Income tax effects related to acquisitions

 

24

 

 

 

240

 

 

 

2,342

 

 

 

(22,130

)

Restructuring charges

 

101,249

 

 

 

12,902

 

 

 

101,296

 

 

 

12,902

 

Non-GAAP net income

$

118,604

 

 

$

114,619

 

 

$

405,996

 

 

$

276,629

 

GAAP diluted shares

 

713,618

 

 

 

681,424

 

 

 

702,135

 

 

 

662,424

 

Dilutive equity awards (1)

 

14,357

 

 

 

21,496

 

 

 

13,009

 

 

 

34,561

 

Non-GAAP diluted shares

 

727,975

 

 

 

702,920

 

 

 

715,144

 

 

 

696,985

 

Non-GAAP diluted net income per share

$

0.16

 

 

$

0.16

 

 

$

0.57

 

 

$

0.40

 

Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(167,054

)

 

$

(90,236

)

 

$

(456,873

)

 

$

(521,031

)

Stock-based compensation expense

 

138,095

 

 

 

158,249

 

 

 

615,233

 

 

 

682,118

 

Depreciation and amortization expense

 

119,390

 

 

 

87,446

 

 

 

402,172

 

 

 

312,823

 

Interest and other expense, net

 

18,619

 

 

 

19,652

 

 

 

73,626

 

 

 

83,269

 

Provision (benefit) for income taxes

 

4,808

 

 

 

3,405

 

 

 

16,039

 

 

 

(12,274

)

Restructuring charges

 

101,249

 

 

 

12,902

 

 

 

101,296

 

 

 

12,902

 

Adjusted EBITDA

$

215,107

 

 

$

191,418

 

 

$

751,493

 

 

$

557,807

 

Stock-based compensation expense by function:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

$

6,511

 

 

$

8,360

 

 

$

29,502

 

 

$

40,705

 

Research and development

 

81,840

 

 

 

94,707

 

 

 

335,498

 

 

 

401,537

 

Sales and marketing

 

27,751

 

 

 

36,750

 

 

 

160,935

 

 

 

156,904

 

General and administrative

 

21,993

 

 

 

18,432

 

 

 

89,298

 

 

 

82,972

 

Total stock-based compensation expense

$

138,095

 

 

$

158,249

 

 

$

615,233

 

 

$

682,118

 

Amortization of acquired intangible assets by function:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

$

8,027

 

 

$

10,405

 

 

$

36,180

 

 

$

38,509

 

Research and development

 

53

 

 

 

64

 

 

 

246

 

 

 

256

 

Sales and marketing

 

19,140

 

 

 

4,949

 

 

 

32,432

 

 

 

15,894

 

General and administrative

 

 

 

 

 

 

 

480

 

 

 

 

Total amortization of acquired intangible assets

$

27,220

 

 

$

15,418

 

 

$

69,338

 

 

$

54,659

 

Restructuring charges by function:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

$

49,018

 

 

$

1,087

 

 

$

49,019

 

 

$

1,087

 

Research and development

 

15,929

 

 

 

8,746

 

 

 

15,939

 

 

 

8,746

 

Sales and marketing

 

30,350

 

 

 

2,741

 

 

 

30,382

 

 

 

2,741

 

General and administrative

 

5,952

 

 

 

328

 

 

 

5,956

 

 

 

328

 

Total restructuring charges

$

101,249

 

 

$

12,902

 

 

$

101,296

 

 

$

12,902

 

Non-GAAP costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total costs and expenses

$

860,833

 

 

$

777,652

 

 

$

2,896,827

 

 

$

2,668,068

 

Less: stock-based compensation expense

 

(138,095

)

 

 

(158,249

)

 

 

(615,233

)

 

 

(682,118

)

Less: amortization of acquired intangible assets

 

(27,220

)

 

 

(15,418

)

 

 

(69,338

)

 

 

(54,659

)

Less: non-cash expense related to acquisitions

 

 

 

 

 

 

 

 

 

 

(926

)

Less: restructuring charges

 

(101,249

)

 

 

(12,902

)

 

 

(101,296

)

 

 

(12,902

)

Non-GAAP total costs and expenses

$

594,269

 

 

$

591,083

 

 

