| Business Realignment Substantially Completed Resulting in $220 Million Annual Cost Savings Q4 GAAP Results Include $44.7 Million of Business Realignment Charges Company to Expand Leadership in Fighting Category with Launch of UFC 2009 Undisputed on May 19
AGOURA HILLS, Calif.--(BUSINESS WIRE)--May. 6, 2009--
THQ Inc. (NASDAQ: THQI) today announced financial results for the fourth
quarter and fiscal year ended March 31, 2009.
Full Year Results
For the twelve months ended March 31, 2009, THQ reported net sales of
$830.0 million, compared with net sales of $1,030.5 million a year ago.
On a non-GAAP basis, the company reported fiscal 2009 net sales of
$812.6 million, compared with $1,061.0 million in the prior year.
For the fiscal year ended March 31, 2009, the company reported a net
loss of $431.1 million, or $6.45 per share. In the prior year, the
company reported a net loss of $35.3 million, or $0.53 per share. On a
non-GAAP basis, the company reported a fiscal 2009 net loss of $101.8
million, or $1.52 per share. In the prior year, the company reported a
non-GAAP net loss of $13.6 million, or $0.20 per share. A reconciliation
of non-GAAP to GAAP results is provided in the accompanying financial
tables.
“In light of a challenging fiscal 2009, we have substantially completed
a significant realignment of our business to position THQ for
profitability and positive cash flow in fiscal 2010,” said Brian
Farrell, THQ president and CEO. “We have taken decisive actions to
achieve our cost saving objectives, eliminating $220 million in cash
expenditures while at the same time implementing a focused product
strategy. We are investing in the brands and products with the highest
potential to drive THQ’s long-term profitable growth.”
Fourth Quarter Results
For the fourth quarter of fiscal 2009, THQ reported net sales of $170.3
million, compared with $187.0 million for the same period a year ago. On
a non-GAAP basis, the company reported net sales of $154.3 million,
compared with $217.6 million for the same period a year ago. Sales were
driven primarily by new releases WWE® Legends of Wrestlemania® and
Warhammer® 40,000™ Dawn of War® II.
For the fourth quarter of fiscal 2009, the company reported a net loss
of $96.9 million, or $1.44 per share. For the same period a year ago,
THQ reported a net loss of $34.5 million, or $0.52 per share. On a
non-GAAP basis, the company reported a fiscal 2009 fourth quarter net
loss of $36.4 million, or $0.54 per share. For the same period a year
ago, the company reported a non-GAAP net loss of $24.8 million, or $0.37
per share. A reconciliation of non-GAAP to GAAP results is provided in
the accompanying financial tables.
Strategic Plan
In November 2008, the company announced a more focused product strategy
and an updated strategic plan. The company’s product strategy focuses on
1) developing a select number of high quality owned intellectual
properties targeted at the core gamer, such as Saints Row® 2 and
the upcoming Red Faction®: Guerrilla™ and Darksiders™; 2)
extending THQ’s leadership in the fighting category with such brands as
WWE and Ultimate Fighting Championship; 3) reinvigorating the product
portfolio and improving profitability in the company’s kids business; 4)
building strong mass appeal/family game franchises like de Blob®, Drawn
to Life® and Big Beach Sports™; and 5) extending successful
brands into emerging online markets with games such as Company of
Heroes® Online and the company’s Warhammer® 40,000™ MMORPG.
The company also announced plans to align its organization and cost
structure to support this strategy.
Business Realignment
During the fiscal fourth quarter, the company recorded approximately
$44.7 million in non-GAAP business realignment expenses, which included
cash costs of approximately $4.5 million, including severance and other
employee-related costs, and lease and other contract termination costs;
and $40.2 million in non-cash impairment charges related to the
cancellation of titles and long-lived assets associated with studio
closures. The company expects to report additional charges of up to $10
million in fiscal 2010 as certain projects are completed and facilities
are vacated. The charges will be excluded from the company’s non-GAAP
results.
The company has substantially completed actions necessary to achieve its
business realignment plan to reduce planned fiscal 2010 spending by $220
million, which included headcount reductions of approximately 600
people, or 24% of its workforce.
The company continues to maintain a strong studio system with eight
internal development studios and more than 1,200 people in its product
development organization.
Fiscal 2009 Product Highlights
-
Building on its successful Saints Row franchise, THQ has shipped more
than 2.8 million units of Saints Row 2
-
THQ achieved its goal of improving product quality, as evidenced by
the 80+ Metacritic scores for all of its key original games released
in fiscal 2009
-
Warhammer 40,000: Dawn of War II debuted as the best selling PC
game across major video game markets worldwide, including the US, UK,
France, Germany, Spain and Australia (According to the NPD Group,
Inc., ELSPA/GfK Chart-Track and GfK.)