$

2,110,960

 

 

$

1,917,463

 

Adjusted free cash flow:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

$

196,543

 

 

$

99,238

 

 

$

763,055

 

 

$

383,066

 

Less: purchases of property and equipment

 

(48,105

)

 

 

(80,464

)

 

 

(218,657

)

 

 

(347,280

)

Less: equipment purchases under capital leases

 

(37,259

)

 

 

(6,979

)

 

 

(100,281

)

 

 

(31,215

)

Adjusted free cash flow

$

111,179

 

 

$

11,795

 

 

$

444,117

 

 

$

4,571

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Gives effect to potential common stock instruments such as stock options, RSUs, shares to be issued under ESPP,

      unvested restricted stock and warrant. There is no dilutive effect of the notes nor the related hedge and warrant transactions.

 

 

13

Exhibit 99.2

 

February 9, 2017

 

Twitter Announces Fourth Quarter and Fiscal Year 2016 Results

Reports Accelerating Year-over-Year Growth for Daily Active Usage for Third Consecutive Quarter and Continued, Strong Double-Digit Audience Engagement Growth on a Year-over-Year Basis for Tweet Impressions and Time Spent on Twitter

 

SAN FRANCISCO, California - Twitter, Inc. (NYSE: TWTR) today announced financial results for its fourth quarter and fiscal year 2016.

 

“2016 was a transformative year as we reset and focused on why people use Twitter: it’s the fastest way to see what’s happening and what everyone’s talking about,” said Jack Dorsey, Twitter’s CEO. “We overcame the toughest challenge for any consumer service at scale by reversing declining audience trends and re-accelerating usage. As a result, in the fourth quarter, daily active usage accelerated for the third consecutive quarter, and we see this strong growth continuing. While revenue growth continues to lag audience growth, we are applying the same focused approach that drove audience growth to our revenue product portfolio, focusing on our strengths and the real-time nature of our service. This will take time, but we're moving fast to show results.”

 

Fourth Quarter 2016 Operational and Financial Highlights

The company posted fourth quarter revenue of $717 million, an increase of 1% year-over-year. Quarterly GAAP net loss was $167 million, or ($0.23) per diluted share, with quarterly non-GAAP net income of $119 million, or $0.16 per diluted share. Average monthly active users were 319 million for the quarter, up 4% year-over-year and compared to 317 million in the previous quarter. Average daily active usage grew 11% year-over-year, an acceleration from 7% in the third quarter, 5% in the second quarter and 3% in the first quarter of 2016. Tweet impressions and time spent on Twitter also remained strong with each increasing by double digits in the fourth quarter on a year-over-year basis.

 

Advertising revenue totaled $638 million, down slightly year-over-year. Mobile advertising revenue was 89% of total advertising revenue. Data licensing and other revenue totaled $79 million, an increase of 14% year-over-year. U.S. revenue totaled $440 million, a decrease of 5% year-over-year. International revenue totaled $277 million, an increase of 12% year-over-year. Total advertising engagements were up 151% year-over-year.

 

Fiscal Year 2016 Financial Highlights

Total revenue for 2016 reached $2.5 billion, an increase of 14% year-over-year. Full year GAAP net loss was $457 million, or ($0.65) per diluted share, with full year non-GAAP net income of $406 million, or $0.57 per diluted share. Adjusted EBITDA for the full year improved by nearly $200 million, reaching $751 million with a 30% margin and exceeding the forecasted range of $700 to $715 million and the company’s initial forecasted range of 25-27% for adjusted EBITDA margin. Adjusted EBITDA margin improved to 30% of revenue, compared to 25% for the previous year. Adjusted free cash flow generated for the year totaled $444 million, compared to less than $5 million in 2015. Twitter had $3.8 billion in cash, cash equivalents and marketable securities at the end of 2016.

 

Annual stock-based compensation expense for the year, on an absolute basis, decreased 10% year-over-year and declined over 600 basis points year-over-year as a percent of revenue, reaching 24% in 2016, down from 31% in 2015 and 45% in 2014.

 


1


Twitter gives advertisers the ability to reach the most engaged audiences in the right context at the right time, and we’re focusing our investments on revenue products that strengthen our unique value proposition, especially in live and video,” said Anthony Noto, Twitter’s COO. “We’re hearing positive feedback from our ad partners about our continued acceleration in audience growth and engagement. That said, revenue growth will continue to lag audience growth due to the sales cycle, and could be further impacted by the escalating competition for digital advertising spending and our efforts to re-evaluate our revenue product feature portfolio. We will continue to increase the value we provide advertisers by simplifying and differentiating the portfolio and improving the engagement and measurement of our products. We are confident that this path will return us to long-term revenue growth .”

 

Outlook

Twitter today provided guidance for the first quarter and full year 2017.

 

At the end of each year, Twitter revisits its approach to guidance and evaluates the practice of companies across its industry as well as what’s appropriate for Twitter. As detailed below, Twitter is not providing specific revenue guidance for the first quarter, but is providing adjusted EBITDA, adjusted EBITDA margin guidance and stock-based compensation expense guidance. As previously stated, the company expects advertising revenue growth to continue to lag that of audience growth in 2017. Advertising revenue growth may be further impacted by escalating competition for digital ad spending and Twitter’s re-evaluation of its revenue product feature portfolio, which could result in the de-emphasis of certain product features.

 

For the first quarter, Twitter expects:

Adjusted EBITDA to be between $75 million and $95 million;

Adjusted EBITDA margin to be between 17% and 17.5%; and

Stock-based compensation expense to be between $125 and $135 million.

 

Additionally, for full year 2017, Twitter expects:

Total non-GAAP expenses to be flat to down 5%, compared to full year 2016;

Stock-based compensation expense to be down 15% to 20%; and

Capital expenditures to be between $300 and $400 million.

 

Note that the company’s outlook for the first quarter and full year 2017 reflects foreign exchange rates as of January 20, 2017.

 

Twitter’s complete fourth quarter and fiscal year 2016 financial results can be found by accessing the company’s Shareholder Letter at: https://investor.twitterinc.com/releases.cfm

 

 

Webcast and Conference Call Details

Twitter will host a conference call today, Thursday, February 9, 2017 at 5:00 a.m. Pacific Time (8:00 a.m. Eastern Time) to discuss financial results. The company will be following the conversation about the earnings announcement on Twitter. To have your questions considered during the Q&A, Tweet your questions to @TwitterIR using #TWTR. To listen to a live audio webcast, please visit the company's Investor Relations page at investor.twitterinc.com. Twitter has used, and intends to continue to use, its Investor Relations website and the Twitter accounts of @jack, @twitter and @TwitterIR as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

 

 


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About Twitter, Inc.

Twitter, Inc. (NYSE: TWTR) is the best and fastest place to see what’s happening and what people are talking about all around the world.  From breaking news and entertainment to sports and politics, from big events to everyday interests. If it’s happening anywhere, it’s happening first on Twitter. Twitter is where the full story unfolds with all the live commentary and where live events come to life unlike anywhere else. Twitter is available in more than 40 languages around the world. The service can be accessed at Twitter.com, on a variety of mobile devices and via SMS. For more information, visit about.twitter.com or follow @twitter.

 

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally relate to future events or Twitter's future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates,” “going to,” "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern Twitter's expectations, strategy, priorities, plans or intentions. Forward-looking statements in this release include, but are not limited to, statements regarding Twitter’s future financial and operating performance, including its outlook and guidance, Twitter's strategies, priorities, product and business plans, including the development of, investment in and demand for content, its products, product features and services, including video and its revenue product portfolio, the behavior of Twitter’s users and advertisers, Twitter’s expectations regarding the growth of its revenue, profitability, audience, engagement and monetization, and ad engagements and the impact of re-evaluating Twitter’s revenue product portfolio. Twitter's expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks include the possibility that: Twitter's user base and engagement do not grow or decline; Twitter’s strategies, priorities or plans take longer to execute than anticipated; Twitter's new products and product features do not meet expectations; advertisers reduce or discontinue their spending on Twitter; data partners reduce or discontinue their purchases of data licenses from Twitter; and Twitter experiences expenses that exceed its expectations. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in Twitter's Annual Report on Form 10-K for the fiscal year ended December 31, 2015 and Quarterly Report on Form 10-Q for the quarter ended September 30, 2016 filed with the Securities and Exchange Commission. Additional information will also be set forth in Twitter's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The forward-looking statements in this release are based on information available to Twitter as of the date hereof, and Twitter disclaims any obligation to update any forward-looking statements, except as required by law.