-
THQ launched a successful brand extension with WWE Legends of
Wrestlemania
-
THQ established new casual franchises de Blob and Big Beach Sports
“We delivered on our product quality promise with Saints Row 2, WWE
SmackDown vs. Raw 2009, de Blob, Warhammer 40,000 Dawn of War II and
other fiscal 2009 titles,” said Farrell. “Our upcoming product pipeline
continues to emphasize our commitment to delivering high quality
entertainment for gamers. We look forward to the upcoming launch of our
first games based on the popular Ultimate Fighting Championship, and the
exciting new version of our Red Faction franchise.”
Business Outlook
The company’s fiscal 2010 operating plan targets profitability and
positive cash flow generation on net sales approximating those achieved
in fiscal 2009. The company expects its quarterly cash balance to
reflect typical seasonal patterns, with the fiscal 2010 year-end balance
at least $50 million higher than at the end of fiscal 2009.
Pursuant to THQ’s product strategy, key new releases scheduled for
fiscal 2010 include:
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Core Gamer Owned Intellectual Properties
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Platforms
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Darksiders™
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Xbox 360®, PLAYSTATION®3
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Red Faction® Guerrilla™
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Xbox 360, PLAYSTATION3, Windows PC
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Fighting
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UFC® 2009 Undisputed™
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Xbox 360, PLAYSTATION3
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WWE® SmackDown® vs. Raw® 2010
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Xbox 360, PLAYSTATION3, Wii™, Nintendo DS™, PlayStation®2, PSP®
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Mass Appeal/Family
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MX vs. ATV™
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Xbox 360, PLAYSTATION3, Nintendo DS, PSP
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All Star Cheer Squad™ 2
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Wii
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Three Titles to be Announced
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TBA
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Kids
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Disney●Pixar’s Up
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Xbox 360, PLAYSTATION3, Wii, Nintendo DS, PlayStation2, PSP,
Windows PC
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Disney●Pixar’s Cars Race-O-Rama
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Xbox 360, PLAYSTATION3, Wii, Nintendo DS, PlayStation2, PSP
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Marvel® Super Hero Squad™
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Wii, Nintendo DS, PlayStation2, PSP
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SpongeBob Truth or Square
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Xbox 360, Wii, Nintendo DS, PSP
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Online
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Company of Heroes® Online
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Windows PC
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Dragonica™
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Windows PC
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Beginning in fiscal 2010, for non-GAAP purposes, the company has
determined to adopt a fixed, five-year projected tax rate for the
purposes of evaluating its operating performance, as well as to
forecast, plan and analyze future periods. Based on its current
five-year projections, the company plans to apply a 15 percent tax rate
to its fiscal 2010 non-GAAP operating results.
Previously today, THQ announced it had secured a commitment for a $35
million senior secured credit facility with Bank of America, N.A.
Non-GAAP Financial Measures
In addition to results determined in accordance with GAAP, the company
discloses certain non-GAAP financial measures that exclude the following:
-
stock-based compensation expense,
-
the impact of deferred revenue and related costs,
-
business realignment expense,
-
goodwill impairment charges,
-
other-than-temporary impairment on investments and mark-to-market on
Auction Rate Securities,
-
non-cash valuation allowance for deferred tax assets and
-
related income tax effects for each of these items.
THQ may consider whether other significant non-recurring items that
arise in the future should also be excluded in calculating the non-GAAP
financial measures its uses.
The company excludes these expenses from its non-GAAP financial measures
primarily because its management does not believe they are reflective of
the company’s core business, ongoing operating results or future
outlook. THQ’s management believes that the use of non-GAAP financial
measures provides meaningful supplemental information regarding its
financial condition and results of operations, and helps investors
compare actual results to its long-term operating goals as well to its
performance in prior periods. The non-GAAP financial measures included
in the earnings release have been reconciled to the comparable GAAP
results and should be considered in addition to results prepared in
accordance with GAAP, but should not be considered a substitute for, or
superior to, GAAP results.
In addition to the reasons stated above, which are generally applicable
to each of the items THQ excludes from its non-GAAP financial measures,
the company’s management uses certain of the non-GAAP financial measures
for the following reasons:
Stock-Based Compensation. THQ does not consider stock-based
compensation charges when evaluating the performance of its business or
formulating its operating plans. Stock-based compensation charges are
subject to significant fluctuation outside the control of management due
to the variables used to estimate the fair value of a share-based
payment, such as THQ’s stock price, interest rates and the volatility of
the company’s stock price. Further, when considering the impact of
equity award grants, THQ places a greater emphasis on the use of such
grants as retention tools for long-term stockholder value creation, as
well as overall shareholder dilution, rather than the accounting charges
associated with such grants.
Deferred Revenue/Costs. Beginning in fiscal 2008, the company
began recognizing the revenue and related costs from the sale of certain
titles with significant online functionality over the estimated online
service period. Although the company defers the recognition of its net
revenue and costs with respect to these titles, there is no adverse
impact to its operating cash flow. Internally, THQ’s management excludes
the impact of deferred net revenue and costs related to packaged games
when evaluating the company’s operating performance, when planning,
forecasting and analyzing future periods, and when assessing the
performance of its management team. The company believes that excluding
the impact of deferred net revenue and costs is important to facilitate
comparisons to prior periods when the company did not delay the
recognition of such amounts.
Business Realignment Expense. Although THQ has incurred business
realignment expenses in the past, each charge has been a discrete,
extraordinary event based on a unique set of business objectives. The
company does not engage in business realignments on a regular basis or
in the ordinary course of business. As such, the company believes it is
appropriate to exclude these expenses from its non-GAAP financial
measures.
In the financial tables below, THQ has provided a reconciliation of the
most comparable GAAP financial measure to each of the non-GAAP financial
measures used in this press release.
Investor Conference Call
THQ will host a conference call to discuss fiscal 2009 results today at
2:00 p.m. Pacific/5:00 p.m. Eastern. Please dial 877.356.8075 domestic
or 706.902.0203 international, conference ID 95923146 to listen to the
call or visit the THQ Inc. Investor Relations Home page at http://investor.thq.com.
The online archive of the broadcast will be available approximately two
hours after the live call ends. In addition, a telephonic replay of the
conference call will be provided approximately two hours after the live
call ends through May 8, 2009, by dialing 800.642.1687 or 706.645.9291,
conference ID 95923146.
About THQ
THQ Inc. (NASDAQ: THQI) is a leading worldwide developer and publisher
of interactive entertainment software. Headquartered in Los Angeles
County, California, THQ sells product through its global network of
offices located throughout North America, Europe and Asia Pacific. More
information about THQ and its products may be found at www.thq.com
and www.thqwireless.com.
THQ, Big Beach Sports, Company of Heroes, Darksiders, de Blob, Drawn to
Life, MX vs. ATV, Red Faction: Guerrilla, Saints Row 2 and their
respective logos are trademarks and/or registered trademarks of THQ Inc.
Microsoft, Xbox, Xbox 360, Xbox Live, the Xbox logos, and the Xbox Live
logo are either registered trademarks or trademarks of Microsoft
Corporation in the U.S. and/or other countries.
“PlayStation”, "PLAYSTATION" and “PS” Family logo are registered
trademarks of Sony Computer Entertainment Inc.
Wii is a trademark of Nintendo.
All other trademarks are trademarks or registered trademarks of their
respective owners.
This press release contains statements that are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Such statements include, but are not limited to, the
company’s expectations for the fiscal year ending March 31, 2010,
including statements regarding cash position, profitability and net
sales, and statements about the expected impact of the business
realignment initiatives on our future operations and financial
condition, charges that we expect to incur in connection with our
realignment, and for the company’s product releases in future periods.
These forward-looking statements are based on current expectations,
estimates and projections about the business of THQ Inc. and its
subsidiaries (collectively referred to as “THQ”) and are based upon
management’s beliefs and certain assumptions made by management. Such
forward-looking statements are subject to risks and uncertainties that
could cause actual results to differ materially from those expressed or
implied by such forward-looking statements, including, but not limited
to, economic, competitive and technological factors affecting the
operations, markets, products, services and pricing of THQ, and our
ability to successfully implement our cost reduction plans. Unless
otherwise required by law, THQ disclaims any obligation to update its
view on any such risks or uncertainties or to revise or publicly release
the results of any revision to these forward-looking statements. Readers
should carefully review the risk factors and the information that could
materially affect THQ’s financial results, described in other documents
that THQ files from time to time with the Securities and Exchange
Commission, including its Quarterly Reports on Form 10-Q and its Annual
Report on Form 10-K for the fiscal period ended March 31, 2008, and
particularly the discussion of risk factors that may affect results of
operations set forth therein. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as
of the date of this press release.
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THQ Inc. and Subsidiaries
Unaudited Consolidated Statements of Operations
(In thousands, except per share data)
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Three Months Ended
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Twelve Months Ended
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March 31,
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March 31,
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2009
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2008
|
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|
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2009
|
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|
2008
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
|
$
|
170,259
|
|
|
$
|
187,024
|
|
|
|
$
|
829,963
|
|
|
$
|
1,030,467
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
Costs and expenses:
|
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|
|
|
|
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|
|
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|
|
|
|
|
|
Cost of sales – product costs
|
|
|
|
69,068
|
|
|
82,365
|
|
|
|
338,882
|
|
|
389,097
|
|
|
Cost of sales – software amortization and royalties
|
|
|
|
98,589
|
|
|
54,621
|
|
|
|
296,688
|
|
|
231,800
|
|
|
Cost of sales – license amortization and royalties
|
|
|
|
14,295
|
|
|
13,274
|
|
|
|
83,066
|
|
|
99,524
|
|
|
Cost of sales – venture partner expense
|
|
|
|
3,960
|
|
|
2,815
|
|
|
|
19,707
|
|
|
24,056
|
|
|
Product development
|
|
|
|
25,186
|
|
|
34,365
|
|
|
|
109,201
|
|
|
128,869
|
|
|
Selling and marketing
|
|
|
|
20,457
|
|
|
39,793
|
|
|
|
162,183
|
|
|
175,288
|
|
|
General and administrative
|
|
|
|
17,671
|
|
|
17,632
|
|
|
|
76,884
|
|
|
69,901
|
|
|
Goodwill impairment
|
|
|
|
668
|
|
|
—
|
|
|
|
118,799
|
|
|
—
|
|
|
Restructuring
|
|
|
|
7,514
|
|
|
—
|
|
|
|
12,266
|
|
|
—
|
|
|
Total costs and expenses
|
|
|
|
257,408
|
|
|
244,865
|
|
|
|
1,217,676
|
|
|
1,118,535
|
|
|
Loss from continuing operations before interest and other income /
(expense), net, income taxes and minority interest
|
|
|
|
(87,149
|
)
|
|
(57,841
|
)
|
|
|
(387,713
|
)
|
|
(88,068
|
)
|
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Interest and other income / (expense), net
|
|
|
|
(1,519
|
)
|
|
2,096
|
|
|
|
483
|
|
|
15,433
|
|
|
Loss from continuing operations before income taxes and minority
interest
|
|
|
|
(88,668
|
)
|
|
(55,745
|
)
|
|
|
(387,230
|
)
|
|
(72,635
|
)
|
|
Income taxes
|
|
|
|
8,366
|
|
|
(21,214
|
)
|
|
|
46,226
|
|
|
(35,785
|
)
|
|
Loss from continuing operations before minority interest
|
|
|
|
(97,034
|
)
|
|
(34,531
|
)
|
|
|
(433,456
|
)
|
|
(36,850
|
)
|
|
Minority Interest
|
|
|
|
160
|
|
|
—
|
|
|
|
302
|
|
|
—
|
|
|
Loss from continuing operations
|
|
|
|
(96,874
|
)
|
|
(34,531
|
)
|
|
|
(433,154
|
)
|
|
(36,850
|
)
|
|
Gain on sale of discontinued operations, net of tax
|
|
|
|
─
|
|
|
—
|
|
|
|
2,042
|
|
|
1,513
|
|
|
Net loss
|
|
|
|
$
|
(96,874
|
)
|
|
$
|
(34,531
|
)
|
|
|
$
|
(431,112
|
)
|
|
$
|
(35,337
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss per share – basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
|
|
$
|
(1.44
|
)
|
|
$
|
(0.52
|
)
|
|
|
$
|
(6.48
|
)
|
|
$
|
(0.55
|
)
|
|
Discontinued operations
|
|
|
|
|
─
|
|
|
|
—
|
|
|
|
|
0.03
|
|
|
|
0.02
|
|
|
Loss per share – basic
|
|
|
|
$
|
(1.44
|
)
|
|
$
|
(0.52
|
)
|
|
|
$
|
(6.45
|
)
|
|
$
|
(0.53
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss per share – diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
|
|
$
|
(1.44
|
)
|
|
$
|
(0.52
|
)
|
|
|
$
|
(6.48
|
)
|
|
$
|
(0.55
|
)
|
|
Discontinued operations
|
|
|
|
|
─
|
|
|
|
—
|
|
|
|
|
0.03
|
|
|
|
0.02
|
|
|
Loss per share – diluted
|
|
|
|
$
|
(1.44
|
)
|
|
$
|
(0.52
|
)
|
|
|
$
|
(6.45
|
)
|
|
$
|
(0.53
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in per share calculation – basic
|
|
|
|
67,143
|
|
|
66,392
|
|
|
|
66,861
|
|
|
66,475
|
|
|
Shares used in per share calculation – diluted
|
|
|
|
67,143
|
|
|
66,392
|
|
|
|
66,861
|
|
|
66,475
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THQ Inc. and Subsidiaries
Reconciliation of GAAP Net Loss to Non-GAAP Net Loss (a)
(In thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
Twelve Months Ended March 31,
|
|
|
|
|
2009
|
|
|
|
2008
|
|
|
|
2009
|
|
|
|
2008
|
|
|
Net sales
|
|
$
|
170,259
|
|
|
$
|
187,024
|
|
|
$
|
829,963
|
|
|
$
|
1,030,467
|
|
|
Changes in deferred net revenue (b)
|
|
|
(15,939
|
)
|
|
|
30,547
|
|
|
|
(17,348
|
)
|
|
|
30,547
|
|
|
Non-GAAP net sales
|
|
$
|
154,320
|
|
|
$
|
217,571
|
|
|
$
|
812,615
|
|
|
$
|
1,061,014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
Twelve Months Ended March 31,
|
|
|
|
|
2009
|
|
|
|
2008
|
|
|
|
2009
|
|
|
|
2008
|
|
|
Loss from continuing operations before interest and other income /
(expense), net, income taxes and minority interest (“operating loss”)
|
|
$
|
(87,149
|
)
|
|
$
|
(57,841
|
)
|
|
$
|
(387,713
|
)
|
|
$
|
(88,068
|
)
|
|
Non-GAAP adjustments affecting operating loss:
|
|
|
|
|
|
|
|
|
|
Changes in deferred net revenue (b)
|
|
|
(15,939
|
)
|
|
|
30,547
|
|
|
|
(17,348
|
)
|
|
|
30,547
|
|
|
Change in deferred cost of sales (b)
|
|
|
10,780
|
|
|
|
(20,643
|
)
|
|
|
13,749
|
|
|
|
(20,643
|
)
|
|
Business realignment expenses
|
|
|
44,737
|
|
|
─
|
|
|
89,308
|
|
|
─
|
|
Goodwill impairment
|
|
|
668
|
|
|
─
|
|
|
118,799
|
|
|
─
|
|
Stock-based compensation and related costs (d)
|
|
|
5,069
|
|
|
|
4,950
|
|
|
|
18,599
|
|
|
|
22,671
|
|
|
Total non-GAAP adjustments affecting operating loss
|
|
|
45,315
|
|
|
|
14,854
|
|
|
|
223,107
|
|
|
|
32,575
|
|
|
Non-GAAP operating loss
|
|
$
|
(41,834
|
)
|
|
$
|
(42,987
|
)
|
|
$
|
(164,606
|
)
|
|
$
|
(55,493
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
Twelve Months Ended March 31,
|
|
|
|
|
2009
|
|
|
|
2008
|
|
|
|
2009
|
|
|
|
2008
|
|
|
Loss from continuing operations
|
|
$
|
(96,874
|
)
|
|
$
|
(34,531
|
)
|
|
$
|
(433,154
|
)
|
|
$
|
(36,850
|
)
|
|
Non-GAAP adjustments:
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjustments affecting operating loss
|
|
|
45,315
|
|
|
|
14,854
|
|
|
|
223,107
|
|
|
|
32,575
|
|
|
Other than temporary impairment on investments
|
|
|
1,718
|
|
|
─
|
|
|
6,279
|
|
|
─
|
|
Mark-to-market on trading Auction Rate Securities (c)
|
|
|
(119
|
)
|
|
─
|
|
|
157
|
|
|
─
|
|
Deferred tax asset valuation allowance (e)
|
|
|
29,054
|
|
|
|
(5,140
|
)
|
|
|
146,075
|
|
|
|
(10,859
|
)
|
|
Income tax adjustments (e)
|
|
|
(15,452
|
)
|
|
─
|
|
|
(46,293
|
)
|
|
─
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP loss from continuing operations
|
|
|
(36,358
|
)
|
|
|
(24,817
|
)
|
|
|
(103,829
|
)
|
|
|
(15,134
|
)
|
|
Gain on sale of discontinued operations, net of tax
|
|
─
|
|
─
|
|
|
2,042
|
|
|
|
1,513
|
|
|
Non-GAAP net loss
|
|
$
|
(36,358
|
)
|
|
$
|
(24,817
|
)
|
|
$
|
(101,787
|
)
|
|
$
|
(13,621
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP loss per share – diluted:
|
|
|
|
|
|
|
|
|
|
Non-GAAP continuing operations
|
|
$
|
(0.54
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(1.55
|
)
|
|
$
|
(0.23
|
)
|
|
Discontinued operations
|
|
─
|
|
─
|
|
|
0.03
|
|
|
|
0.03
|
|
|
Non-GAAP loss per share – diluted
|
|
$
|
(0.54
|
)
|
|
$
|
(0.37
|
)
|
|
$
|
(1.52
|
)
|
|
$
|
(0.20
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes:
|
|
|
|
(a)
|
|
See explanation above regarding the Company’s practice on reporting
non-GAAP financial measures.
|
|
(b)
|
|
Prior to the fourth quarter of fiscal 2008, the Company did not
defer net revenue or the related cost of sales. See table below for
further detail related to income statement classifications.
|
|
(c)
|
|
Net mark-to-market impact related to an unrealized gain on a put
option received for Auction Rate Securities (ARS) offset by the
unrealized loss on the underlying ARS. This amount is recorded in
“Other income (expense), net”.
|
|
(d)
|
|
See table below for further detail related to income statement
classification of stock-based compensation costs.
|
|
(e)
|
|
Income tax associated with other non-GAAP adjustments.
|
|
|
|
|
|
|
|
|
The following table provides further detail on the income statement
classification of certain non-GAAP adjustments that impact cost and
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
Twelve Months Ended March 31,
|
|
|
|
|
|
|
|
|
2009
|
|
|
|
2008
|
|
|
|
|
2009
|
|
|
|
2008
|
|
|
Change in deferred cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in deferred product costs
|
|
|
|
|
|
$
|
5,514
|
|
|
|
$
|
(7,482
|
)
|
|
|
|
$
|
3,477
|
|
|
|
$
|
(7,482
|
)
|
|
Change in deferred software amortization and royalties
|
|
|
|
|
|
|
5,266
|
|
|
|
|
(13,161
|
)
|
|
|
|
|
10,272
|
|
|
|
|
(13,161
|
)
|
|
Total change in deferred cost of sales
|
|
|
|
|
|
$
|
10,780
|
|
|
|
$
|
(20,643
|
)
|
|
|
|
$
|
13,749
|
|
|
|
$
|
(20,643
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation and related costs:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales – software amortization and royalties
|
|
|
|
|
|
$
|
1,440
|
|
|
|
$
|
1,408
|
|
|
|
|
$
|
5,797
|
|
|
|
$
|
6,799
|
|
|
Product development
|
|
|
|
|
|
|
1,551
|
|
|
|
|
1,339
|
|
|
|
|
|
3,242
|
|
|
|
|
4,773
|
|
|
Selling and marketing
|
|
|
|
|
|
|
406
|
|
|
|
|
571
|
|
|
|
|
|
2,432
|
|
|
|
|
2,654
|
|
|
General and administrative
|
|
|
|
|
|
|
1,672
|
|
|
|
|
1,632
|
|
|
|
|
|
7,128
|
|
|
|
|
8,445
|
|
|
Total stock-based compensation and related costs
|
|
|
|
|
|
$
|
5,069
|
|
|
|
$
|
4,950
|
|
|
|
|
$
|
18,599
|
|
|
|
$
|
22,671
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business realignment expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales – software amortization and royalties
|
|
|
|
|
|
$
|
33,554
|
|
|
|
$ ─
|
|
|
|
|
$
|
63,314
|
|
|
|
$ ─
|
|
|
Cost of sales - licenses
|
|
|
|
|
|
|
980
|
|
|
|
─
|
|
|
|
|
|
980
|
|
|
|
─
|
|
|
Product development(1)
|
|
|
|
|
|
|
1,521
|
|
|
|
─
|
|
|
|
|
|
9,368
|
|
|
|
─
|
|
|
Selling and marketing(1)
|
|
|
|
|
|
|
394
|
|
|
|
─
|
|
|
|
|
|
2,014
|
|
|
|
─
|
|
|
General and administrative(1)
|
|
|
|
|
|
|
774
|
|
|
|
─
|
|
|
|
|
|
1,366
|
|
|
|
─
|
|
|
Restructuring (2)
|
|
|
|
|
|
|
7,514
|
|
|
|
─
|
|
|
|
|
|
12,266
|
|
|
|
─
|
|
|
Total realignment expenses
|
|
|
|
|
|
$
|
44,737
|
|
|
|
$ ─
|
|
|
|
|
$
|
89,308
|
|
|
|
$ ─
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes:
|
|
|
|
(1)
|
|
Business realignment expenses for the three and twelve months
ended March 31, 2009 consist of $2.6 million and $12.7 million,
respectively, in employee and facility related costs.
|
|
|
|
(2)
|
|
For the three months ended March 31, 2009 we incurred $1.9 million
in lease and other contract termination costs; and $5.6 million of
asset impairments related to closed facilities. For the twelve
months ended March 31, 2009 we incurred $5.6 million in lease and
other contract termination costs; and $6.6 million of asset
impairments related to closed facilities.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THQ Inc. and Subsidiaries
Unaudited Consolidated Balance Sheets
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
|
|
|
March 31,
|
|
|
|
|
|
|
|
2009
|
|
|
|
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, cash equivalents and short-term investments
|
|
|
|
|
|
$
|
140,662
|
|
|
|
|
|
$
|
317,504
|
|
Accounts receivable, net of allowances
|
|
|
|
|
|
60,444
|
|
|
|
|
|
112,843
|
|
Inventory
|
|
|
|
|
|
25,785
|
|
|
|
|
|
38,240
|
|
Licenses
|
|
|
|
|
|
45,025
|
|
|
|
|
|
47,182
|
|
Software development
|
|
|
|
|
|
137,820
|
|
|
|
|
|
155,821
|
|
Deferred income taxes
|
|
|
|
|
|
6,112
|
|
|
|
|
|
—
|
|
Income tax receivable
|
|
|
|
|
|
903
|
|
|
|
|
|
—
|
|
Prepaid expenses and other current assets
|
|
|
|
|
|
27,441
|
|
|
|
|
|
24,487
|
|
Total current assets
|
|
|
|
|
|
444,192
|
|
|
|
|
|
696,077
|
|
Property and equipment, net
|
|
|
|
|
|
33,511
|
|
|
|
|
|
50,465
|
|
Licenses, net of current portion
|
|
|
|
|
|
47,875
|
|
|
|
|
|
39,597
|
|
Software development, net of current portion
|
|
|
|
|
|
24,647
|
|
|
|
|
|
25,369
|
|
Income taxes receivable, net of current portion
|
|
|
|
|
|
—
|
|
|
|
|
|
16,116
|
|
Deferred income taxes
|
|
|
|
|
|
1,982
|
|
|
|
|
|
61,710
|
|
Goodwill
|
|
|
|
|
|
—
|
|
|
|
|
|
122,385
|
|
Long-term investments
|
|
|
|
|
|
5,025
|
|
|
|
|
|
52,599
|
|
Long-term investments, pledged
|
|
|
|
|
|
30,618
|
|
|
|
|
|
—
|
|
Other long-term assets, net
|
|
|
|
|
|
10,479
|
|
|
|
|
|
20,002
|
|
TOTAL ASSETS
|
|
|
|
|
|
$
|
598,329
|
|
|
|
|
|
$
|
1,084,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES, MINORITY INTEREST AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
|
|
|
|
$
|
40,088
|
|
|
|
|
|
$
|
61,700
|
|
Accrued and other current liabilities
|
|
|
|
|
|
190,140
|
|
|
|
|
|
202,102
|
|
Secured credit line
|
|
|
|
|
|
24,360
|
|
|
|
|
|
—
|
|
Income taxes payable
|
|
|
|
|
|
—
|
|
|
|
|
|
6,504
|
|
Deferred income taxes
|
|
|
|
|
|
—
|
|
|
|
|
|
29,266
|
|
Total current liabilities
|
|
|
|
|
|
254,588
|
|
|
|
|
|
299,572
|
|
Other long-term liabilities
|
|
|
|
|
|
33,503
|
|
|
|
|
|
44,179
|
|
Total liabilities
|
|
|
|
|
|
288,091
|
|
|
|
|
|
343,751
|
|
Minority Interest
|
|
|
|
|
|
3,198
|
|
|
|
|
|
─
|
|
Total stockholders’ equity
|
|
|
|
|
|
307,040
|
|
|
|
|
|
740,569
|
|
TOTAL LIABILITIES, MINORITY INTEREST AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
$
|
598,329
|
|
|
|
|
|
$
|
1,084,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THQ Inc. and Subsidiaries
Unaudited Supplemental Financial Information
|
|
|
|
|
|
Three Months Ended GAAP
|
|
Twelve Months Ended GAAP
|
|
|
|
March 31, 2009
|
|
March 31, 2008
|
|
March 31, 2009
|
|
March 31, 2008
|
|
Platform Revenue Mix
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consoles
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Microsoft Xbox 360
|
|
$
|
31,157
|
|
18.3
|
%
|
|
$
|
11,872
|
|
6.3
|
%
|
|
$
|
162,895
|
|
19.6
|
%
|
|
$
|
129,483
|
|
12.6
|
%
|
|
Nintendo Wii
|
|
|
17,092
|
|
10.0
|
|
|
|
23,240
|
|
12.4
|
|
|
|
134,334
|
|
16.2
|
|
|
|
91,431
|
|
8.9
|
|
|
Sony PlayStation 3
|
|
|
40,514
|
|
23.8
|
|
|
|
12,302
|
|
6.6
|
|
|
|
106,753
|
|
12.9
|
|
|
|
85,533
|
|
8.3
|
|
|
Sony PlayStation 2
|
|
|
9,307
|
|
5.5
|
|
|
|
33,796
|
|
18.1
|
|
|
|
92,003
|
|
11.1
|
|
|
|
252,642
|
|
24.5
|
|
|
Other
|
|
|
—
|
|
—
|
|
|
|
527
|
|
0.3
|
|
|
|
121
|
|
—
|
|
|
|
9,766
|
|
0.9
|
|
|
|
|
|
98,070
|
|
57.6
|
|
|
|
81,737
|
|
43.7
|
|
|
|
496,106
|
|
59.8
|
|
|
|
568,855
|
|
55.2
|
|
|
Handheld
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nintendo Dual Screen
|
|
|
29,377
|
|
17.2
|
|
|
|
54,699
|
|
29.2
|
|
|
|
168,726
|
|
20.3
|
|
|
|
226,912
|
|
22.0
|
|
|
Nintendo Game Boy Advance
|
|
|
74
|
|
—
|
|
|
|
4,297
|
|
2.3
|
|
|
|
3,336
|
|
0.4
|
|
|
|
36,655
|
|
3.6
|
|
|
Sony PlayStation Portable
|
|
|
7,561
|
|
4.5
|
|
|
|
16,113
|
|
8.6
|
|
|
|
50,927
|
|
6.1
|
|
|
|
84,030
|
|
8.2
|
|
|
Wireless
|
|
|
5,545
|
|
3.3
|
|
|
|
5,217
|
|
2.8
|
|
|
|
22,865
|
|
2.8
|
|
|
|
19,751
|
|
1.9
|
|
|
|
|
|
42,557
|
|
25.0
|
|
|
|
80,326
|
|
42.9
|
|
|
|
245,854
|
|
29.6
|
|
|
|
367,348
|
|
35.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PC
|
|
|
29,632
|
|
17.4
|
|
|
|
24,961
|
|
13.4
|
|
|
|
88,003
|
|
10.6
|
|
|
|
94,264
|
|
9.1
|
|
|
Total Net Sales
|
|
$
|
170,259
|
|
100
|
%
|
|
$
|
187,024
|
|
100
|
%
|
|
$
|
829,963
|
|
100
|
%
|
|
$
|
1,030,467
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Geographic Revenue Mix
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic
|
|
$
|
94,247
|
|
55.4
|
%
|
|
$
|
80,943
|
|
43.3
|
%
|
|
$
|
457,819
|
|
55.2
|
%
|
|
$
|
503,134
|
|
48.8
|
%
|
|
Foreign
|
|
|
76,012
|
|
44.6
|
|
|
|
106,081
|
|
56.7
|
|
|
|
372,144
|
|
44.8
|
|
|
|
527,333
|
|
51.2
|
|
|
Total Net Sales
|
|
$
|
170,259
|
|
100
|
%
|
|
$
|
187,024
|
|
100
|
%
|
|
$
|
829,963
|
|
100
|
%
|
|
$
|
1,030,467
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended Non-GAAP
|
|
Twelve Months Ended Non-GAAP
|
|
|
|
March 31, 2009
|
|
March 31, 2008
|
|
March 31, 2009
|
|
March 31, 2008
|
|
Platform Revenue Mix
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consoles
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Microsoft Xbox 360
|
|
$
|
30,919
|
|
20.0
|
%
|
|
$
|
35,290
|
|
16.2
|
%
|
|
$
|
139,485
|
|
17.2
|
%
|
|
$
|
152,901
|
|
14.4
|
%
|
|
Nintendo Wii
|
|
|
17,092
|
|
11.1
|
|
|
|
23,240
|
|
10.7
|
|
|
|
134,333
|
|
16.5
|
|
|
|
91,431
|
|
8.6
|
|
|
Sony PlayStation 3
|
|
|
22,655
|
|
14.7
|
|
|
|
12,302
|
|
5.7
|
|
|
|
117,714
|
|
14.5
|
|
|
|
85,533
|
|
8.1
|
|
|
Sony PlayStation 2
|
|
|
9,307
|
|
6.0
|
|
|
|
33,796
|
|
15.5
|
|
|
|
92,004
|
|
11.3
|
|
|
|
252,642
|
|
23.8
|
|
|
Other
|
|
|
—
|
|
—
|
|
|
|
527
|
|
0.3
|
|
|
|
121
|
|
—
|
|
|
|
9,766
|
|
0.9
|
|
|
|
|
|
79,973
|
|
51.8
|
|
|
|
105,155
|
|
48.4
|
|
|
|
483,657
|
|
59.5
|
|
|
|
592,273
|
|
55.8
|
|
|
Handheld
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nintendo Dual Screen
|
|
|
29,377
|
|
19.0
|
|
|
|
54,699
|
|
25.1
|
|
|
|
168,726
|
|
20.8
|
|
|
|
226,912
|
|
21.4
|
|
|
Nintendo Game Boy Advance
|
|
|
74
|
|
0.1
|
|
|
|
4,297
|
|
2.0
|
|
|
|
3,336
|
|
0.4
|
|
|
|
36,655
|
|
3.4
|
|
|
Sony PlayStation Portable
|
|
|
7,561
|
|
4.9
|
|
|
|
16,113
|
|
7.4
|
|
|
|
50,927
|
|
6.3
|
|
|
|
84,030
|
|
7.9
|
|
|
Wireless
|
|
|
5,545
|
|
3.6
|
|
|
|
5,217
|
|
2.4
|
|
|
|
22,865
|
|
2.8
|
|
|
|
19,751
|
|
1.9
|
|
|
|
|
|
42,557
|
|
27.6
|
|
|
|
80,326
|
|
36.9
|
|
|
|
245,854
|
|
30.3
|
|
|
|
367,348
|
|
34.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PC
|
|
|
31,790
|
|
20.6
|
|
|
|
32,090
|
|
14.7
|
|
|
|
83,104
|
|
10.2
|
|
|
|
101,393
|
|
9.6
|
|
|
Total Net Sales
|
|
$
|
154,320
|
|
100
|
%
|
|
$
|
217,571
|
|
100
|
%
|
|
$
|
812,615
|
|
100
|
%
|
|
$
|
1,061,014
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Geographic Revenue Mix
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic
|
|
$
|
87,415
|
|
56.6
|
%
|
|
$
|
96,811
|
|
44.5
|
%
|
|
$
|
446,375
|
|
54.9
|
%
|
|
$
|
519,002
|
|
48.9
|
%
|
|
Foreign
|
|
|
66,905
|
|
43.4
|
|
|
|
120,760
|
|
55.5
|
|
|
|
366,240
|
|
45.1
|
|
|
|
542,012
|
|
51.1
|
|
|
Total Net Sales
|
|
$
|
154,320
|
|
100
|
%
|
|
$
|
217,571
|
|
100
|
%
|
|
$
|
812,615
|
|
100
|
%
|
|
$
|
1,061,014
|
|
100
|
%
|
|
Notes:
|
|
|
|
|
|
(a)
|
|
See explanation above regarding the Company’s practice on reporting
non-GAAP financial measures.
|
|
(b)
|
|
Prior to the fourth quarter of fiscal 2008, the Company did not
defer net revenue.
|
Source: THQ Inc.
THQ/Investor & Media Relations Julie MacMedan, 818/871-5125
|