 

A Note About Metrics

Twitter defines monthly active users (MAUs) as Twitter users who logged in or were otherwise authenticated and accessed Twitter through our website, mobile website, desktop or mobile applications, SMS or registered third-party applications or websites in the 30-day period ending on the date of measurement. Average MAUs for a period represent the average of the MAUs at the end of each month during the period. Twitter defines daily active usage or users (DAU) as Twitter users who logged in or were otherwise authenticated and accessed Twitter through our website, mobile website or mobile applications on any given day. Average DAUs for a period represent the average of the DAUs at the end of such period. Prior to Q3 2016, Twitter has discussed DAUs and the ratio of MAUs to DAUs. In those instances, for comparability and consistency with MAUs, DAUs also included users who accessed Twitter through our desktop applications and third-party properties.

 

Non-GAAP Financial Measures

To supplement Twitter's financial information presented in accordance with generally accepted accounting principles in the United States of America, or GAAP, Twitter considers certain financial measures that are not prepared in accordance with GAAP, including adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin, non-GAAP diluted EPS and adjusted free cash flow. Twitter defines adjusted EBITDA as net loss adjusted to exclude stock-based compensation expense, depreciation and amortization expense, interest and other expenses, net, provision (benefit) for income taxes, and restructuring charges; Twitter defines non-GAAP net income as net loss adjusted to exclude stock-based compensation expense, amortization of acquired intangible assets, non-cash interest expense related to convertible notes, non-cash expense related to acquisitions, the income tax effects related to acquisitions, and restructuring charges; and Twitter defines non-GAAP expenses as total costs

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and expenses adjusted to exclude stock-based compensation expense, amortization of acquired intangible assets, non-cash expense related to acquisitions, and restructuring charges. Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by revenue. Non-GAAP diluted EPS is calculated by dividing non-GAAP net income by non-GAAP share count. Non-GAAP share count is GAAP share count plus potential common stock instruments such as stock options, RSUs, shares to be purchased under employee stock purchase plan, unvested restricted stock, the conversion feature of convertible senior notes and warrants. Adjusted free cash flow is GAAP net cash provided by operating activities less capital expenditures (i.e., purchases of property and equipment including equipment purchases that were financed through capital leases, less proceeds received from disposition of property and equipment). Twitter is presenting these non-GAAP financial measures to assist investors in seeing Twitter's operating results through the eyes of management, and because it believes that these measures provide an additional tool for investors to use in comparing Twitter's core business operating results over multiple periods with other companies in its industry .

 

Twitter uses the non-GAAP financial measures of adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin and non-GAAP diluted EPS in evaluating its operating results and for financial and operational decision-making purposes. Twitter believes that adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin and non-GAAP diluted EPS help identify underlying trends in its business that could otherwise be masked by the effect of the expenses that it excludes in adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin and non-GAAP diluted EPS. Twitter also believes that adjusted EBITDA, non-GAAP net income, non-GAAP expenses, adjusted EBITDA margin and non-GAAP diluted EPS provide useful information about its operating results, enhance the overall understanding of Twitter's past performance and future prospects and allow for greater transparency with respect to key metrics used by Twitter's management in its financial and operational decision-making. Twitter uses these measures to establish budgets and operational goals for managing its business and evaluating its performance. In addition, Twitter believes that adjusted free cash flow provides useful information to management and investors about the amount of cash from operations and that it is typically a more conservative measure of cash flows. However, adjusted free cash flow does not necessarily represent funds available for discretionary use and is not necessarily a measure of its ability to fund its cash needs.

 

These non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. These non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly-titled measures presented by other companies.

 

Contacts

 

Investors:   
Cherryl Valenzuela

ir@twitter.com

 

Press:

Kristin Binns

kbinns@twitter.com

 

 

 

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TWITTER, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(In thousands, except per share data)

(Unaudited)

 

Three Months Ended

 

 

Year Ended

 

 

December 31,

 

 

December 31,

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Net loss and net loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss