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Liveramp Holdings, Inc.
LiveRamp Announces Fourth Quarter and Fiscal Year 2026 Results
Published 13m ago
29 min read

LiveRamp Announces Fourth Quarter and Fiscal Year 2026 Results

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Q4 Revenue up 9% year-over-year
Q4 Annual Recurring Revenue up 8% year-over-year
Q4 Subscription Net Retention improved to 107%
FY26 record annual Operating Cash Flow of $168 million and Share Repurchases of $194 million

LiveRamp Enters into Definitive Agreement to be Acquired by Publicis Groupe in All-Cash Transaction with an Equity Value of $2.5 billion

SAN FRANCISCO, May 17, 2026 (GLOBE NEWSWIRE) -- LiveRamp® (NYSE: RAMP), a leading data collaboration platform, today announced its financial results for the quarter and fiscal year ended March 31, 2026.

Q4 Financial Highlights
Unless otherwise indicated, all comparisons are to the prior year period.

  • Total revenue was $206 million, up 9%.

  • Subscription revenue was $158 million, up 9%.

  • Marketplace & Other revenue was $49 million, up 11%.

  • GAAP gross profit was $146 million, up 11%. GAAP gross margin of 71% expanded by 1 percentage point. Non-GAAP gross profit was $149 million, up 10%. Non-GAAP gross margin of 72% expanded by 1 percentage point.

  • GAAP income from operations was $15 million compared to a loss of $12 million. GAAP operating margin of 7% expanded by 14 percentage points. Non-GAAP operating income was $40 million, up 75%. Non-GAAP operating margin of 20% expanded by 7 percentage points.

  • GAAP and non-GAAP diluted earnings per share was $1.12 and $0.52, respectively. GAAP diluted EPS benefited from the release of deferred tax valuation allowances.

  • Net cash provided by operating activities was $59 million compared to $63 million.

  • Share repurchases in the fourth quarter totaled approximately 2.8 million shares for $76 million.

Fiscal Year 2026 Financial Highlights
Unless otherwise indicated, all comparisons are to the prior year period.

  • Total revenue was $813 million, up 9%.

  • Subscription revenue was $614 million, up 8%.

  • Marketplace & Other revenue was $199 million, up 12%.

  • GAAP gross profit was $575 million, up 9%. GAAP gross margin of 71% was flat. Non-GAAP gross profit was $591 million, up 7%, and non-GAAP gross margin of 73% compressed by 1 percentage point.

  • GAAP Income from operations was $83 million compared to $5 million. GAAP operating margin of 10% expanded by 10 percentage points. Non-GAAP operating income was $182 million, up 34%. Non-GAAP operating margin of 22% expanded by 4 percentage points.

  • GAAP diluted earnings per share was $2.24, and non-GAAP diluted EPS was $2.27. GAAP diluted EPS benefited from the release of deferred tax valuation allowances.

  • Net cash provided by operating activities was $168 million compared to $154 million.

  • Share repurchases in fiscal 2026 totaled approximately 7.1 million shares for $194 million. As of March 31, 2026, there was $262 million in remaining capacity under the recently modified share repurchase authorization that expires on December 31, 2027.

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

Commenting on the results, CEO Scott Howe said: We finished FY26 on a strong note, with Q4 revenue and operating income ahead of consensus and ARR growth accelerating sequentially. We also achieved record operating cash flow in FY26, and returned over 100% to shareholders through buybacks. We continue to leverage AI to make our platform faster, more effective and easier to use, including the recent introduction of AI agent accessibility, enabling specialized AI agents to autonomously collaborate with any partner.”

Howe continued: “In addition, we announced an agreement to be acquired by Publicis Groupe, delivering significant and certain value to LiveRamp shareholders. This transaction reflects the strength of our business, the value of our platform and the strategic role LiveRamp plays in an AI-driven market. Together, we believe we can accelerate data collaboration and the delivery of AI capabilities that help customers and partners advance agentic transformation and derive more value, faster.”

GAAP and Non-GAAP Results

The following table summarizes the Company’s financial results for the fourth quarter and fiscal year ended March 31, 2026 ($ in millions, except per share amounts):

 

 

GAAP

 

Non-GAAP

 

 

Q4 FY26

 

FY26

 

Q4 FY26

 

FY26

Subscription revenue

 

$

158

 

 

$

614

 

 

 

--

 

 

 

--

 

YoY change %

 

 

9

%

 

 

8

%

 

 

--

 

 

 

--

 

Marketplace & Other revenue

 

$

49

 

 

$

199

 

 

 

--

 

 

 

--

 

YoY change %

 

 

11

%

 

 

12

%

 

 

--

 

 

 

--

 

Total revenue

 

$

206

 

 

$

813

 

 

 

--

 

 

 

--

 

YoY change %

 

 

9

%

 

 

9

%

 

 

--

 

 

 

--

 

 

 

 

 

 

 

 

 

 

Gross profit

 

$

146

 

 

$

575

 

 

$

149

 

 

$

591

 

% Gross margin

 

 

71

%

 

 

71

%

 

 

72

%

 

 

73

%

YoY change, pts

 

1 pt

 

0 pts

 

1 pt

 

(1) pt

 

 

 

 

 

 

 

 

 

Operating income

 

$

15

 

 

$

83

 

 

$

40

 

 

$

182

 

% Operating margin

 

 

7

%

 

 

10

%

 

 

20

%

 

 

22

%

YoY change, pts

 

14 pts

 

10 pts

 

7 pts

 

4 pts

 

 

 

 

 

 

 

 

 

Net earnings

 

$

71

 

 

$

146

 

 

$

33

 

 

$

148

 

Diluted earnings per share

 

$

1.12

 

 

$

2.24

 

 

$

0.52

 

 

$

2.27

 

 

 

 

 

 

 

 

 

 

Shares to calculate diluted EPS

 

 

63.4

 

 

 

65.0

 

 

 

63.4

 

 

 

65.0

 

YoY change %

 

(4)%

 

(2)%

 

(6)%

 

(4)%

 

 

 

 

 

 

 

 

 

Operating cash flow

 

$

59

 

 

$

168

 

 

 

 

 

Free cash flow

 

 

 

 

 

$

59

 

 

$

166

 

 

 

 

 

 

 

 

 

 

Totals and year-over-year changes may not reconcile due to rounding.

 

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

Additional Business Highlights & Metrics

  • We announced the launch of new AI capabilities to help transform how marketers plan, execute, measure, and optimize campaigns agentically. We introduced agent-powered access to the LiveRamp platform, enabling specialized AI agents to autonomously collaborate with any partner, moving from manual, fragmented workflows to intelligent, governed execution that delivers better performance (link).

  • We announced native support for NVIDIA AI infrastructure, upgrading our clean room architecture to handle the world’s most advanced and compute-intensive AI workloads. AI partners and brands can now securely and seamlessly train and deploy sophisticated models using LiveRamp clean rooms or via the LiveRamp Marketplace at up to 15x speed, without exposing data or model weights (link).

  • We announced an expanded partnership with Unity, a leading game engine, to help marketers more effectively reach mobile users and generate better marketing returns. The partnership will make LiveRamp’s durable, interoperable identifier – RampID – available across Unity Exchange, enabling marketers, agencies, and platforms to apply identity-based buying strategies within Unity’s mobile ecosystem that includes 2.9 billion monthly active mobile devices (link).

  • In March we hosted our annual customer and partner conference, RampUp, bringing together more than 2,300 leaders from across the digital advertising ecosystem. The event included more than 40 presentations and panels featuring some of our largest customers and partners, such as General Motors, JPMorgan Chase, Netflix, and Meta. Video replays of these sessions are available here. Also, we hosted an investor presentation that can be accessed here.

  • On February 12, 2026 we announced an increase in our share repurchase authorization by $200 million and extended the expiration by one year to December 31, 2027. As of March 31, 2026, there was $262 million in remaining capacity under the authorization.

  • On February 11, 2026 we appointed to our Board of Directors Kristi Argyilan, who currently serves as Global Head of Advertising at Uber. Widely recognized as the pioneer of retail media, Argyilan previously led the Albertsons Media Collective and championed the industry-wide move toward measurement standardization (link).

  • LiveRamp ended the fiscal year with 133 customers whose annualized subscription revenue exceeds $1 million, compared to 128 in the prior year period.

  • LiveRamp ended the fiscal year with 846 direct subscription customers, compared to 840 in the prior year period.

  • Subscription net retention was 107% and platform net retention was 108%.

  • Annualized recurring revenue (ARR), which is the last month of the quarter fixed subscription revenue annualized, was $545 million, up 8% compared to the prior year period.

  • Current remaining performance obligations (CRPO), which is contracted and committed revenue expected to be recognized over the next 12 months, was $518 million, up 10% compared to the prior year period.

Transaction with Publicis Groupe

In a separate press release issued today, LiveRamp announced that it has entered into a definitive agreement to be acquired by Publicis Groupe. Under the terms of the agreement, Publicis Groupe will acquire all of the outstanding shares of LiveRamp for $38.50 per share in an all-cash transaction for an equity value of $2.5 billion. This represents a premium of 30% to LiveRamp’s closing stock price on May 15, 2026, the last full trading day prior to the transaction announcement. The transaction is expected to close by the end of calendar 2026, subject to customary closing conditions, including approval by LiveRamp shareholders. The transaction press release is available on the LiveRamp investor relations website.

Given the announced transaction, LiveRamp will not host its previously scheduled earnings conference call or provide financial guidance in conjunction with this earnings release.

About LiveRamp

LiveRamp is a leading data collaboration technology company, empowering marketers and media owners to deliver and measure marketing performance everywhere it matters. LiveRamp’s data collaboration network seamlessly unites data across advertisers, ad tech platforms, publishers, data providers, and commerce media networks—unlocking insights that deliver transformational consumer experiences, and drive measurable business outcomes. As consumers embrace AI-powered experiences, the LiveRamp data collaboration network expands the breadth and accuracy of the data on which marketing AI capabilities operate. Our platform is engineered for AI agent accessibility, facilitating autonomous data collaboration between the specialized AI agents utilized by our customers and partners. Built on a foundation of strict neutrality, interoperability, and global scale, LiveRamp enables organizations to maximize the value of their data while accelerating business growth.

LiveRamp is headquartered in San Francisco, California, with offices worldwide. Learn more at LiveRamp.com.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, concerning LiveRamp, Publicis, the proposed transaction and other matters. Forward-looking statements contained herein could include, among other things, statements regarding the anticipated timing of the consummation of the proposed transaction; statements about management’s confidence in and strategies for performance of the combined businesses; expectations for new and existing products, technologies and opportunities; and expectations regarding growth, sales, cash flows, and earnings. Forward-looking statements can be identified by the use of such terms as “may,” “could,” “expect,” “anticipate,” “intend,” “believe,” “likely,” “estimate,” “outlook,” “plan,” “contemplate,” “project,” “target” or other comparable terms. These forward-looking statements are not guarantees of future performance. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside the control of LiveRamp or Publicis. Many factors could cause actual future events to differ materially from the forward-looking statements in this communication including, but not limited to: economic uncertainties that could impact LiveRamp or LiveRamp’s suppliers, customers and partners, geopolitical circumstances, including risk related to tariffs and other trade restrictions, the possibility of a recession, general inflationary pressure and high interest rates; the ability and willingness of LiveRamp’s customers to renew their agreements with LiveRamp upon their expiration; LiveRamp’s ability to add new customers and upsell within LiveRamp’s subscription business; LiveRamp’s reliance upon partners, including data suppliers, who may withdraw or withhold data from LiveRamp; increased competition and rapidly changing technology that could impact LiveRamp’s products and services; LiveRamp’s ability to keep up with rapidly changing technology practices in LiveRamp’s products and services or that expected benefits from utilization of technological innovations (including AI) may not be realized as soon as expected or at all; the risk that LiveRamp fails to realize the potential benefits of or have difficulty integrating acquired businesses; and LiveRamp’s inability to attract, motivate and retain talent. Additional risks include maintaining LiveRamp’s culture and LiveRamp’s ability to innovate and evolve while operating in a hybrid work environment, with some employees working remotely at least some of the time within a rapidly changing industry, while also avoiding disruption from reductions in LiveRamp’s current workforce as well as disruptions resulting from acquisition, divestiture and other activities affecting LiveRamp’s workforce. LiveRamp’s global workforce strategy could possibly encounter difficulty and not be as beneficial as planned. LiveRamp’s international operations are also subject to risks, including the performance of third parties as well as impacts from war and civil unrest, that may harm LiveRamp’s business. The risk of a significant breach of the confidentiality of the information or the security of LiveRamp’s or LiveRamp’s customers’, suppliers’, or other partners’ data and/or computer systems, or the risk that LiveRamp’s current insurance coverage may not be adequate for such a breach, that an insurer might deny coverage for a claim or that such insurance will continue to be available to LiveRamp on commercially reasonable terms, or at all, could be detrimental to LiveRamp’s business, reputation and results of operations. Other business risks include unfavorable publicity and negative public perception about LiveRamp’s industry; interruptions or delays in service from data center or cloud hosting vendors LiveRamp relies upon; and LiveRamp’s dependence on the continued availability of third-party data hosting and transmission services. LiveRamp’s clients’ ability to use data on LiveRamp’s platform could be restricted if the industry’s use of third-party cookies and tracking technology declines due to technology platform changes, regulation or increased user controls. Continued changes in the judicial, legislative, regulatory, accounting, cultural and consumer environments affecting LiveRamp’s business, including but not limited to litigation, investigations, legislation, regulations and customs at the state, federal and international levels relating to information collection and use represents a risk, as well as changes in tax laws and regulations that are applied to LiveRamp’s customers which could cause enterprise software budget tightening. In addition, third parties may claim that LiveRamp is infringing their intellectual property or may infringe LiveRamp’s intellectual property which could result in competitive injury and / or the incurrence of significant costs and draining of LiveRamp’s resources. Factors that could cause actual future events to differ materially from the forward looking-statements in this communication in regard to the proposed transaction concerning LiveRamp and Publicis include, but are not limited to: (1) failure of the closing conditions in the merger agreement to be satisfied, or any unexpected delay in closing the proposed transaction or the occurrence of any event, change, or other circumstance that could give rise to the right of one or multiple of the parties to terminate the definitive agreement between Publicis and LiveRamp; (2) the possibility that the transaction does not close when expected or at all because required regulatory, shareholder, or other approvals are not received or satisfied on a timely basis or at all; (3) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, including those resulting from the announcement, pendency or completion of the transaction; (4) risks that the new businesses will not be integrated successfully or that the combined companies will not realize estimated cost savings, value of certain tax assets, synergies and growth or that such benefits may take longer to realize than expected; (5) failure to realize anticipated benefits of the combined operations; (6) risks relating to unanticipated costs of integration; (7) ability to hire and retain key personnel; (8) ability to successfully integrate the companies’ businesses; (9) the potential impact of announcement or consummation of the proposed transactions on relationships with third parties, including clients, employees and competitors, including reputational risk; (10) ability to attract new clients and retain existing clients in the manner anticipated; (11) reliance on and integration of information technology systems; (12) suffering reduced profits or losses as a result of intense competition; or (13) potential litigation that may be instituted against LiveRamp or its directors or officers related to the proposed transaction or the merger agreement. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that affect the parties’ businesses, including those described in LiveRamp’s Annual Report on Form 10-K for the year ended March 31, 2025, in Part I “Cautionary Statements Relevant to Forward-Looking Information” and Part I, Item 1A, “Risk Factors,” as updated by subsequent Quarterly Reports on Form 10-Q, which are filed with the Securities and Exchange Commission (the “SEC”) and those described in documents Publicis has filed with the Autorité des Marchés Financiers (the French securities regulator). The parties do not undertake, nor do they have, any obligation to provide updates or to revise any forward-looking statements.

NO OFFER OR SOLICITATION

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and applicable regulations.

ADDITIONAL INFORMATION AND WHERE TO FIND IT

In connection with the proposed transaction, LiveRamp Holdings, Inc. will be filing documents with the SEC, including preliminary and definitive proxy statements relating to the proposed transaction (the “proxy statement”). The definitive proxy statement will be mailed to LiveRamp’s shareholders in connection with the proposed transaction. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PRELIMINARY AND DEFINITIVE PROXY STATEMENTS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any vote in respect of resolutions to be proposed at LiveRamp’s shareholder meeting to approve the proposed transaction should be made only on the basis of the information contained in LiveRamp’s proxy statement and documents incorporated by reference therein. Investors and security holders may obtain free copies of these documents (when they are available) and other related documents filed with the SEC at the SEC’s website at www.sec.gov or on LiveRamp’s website at www.liveramp.com.

PARTICIPANTS IN THE SOLICITATION

Publicis, LiveRamp and their respective directors and certain of their respective executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of LiveRamp in respect of the proposed transactions contemplated by the proxy statement. Information regarding the persons who are, under the rules of the SEC, participants in the solicitation of the shareholders of LiveRamp in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the proxy statement when it is filed with the SEC. Information about the directors and executive officers of LiveRamp and their ownership of shares of LiveRamp common stock and other securities of LiveRamp can be found in the sections entitled “Nominees and Continuing Directors,” “Stock Ownership,” “Compensation Discussion and Analysis,” “Compensation Tables,” and “Non-Employee Director Compensation” included in LiveRamp’s proxy statement in connection with its 2025 Annual Meeting of Shareholders, filed with the SEC on June 27, 2025; in the Form 3 and Form 4 initial statements of beneficial ownership and statements of changes in beneficial ownership filed with the SEC by LiveRamp’s directors and executive officers; and in other documents subsequently filed by LiveRamp with the SEC, including LiveRamp’s proxy statement relating to the proposed transaction when it becomes available. Investors and security holders may obtain free copies of these documents and other related documents filed with the SEC at the SEC’s website at www.sec.gov or on LiveRamp’s website at www.liveramp.com.

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

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

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

For more information, contact:
LiveRamp Investor Relations
[email protected]

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


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

For the three months ended March 31,

 

 

 

 

 

 

$

%

 

 

2026

 

2025

 

Variance

Variance

 

 

 

 

 

 

 

 

Revenues

 

206,092

 

 

188,724

 

 

17,368

 

9.2

%

Cost of revenue

 

60,548

 

 

57,929

 

 

2,619

 

4.5

%

Gross profit

 

145,544

 

 

130,795

 

 

14,749

 

11.3

%

% Gross margin

 

70.6

%

 

69.3

%

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

Research and development

 

37,756

 

 

45,926

 

 

(8,170

)

(17.8

)%

Sales and marketing

 

56,192

 

 

56,961

 

 

(769

)

(1.4

)%

General and administrative

 

32,988

 

 

32,175

 

 

813

 

2.5

%

Gains, losses and other items, net

 

3,315

 

 

7,241

 

 

(3,926

)

(54.2

)%

Total operating expenses

 

130,251

 

 

142,303

 

 

(12,052

)

(8.5

)%

 

 

 

 

 

 

 

 

Income (loss) from operations

 

15,293

 

 

(11,508

)

 

26,801

 

N/A

% Margin

 

7.4

%

 

(6.1

)%

 

 

 

 

 

 

 

 

 

 

 

Total other income, net

 

3,967

 

 

4,762

 

 

(795

)

(16.7

)%

Income (loss) from continuing operations before income taxes

 

19,260

 

 

(6,746

)

 

26,006

 

N/A

Income tax benefit

 

(50,476

)

 

(479

)

 

(49,997

)

(10,437.8

)%

Net earnings (loss) from continuing operations

 

69,736

 

 

(6,267

)

 

76,003

 

N/A

 

 

 

 

 

 

 

 

Earnings from discontinued operations, net of tax

 

1,176

 

 

 

 

1,176

 

N/A

 

 

 

 

 

 

 

 

Net earnings (loss)

 

70,912

 

 

(6,267

)

 

77,179

 

1,231.5

%

 

 

 

 

 

 

 

 

Basic earnings (loss) per share:

 

 

 

 

 

 

 

Continuing operations

 

1.12

 

 

(0.10

)

 

1.21

 

N/A

Discontinued operations

 

0.02

 

 

 

 

0.02

 

N/A

Basic earnings (loss) per share

 

1.14

 

 

(0.10

)

 

1.23

 

N/A

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share:

 

 

 

 

 

 

 

Continuing operations

 

1.10

 

 

(0.10

)

 

1.20

 

N/A

Discontinued operations

 

0.02

 

 

 

 

0.02

 

N/A

Diluted earnings (loss) per share

 

1.12

 

 

(0.10

)

 

1.21

 

N/A

 

 

 

 

 

 

 

 

Basic weighted average shares

 

62,382

 

 

65,957

 

 

 

 

Diluted weighted average shares

 

63,382

 

 

65,957

 

 

 

 

 

 

 

 

 

 

 

 

Some totals may not sum due to rounding.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

For the twelve months ended March 31,

 

 

 

 

 

 

$

%

 

 

2026

 

2025

 

Variance

Variance

 

 

 

 

 

 

 

 

Revenues

 

812,940

 

 

745,580

 

 

67,360

 

9.0

%

Cost of revenue

 

238,117

 

 

215,910

 

 

22,207

 

10.3

%

Gross profit

 

574,823

 

 

529,670

 

 

45,153

 

8.5

%

% Gross margin

 

70.7

%

 

71.0

%

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

Research and development

 

148,139

 

 

176,668

 

 

(28,529

)

(16.1

)%

Sales and marketing

 

205,647

 

 

213,106

 

 

(7,459

)

(3.5

)%

General and administrative

 

132,581

 

 

126,499

 

 

6,082

 

4.8

%

Gains, losses and other items, net

 

4,990

 

 

7,993

 

 

(3,003

)

(37.6

)%

Total operating expenses

 

491,357

 

 

524,266

 

 

(32,909

)

(6.3

)%

 

 

 

 

 

 

 

 

Income from operations

 

83,466

 

 

5,404

 

 

78,062

 

1,444.5

%

% Margin

 

10.3

%

 

0.7

%

 

 

 

 

 

 

 

 

 

 

 

Total other income, net

 

14,598

 

 

17,436

 

 

(2,838

)

(16.3

)%

Income from continuing operations before income taxes

 

98,064

 

 

22,840

 

 

75,224

 

329.4

%

Income tax expense (benefit)

 

(46,712

)

 

25,342

 

 

(72,054

)

N/A

Net earnings (loss) from continuing operations

 

144,776

 

 

(2,502

)

 

147,278

 

N/A

 

 

 

 

 

 

 

 

Earnings from discontinued operations, net of tax

 

1,176

 

 

1,688

 

 

(512

)

(30.3

)%

 

 

 

 

 

 

 

 

Net earnings (loss)

 

145,952

 

 

(814

)

 

146,766

 

18,030.2

%

 

 

 

 

 

 

 

 

Basic earnings (loss) per share:

 

 

 

 

 

 

 

Continuing operations

 

2.26

 

 

(0.04

)

 

2.30

 

N/A

Discontinued operations

 

0.02

 

 

0.03

 

 

(0.01

)

(28.1

)%

Basic earnings (loss) per share

 

2.28

 

 

(0.01

)

 

2.29

 

N/A

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share:

 

 

 

 

 

 

 

Continuing operations

 

2.23

 

 

(0.04

)

 

2.26

 

N/A

Discontinued operations

 

0.02

 

 

0.03

 

 

(0.01

)

(29.2

)%

Diluted earnings (loss) per share

 

2.24

 

 

(0.01

)

 

2.26

 

N/A

 

 

 

 

 

 

 

 

Basic weighted average shares

 

64,105

 

 

66,126

 

 

 

 

Diluted weighted average shares

 

65,045

 

 

66,126

 

 

 

 

 

 

 

 

 

 

 

 

Some totals may not sum due to rounding.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP EPS (1)

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

For the three months ended March 31,

 

For the twelve months ended March 31,

 

 

2026

 

2025

 

2026

 

2025

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations before income taxes

 

19,260

 

 

(6,746

)

 

98,064

 

 

22,840

 

Income tax expense (benefit)

 

(50,476

)

 

(479

)

 

(46,712

)

 

25,342

 

Net earnings (loss) from continuing operations

 

69,736

 

 

(6,267

)

 

144,776

 

 

(2,502

)

Earnings from discontinued operations, net of tax

 

1,176

 

 

 

 

1,176

 

 

1,688

 

Net earnings (loss)

 

70,912

 

 

(6,267

)

 

145,952

 

 

(814

)

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per share

 

1.14

 

 

(0.10

)

 

2.28

 

 

(0.01

)

Diluted earnings (loss) per share

 

1.12

 

 

(0.10

)

 

2.24

 

 

(0.01

)

 

 

 

 

 

 

 

 

 

Excluded items:

 

 

 

 

 

 

 

 

Purchased intangible asset amortization (cost of revenue)

 

2,750

 

 

3,135

 

 

11,000

 

 

14,415

 

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

 

18,930

 

 

24,166

 

 

82,988

 

 

107,979

 

Restructuring and merger charges (gains, losses, and other)

 

3,315

 

 

7,241

 

 

4,990

 

 

7,993

 

Total excluded items from continuing operations

 

24,995

 

 

34,542

 

 

98,978

 

 

130,387

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes and excluding items

 

44,255

 

 

27,796

 

 

197,042

 

 

153,227

 

Income tax expense (2)

 

11,064

 

 

7,759

 

 

49,261

 

 

38,296

 

Non-GAAP net earnings from continuing operations

 

33,191

 

 

20,037

 

 

147,781

 

 

114,931

 

 

 

 

 

 

 

 

 

 

Non-GAAP earnings per share from continuing operations

 

 

 

 

 

 

 

 

Basic

 

0.53

 

 

0.30

 

 

2.31

 

 

1.74

 

Diluted

 

0.52

 

 

0.30

 

 

2.27

 

 

1.70

 

 

 

 

 

 

 

 

 

 

Basic weighted average shares

 

62,382

 

 

65,957

 

 

64,105

 

 

66,126

 

Diluted weighted average shares

 

63,382

 

 

67,479

 

 

65,045

 

 

67,499

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

(2) Non-GAAP income taxes were calculated by applying the estimated annual effective tax rate to year-to-date pretax income. The differences between our GAAP and non-GAAP effective tax rates were primarily due to the net tax effects of the excluded items, coupled with the valuation allowance and smaller pre-tax income for GAAP purposes.

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP INCOME FROM OPERATIONS (1)

(Unaudited)

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

For the three months ended March 31,

 

For the twelve months ended March 31,

 

 

2026

 

2025

 

2026

 

2025

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

15,293

 

 

(11,508

)

 

83,466

 

 

5,404

 

Operating income (loss) margin

 

7.4

%

 

(6.1

)%

 

10.3

%

 

0.7

%

 

 

 

 

 

 

 

 

 

Excluded items:

 

 

 

 

 

 

 

 

Purchased intangible asset amortization (cost of revenue)

 

2,750

 

 

3,135

 

 

11,000

 

 

14,415

 

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

 

18,930

 

 

24,166

 

 

82,988

 

 

107,979

 

Restructuring and merger charges (gains, losses, and other)

 

3,315

 

 

7,241

 

 

4,990

 

 

7,993

 

Total excluded items

 

24,995

 

 

34,542

 

 

98,978

 

 

130,387

 

 

 

 

 

 

 

 

 

 

Income from operations before excluded items

 

40,288

 

 

23,034

 

 

182,444

 

 

135,791

 

Non-GAAP operating income margin

 

19.5

%

 

12.2

%

 

22.4

%

 

18.2

%

 

 

 

 

 

 

 

 

 

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

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF ADJUSTED EBITDA (1)

(Unaudited)

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

For the three months ended March 31,

 

For the twelve months ended March 31,

 

 

2026

 

2025

 

2026

 

2025

 

 

 

 

 

 

 

 

 

Net earnings (loss) from continuing operations

 

69,736

 

 

(6,267

)

 

144,776

 

 

(2,502

)

Income tax expense (benefit)

 

(50,476

)

 

(479

)

 

(46,712

)

 

25,342

 

Total other income, net

 

(3,967

)

 

(4,762

)

 

(14,598

)

 

(17,436

)

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

15,293

 

 

(11,508

)

 

83,466

 

 

5,404

 

Depreciation and amortization

 

3,320

 

 

3,803

 

 

13,399

 

 

17,207

 

 

 

 

 

 

 

 

 

 

EBITDA

 

18,613

 

 

(7,705

)

 

96,865

 

 

22,611

 

 

 

 

 

 

 

 

 

 

Other adjustments:

 

 

 

 

 

 

 

 

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

 

18,930

 

 

24,166

 

 

82,988

 

 

107,979

 

Restructuring and merger charges (gains, losses, and other)

 

3,315

 

 

7,241

 

 

4,990

 

 

7,993

 

 

 

 

 

 

 

 

 

 

Other adjustments

 

22,245

 

 

31,407

 

 

87,978

 

 

115,972

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

40,858

 

 

23,702

 

 

184,843

 

 

138,583

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

March 31,

 

March 31,

 

$

%

 

 

2026

 

2025

 

Variance

Variance

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

379,547

 

 

413,331

 

 

(33,784

)

(8.2

)%

Restricted cash

 

 

 

595

 

 

(595

)

(100.0

)%

Short-term investments

 

7,500

 

 

7,500

 

 

 

%

Trade accounts receivable, net

 

212,977

 

 

186,169

 

 

26,808

 

14.4

%

Refundable income taxes, net

 

10,243

 

 

9,708

 

 

535

 

5.5

%

Other current assets

 

42,874

 

 

38,886

 

 

3,988

 

10.3

%

Total current assets

 

653,141

 

 

656,189

 

 

(3,048

)

(0.5

)%

 

 

 

 

 

 

 

 

Property and equipment

 

23,396

 

 

23,813

 

 

(417

)

(1.8

)%

Less - accumulated depreciation and amortization

 

18,246

 

 

17,629

 

 

617

 

3.5

%

Property and equipment, net

 

5,150

 

 

6,184

 

 

(1,034

)

(16.7

)%

 

 

 

 

 

 

 

 

Intangible assets, net

 

9,167

 

 

20,167

 

 

(11,000

)

(54.5

)%

Goodwill

 

502,067

 

 

501,756

 

 

311

 

0.1

%

Deferred commissions, net

 

40,727

 

 

44,452

 

 

(3,725

)

(8.4

)%

Deferred income taxes

 

57,873

 

 

1,982

 

 

55,891

 

2,819.9

%

Other assets, net

 

26,052

 

 

28,641

 

 

(2,589

)

(9.0

)%

 

 

1,294,177

 

 

1,259,371

 

 

34,806

 

2.8

%

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Trade accounts payable

 

129,730

 

 

112,271

 

 

17,459

 

15.6

%

Accrued payroll and related expenses

 

55,063

 

 

50,776

 

 

4,287

 

8.4

%

Other accrued expenses

 

40,280

 

 

38,586

 

 

1,694

 

4.4

%

Deferred revenue

 

39,714

 

 

45,885

 

 

(6,171

)

(13.4

)%

Total current liabilities

 

264,787

 

 

247,518

 

 

17,269

 

7.0

%

 

 

 

 

 

 

 

 

Other liabilities

 

57,411

 

 

62,994

 

 

(5,583

)

(8.9

)%

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

Preferred stock

 

 

 

 

 

 

n/a

Common stock

 

16,183

 

 

15,918

 

 

265

 

1.7

%

Additional paid-in capital

 

2,129,554

 

 

2,045,316

 

 

84,238

 

4.1

%

Retained earnings

 

1,459,310

 

 

1,313,358

 

 

145,952

 

11.1

%

Accumulated other comprehensive income

 

5,640

 

 

4,295

 

 

1,345

 

31.3

%

Treasury stock, at cost

 

(2,638,708

)

 

(2,430,028

)

 

(208,680

)

8.6

%

Total stockholders' equity

 

971,979

 

 

948,859

 

 

23,120

 

2.4

%

 

 

1,294,177

 

 

1,259,371

 

 

34,806

 

2.8

%

 

 

 

 

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

 

 

For the three months ended March 31,

 

 

2026

 

2025

Cash flows from operating activities:

 

 

 

 

Net earnings (loss)

 

70,912

 

 

(6,267

)

Earnings from discontinued operations, net of tax

 

(1,176

)

 

 

Non-cash operating activities:

 

 

 

 

Depreciation and amortization

 

3,320

 

 

3,803

 

Loss on disposal or impairment of assets

 

8

 

 

44

 

Lease-related impairment and restructuring charges

 

 

 

(28

)

Gain on sale of strategic investments

 

(112

)

 

(515

)

Loss on marketable equity securities

 

124

 

 

206

 

Provision for doubtful accounts

 

696

 

 

(453

)

Deferred income taxes

 

(56,385

)

 

(496

)

Non-cash stock compensation expense

 

18,930

 

 

24,166

 

Changes in operating assets and liabilities:

 

 

 

 

Accounts receivable, net

 

4,909

 

 

25,187

 

Deferred commissions

 

(492

)

 

46

 

Other assets

 

4,314

 

 

4,703

 

Accounts payable and other liabilities

 

15,915

 

 

11,738

 

Income taxes

 

4,142

 

 

(523

)

Deferred revenue

 

(6,203

)

 

969

 

Net cash provided by operating activities

 

58,902

 

 

62,580

 

Cash flows from investing activities:

 

 

 

 

Capital expenditures

 

(289

)

 

(293

)

Proceeds from sale of strategic investment

 

112

 

 

763

 

Net cash provided by (used in) investing activities

 

(177

)

 

470

 

Cash flows from financing activities:

 

 

 

 

Proceeds related to the issuance of common stock under stock and employee benefit plans

 

103

 

 

202

 

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

 

(570

)

 

(1,026

)

Acquisition of treasury stock

 

(75,604

)

 

(25,447

)

Net cash used in financing activities

 

(76,071

)

 

(26,271

)

Net cash provided by (used in) continuing operations

 

(17,346

)

 

36,779

 

Cash flows from discontinued operations:

 

 

 

 

From operating activities

 

1,176

 

 

(798

)

Net cash provided by (used in) discontinued operations

 

1,176

 

 

(798

)

Net cash provided by (used in) continuing and discontinued operations

 

(16,170

)

 

35,981

 

Effect of exchange rate changes on cash

 

(171

)

 

580

 

 

 

 

 

 

Net change in cash, cash equivalents and restricted cash

 

(16,341

)

 

36,561

 

Cash, cash equivalents and restricted cash at beginning of period

 

395,888

 

 

377,365

 

Cash, cash equivalents and restricted cash at end of period

 

379,547

 

 

413,926

 

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

Cash paid for income taxes, net

 

1,642

 

 

558

 

Cash received for income taxes, net from discontinued operations

 

(1,863

)

 

 

Cash received for tenant improvement allowances

 

 

 

(870

)

Cash paid for operating lease liabilities

 

2,492

 

 

2,426

 

Operating lease assets obtained in exchange for operating lease liabilities

 

426

 

 

 

Operating lease assets, and related lease liabilities, relinquished in lease terminations

 

 

 

(40

)

Purchases of property, plant and equipment remaining unpaid at period end

 

44

 

 

20

 

Marketable equity securities obtained in disposition of strategic investment

 

 

 

652

 

Excise tax payable on net stock repurchases

 

690

 

 

64

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

 

 

For the twelve months ended March 31,

 

 

2026

 

2025

Cash flows from operating activities:

 

 

 

 

Net earnings (loss)

 

145,952

 

 

(814

)

Earnings from discontinued operations, net of tax

 

(1,176

)

 

(1,688

)

Non-cash operating activities:

 

 

 

 

Depreciation and amortization

 

13,399

 

 

17,207

 

Loss on disposal or impairment of assets

 

148

 

 

85

 

Lease-related impairment and restructuring charges

 

617

 

 

14

 

Gain on sale of strategic investments

 

(159

)

 

(515

)

Loss on marketable equity securities

 

260

 

 

206

 

Provision for doubtful accounts

 

1,991

 

 

695

 

Deferred income taxes

 

(56,272

)

 

(447

)

Non-cash stock compensation expense

 

82,988

 

 

107,979

 

Changes in operating assets and liabilities:

 

 

 

 

Accounts receivable, net

 

(28,345

)

 

3,547

 

Deferred commissions

 

3,725

 

 

3,691

 

Other assets

 

2,477

 

 

2,105

 

Accounts payable and other liabilities

 

3,023

 

 

3,573

 

Income taxes

 

5,437

 

 

3,430

 

Deferred revenue

 

(6,310

)

 

14,897

 

Net cash provided by operating activities

 

167,755

 

 

153,965

 

Cash flows from investing activities:

 

 

 

 

Capital expenditures

 

(1,376

)

 

(1,042

)

Cash paid in acquisitions, net of cash received

 

(595

)

 

(1,951

)

Purchases of investments

 

 

 

(1,967

)

Proceeds from sales of investments

 

 

 

26,989

 

Proceeds from sale of strategic investment

 

359

 

 

763

 

Purchases of strategic investments

 

(3,320

)

 

(1,400

)

Net cash provided by (used in) investing activities

 

(4,932

)

 

21,392

 

Cash flows from financing activities:

 

 

 

 

Proceeds related to the issuance of common stock under stock and employee benefit plans

 

8,207

 

 

8,833

 

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

 

...(13,017

)

 

(10,331

)

Acquisition of treasury stock

 

(194,534

)

 

(101,198

)

Net cash used in financing activities

 

(199,344

)

 

(102,696

)

Net cash provided by (used in) continuing operations

 

(36,521

)

 

72,661

 

Cash flows from discontinued operations:

 

 

 

 

From operating activities

 

1,176

 

 

1,688

 

Net cash provided by discontinued operations

 

1,176

 

 

1,688

 

Net cash provided by (used in) continuing and discontinued operations

 

(35,345

)

 

74,349

 

Effect of exchange rate changes on cash

 

966

 

 

106

 

 

 

 

 

 

Net change in cash, cash equivalents and restricted cash

 

(34,379

)

 

74,455

 

Cash, cash equivalents and restricted cash at beginning of period

 

413,926

 

 

339,471

 

Cash, cash equivalents and restricted cash at end of period

 

379,547

 

 

413,926

 

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

Cash paid for income taxes, net from continuing operations

 

3,963

 

 

22,548

 

Cash received for income taxes, net from discontinued operations

 

(1,863

)

 

(2,486

)

Cash received for tenant improvement allowances

 

 

 

(2,628

)

Cash paid for operating lease liabilities

 

9,963

 

 

9,798

 

Operating lease assets obtained in exchange for operating lease liabilities

 

1,173

 

 

2,327

 

Operating lease assets, and related lease liabilities, relinquished in lease terminations

 

 

 

(595

)

Purchases of property, plant and equipment remaining unpaid at period end

 

44

 

 

20

 

Marketable equity securities obtained in disposition of strategic investment

 

 

 

652

 

Excise tax payable on net stock repurchases

 

1,257

 

 

128

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC AND SUBSIDIARIES

CALCULATION OF FREE CASH FLOW (1)

(Unaudited)

(Dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6/30/2024

9/30/2024

12/31/2024

3/31/2025

FY2025

 

6/30/2025

9/30/2025

12/31/2025

3/31/2026

FY2026

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating activities

 

$

(9,328

)

$

55,596

 

$

45,117

 

$

62,580

 

$

153,965

 

 

$

(15,821

)

$

57,408

 

$

67,266

 

$

58,902

 

$

167,755

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(226

)

 

(241

)

 

(282

)

 

(293

)

 

(1,042

)

 

 

(336

)

 

(589

)

 

(162

)

 

(289

)

 

(1,376

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Free Cash Flow

 

$

(9,554

)

$

55,355

 

$

44,835

 

$

62,287

 

$

152,923

 

 

$

(16,157

)

$

56,819

 

$

67,104

 

$

58,613

 

$

166,379

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Yr-to-Yr

 

 

FY2025

 

FY2026

 

FY2026 to FY2025

 

 

6/30/2024

9/30/2024

12/31/2024

3/31/2025

FY2025

 

6/30/2025

9/30/2025

12/31/2025

3/31/2026

FY2026

 

%

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

175,961

 

 

185,483

 

 

195,412

 

 

188,724

 

 

745,580

 

 

 

194,822

 

 

199,829

 

 

212,197

 

 

206,092

 

 

812,940

 

 

9.0

%

67,360

 

Cost of revenue

 

 

51,749

 

 

51,234

 

 

54,998

 

 

57,929

 

 

215,910

 

 

 

58,319

 

 

59,594

 

 

59,656

 

 

60,548

 

 

238,117

 

 

10.3

%

22,207

 

Gross profit

 

 

124,212

 

 

134,249

 

 

140,414

 

 

130,795

 

 

529,670

 

 

 

136,503

 

 

140,235

 

 

152,541

 

 

145,544

 

 

574,823

 

 

8.5

%

45,153

 

% Gross margin

 

 

70.6

%

 

72.4

%

 

71.9

%

 

69.3

%

 

71.0

%

 

 

70.1

%

 

70.2

%

 

71.9

%

 

70.6

%

 

70.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

44,118

 

 

43,889

 

 

42,735

 

 

45,926

 

 

176,668

 

 

 

39,608

 

 

36,952

 

 

33,823

 

 

37,756

 

 

148,139

 

 

(16.1

)%

(28,529

)

Sales and marketing

 

 

54,175

 

 

51,107

 

 

50,863

 

 

56,961

 

 

213,106

 

 

 

51,906

 

 

48,685

 

 

48,864

 

 

56,192

 

 

205,647

 

 

(3.5

)%

(7,459

)

General and administrative

 

 

30,961

 

 

31,369

 

 

31,994

 

 

32,175

 

 

126,499

 

 

 

37,345

 

 

33,170

 

 

29,078

 

 

32,988

 

 

132,581

 

 

4.8

%

6,082

 

Gains, losses and other items, net

 

 

206

 

 

397

 

 

149

 

 

7,241

 

 

7,993

 

 

 

423

 

 

 

 

1,252

 

 

3,315

 

 

4,990

 

 

(37.6

)%

(3,003

)

Total operating expenses

 

 

129,460

 

 

126,762

 

 

125,741

 

 

142,303

 

 

524,266

 

 

 

129,282

 

 

118,807

 

 

113,017

 

 

130,251

 

 

491,357

 

 

(6.3

)%

(32,909

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

 

(5,248

)

 

7,487

 

 

14,673

 

 

(11,508

)

 

5,404

 

 

 

7,221

 

 

21,428

 

 

39,524

 

 

15,293

 

 

83,466

 

 

1,444.5

%

78,062

 

% Margin

 

(3.0)%

 

4.0

%

 

7.5

%

(6.1)%

 

0.7

%

 

 

3.7

%

 

10.7

%

 

18.6

%

 

7.4

%

 

10.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total other income, net

 

 

4,444

 

 

4,197

 

 

4,033

 

 

4,762

 

 

17,436

 

 

 

3,709

 

 

3,544

 

 

3,378

 

 

3,967

 

 

14,598

 

 

(16.3

)%

(2,838

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations before income taxes

 

 

(804

)

 

11,684

 

 

18,706

 

 

(6,746

)

 

22,840

 

 

 

10,930

 

 

24,972

 

 

42,902

 

 

19,260

 

 

98,064

 

 

329.4

%

75,224

 

Income tax expense (benefit)

 

 

6,685

 

 

9,952

 

 

9,184

 

 

(479

)

 

25,342

 

 

 

3,183

 

 

(2,448

)

 

3,029

 

 

(50,476

)

 

(46,712

)

 

N/A

(72,054

)

Net earnings (loss) from continuing operations

 

 

(7,489

)

 

1,732

 

 

9,522

 

 

(6,267

)

 

(2,502

)

 

 

7,747

 

 

27,420

 

 

39,873

 

 

69,736

 

 

144,776

 

 

N/A

147,278

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings from discontinued operations, net of tax

 

 

 

 

 

 

1,688

 

 

 

 

1,688

 

 

 

 

 

 

 

 

 

1,176

 

 

1,176

 

 

(30.3

)%

(512

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings (loss)

 

$

(7,489

)

$

1,732

 

$

11,210

 

$

(6,267

)

$

(814

)

 

$

7,747

 

$

27,420

 

$

39,873

 

$

70,912

 

$

145,952

 

 

N/A

146,766

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing Operations

 

 

(0.11

)

 

0.03

 

 

0.15

 

 

(0.10

)

 

(0.04

)

 

 

0.12

 

 

0.42

 

 

0.63

 

 

1.12

 

 

2.26

 

 

N/A

2.30

 

Discontinued Operations

 

 

0.00

 

 

0.00

 

 

0.03

 

 

0.00

 

 

0.03

 

 

 

0.00

 

 

0.00

 

 

0.00

 

 

0.02

 

 

0.02

 

 

(28.1

)%

(0.01

)

Basic earnings (loss) per share

 

 

(0.11

)

 

0.03

 

 

0.17

 

 

(0.10

)

 

(0.01

)

 

 

0.12

 

 

0.42

 

 

0.63

 

 

1.14

 

 

2.28

 

 

N/A

2.29

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing Operations

 

 

(0.11

)

 

0.03

 

 

0.14

 

 

(0.10

)

 

(0.04

)

 

 

0.12

 

 

0.42

 

 

0.62

 

 

1.10

 

 

2.23

 

 

N/A

2.26

 

Discontinued Operations

 

 

0.00

 

 

0.00

 

 

0.03

 

 

0.00

 

 

0.03

 

 

 

0.00

 

 

0.00

 

 

0.00

 

 

0.02

 

 

0.02

 

 

(29.2

)%

(0.01

)

Diluted earnings (loss) per share

 

 

(0.11

)

 

0.03

 

 

0.17

 

 

(0.10

)

 

(0.01

)

 

 

0.12

 

 

0.42

 

 

0.62

 

 

1.12

 

 

2.24

 

 

N/A

2.26

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average shares

 

 

66,621

 

 

66,294

 

 

65,631

 

 

65,957

 

 

66,126

 

 

 

65,448

 

 

65,074

 

 

63,517

 

 

62,382

 

 

64,105

 

 

 

 

Diluted weighted average shares

 

 

66,621

 

 

67,309

 

 

66,743

 

 

65,957

 

 

66,126

 

 

 

66,731

 

 

65,781

 

 

64,285

 

 

63,382

 

 

65,045

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Some earnings (loss) per share amounts may not add due to rounding.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP EXPENSES (1)

(Unaudited)

(Dollars in thousands)

 

 

FY2025

 

FY2026

 

 

6/30/2024

9/30/2024

12/31/2024

3/31/2025

FY2025

 

6/30/2025

9/30/2025

12/31/2025

3/31/2026

FY2026

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$

51,749

 

$

51,234

 

$

54,998

 

$

57,929

 

$

215,910

 

 

58,319

 

59,594

 

59,656

 

60,548

 

238,117

 

Research and development

 

 

44,118

 

 

43,889

 

 

42,735

 

 

45,926

 

 

176,668

 

 

39,608

 

36,952

 

33,823

 

37,756

 

148,139

 

Sales and marketing

 

 

54,175

 

 

51,107

 

 

50,863

 

 

56,961

 

 

213,106

 

 

51,906

 

48,685

 

48,864

 

56,192

 

205,647

 

General and administrative

 

 

30,961

 

 

31,369

 

 

31,994

 

 

32,175

 

 

126,499

 

 

37,345

 

33,170

 

29,078

 

32,988

 

132,581

 

Gains, losses and other items, net

 

 

206

 

 

397

 

 

149

 

 

7,241

 

 

7,993

 

 

423

 

 

1,252

 

3,315

 

4,990

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit, continuing operations:

 

 

124,212

 

 

134,249

 

 

140,414

 

 

130,795

 

 

529,670

 

 

136,503

 

140,235

 

152,541

 

145,544

 

574,823

 

% Gross margin

 

 

70.6

%

 

72.4

%

 

71.9

%

 

69.3

%

 

71.0

%

 

70.1

%

70.2

%

71.9

%

70.6

%

70.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Excluded items:

 

 

 

 

 

 

 

 

 

 

 

 

Purchased intangible asset amortization (cost of revenue)

 

 

3,846

 

 

3,748

 

 

3,686

 

 

3,135

 

 

14,415

 

 

2,750

 

2,750

 

2,750

 

2,750

 

11,000

 

Non-cash stock compensation (cost of revenue)

 

 

1,596

 

 

1,499

 

 

1,455

 

 

1,615

 

 

6,165

 

 

1,541

 

1,452

 

1,033

 

891

 

4,917

 

Non-cash stock compensation (research and development)

 

 

10,205

 

 

10,920

 

 

10,085

 

 

10,494

 

 

41,704

 

 

8,332

 

6,503

 

5,634

 

5,093

 

25,562

 

Non-cash stock compensation (sales and marketing)

 

 

7,093

 

 

7,383

 

 

7,278

 

 

5,716

 

 

27,470

 

 

6,014

 

5,469

 

5,018

 

6,419

 

22,920

 

Non-cash stock compensation (general and administrative)

 

 

9,091

 

 

9,266

 

 

7,942

 

 

6,341

 

 

32,640

 

 

9,523

 

7,093

 

6,446

 

6,527

 

29,589

 

Restructuring charges (gains, losses, and other)

 

 

206

 

 

397

 

 

149

 

 

7,241

 

 

7,993

 

 

423

 

 

1,252

 

3,315

 

4,990

 

Total excluded items

 

 

32,037

 

 

33,213

 

 

30,595

 

 

34,542

 

 

130,387

 

 

28,583

 

23,267

 

22,133

 

24,995

 

98,978

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses, excluding items:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

 

46,307

 

 

45,987

 

 

49,857

 

 

53,179

 

 

195,330

 

 

54,028

 

55,392

 

55,873

 

56,907

 

222,200

 

Research and development

 

 

33,913

 

 

32,969

 

 

32,650

 

 

35,432

 

 

134,964

 

 

31,276

 

30,449

 

28,189

 

32,663

 

122,577

 

Sales and marketing

 

 

47,082

 

 

43,724

 

 

43,585

 

 

51,245

 

 

185,636

 

 

45,892

 

43,216

 

43,846

 

49,773

 

182,727

 

General and administrative

 

 

21,870

 

 

22,103

 

 

24,052

 

 

25,834

 

 

93,859

 

 

27,822

 

26,077

 

22,632

 

26,461

 

102,992

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit, excluding items:

 

$

129,654

 

$

139,496

 

$

145,555

 

$

135,545

 

$

550,250

 

 

140,794

 

144,437

 

156,324

 

149,185

 

590,740

 

% Gross margin

 

 

73.7

%

 

75.2

%

 

74.5

%

 

71.8

%

 

73.8

%

 

72.3

%

72.3

%

73.7

%

72.4

%

72.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 


LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP EPS (1)

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

FY2025

 

FY2026

 

 

6/30/2024

9/30/2024

12/31/2024

3/31/2025

FY2025

 

6/30/2025

9/30/2025

12/31/2025

3/31/2026

FY2026

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations before income taxes

 

(804

)

11,684

18,706

(6,746

)

22,840

 

 

10,930

24,972

 

42,902

19,260

 

98,064

 

Income tax expense (benefit)

 

6,685

 

9,952

9,184

(479

)

25,342

 

 

3,183

(2,448

)

3,029

(50,476

)

(46,712

)

Net earnings (loss) from continuing operations

 

(7,489

)

1,732

9,522

(6,267

)

(2,502

)

 

7,747

27,420

 

39,873

69,736

 

144,776

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings from discontinued operations, net of tax

 

 

1,688

 

1,688

 

 

 

1,176

 

1,176

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings (loss)

 

(7,489

)

1,732

11,210

(6,267

)

(814

)

 

7,747

27,420

 

39,873

70,912

 

145,952

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

(0.11

)

0.03

0.17

(0.10

)

(0.01

)

 

0.12

0.42

 

0.63

1.14

 

2.28

 

Diluted

 

(0.11

)

0.03

0.17

(0.10

)

(0.01

)

 

0.12

0.42

 

0.62

1.12

 

2.24

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Excluded items:

 

 

 

 

 

 

 

 

 

 

 

 

Purchased intangible asset amortization (cost of revenue)

 

3,846

 

3,748

3,686

3,135

 

14,415

 

 

2,750

2,750

 

2,750

2,750

 

11,000

 

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

 

27,985

 

29,068

26,760

24,166

 

107,979

 

 

25,410

20,517

 

18,131

18,930

 

82,988

 

Restructuring and merger charges (gains, losses, and other)

 

206

 

397

149

7,241

 

7,993

 

 

423

 

1,252

3,315

 

4,990

 

Total excluded items from continuing operations

 

32,037

 

33,213

30,595

34,542

 

130,387

 

 

28,583

23,267

 

22,133

24,995

 

98,978

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes and excluding items

 

31,233

 

44,897

49,301

27,796

 

153,227

 

 

39,513

48,239

 

65,035

44,255

 

197,042

 

Income tax expense

 

7,371

 

10,745

12,421

7,759

 

38,296

 

 

9,878

12,060

 

16,259

11,064

 

49,261

 

Non-GAAP net earnings from continuing operations

 

23,862

 

34,152

36,880

20,037

 

114,931

 

 

29,635

36,179

 

48,776

33,191

 

147,781

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP earnings per share from continuing operations

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

0.36

 

0.52

0.56

0.30

 

1.74

 

 

0.45

0.56

 

0.77

0.53

 

2.31

 

Diluted

 

0.35

 

0.51

0.55

0.30

 

1.70

 

 

0.44

0.55

 

0.76

0.52

 

2.27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average shares

 

66,621

 

66,294

65,631

65,957

 

66,126

 

 

65,448

65,074

 

63,517

62,382

 

64,105

 

Diluted weighted average shares

 

68,463

 

67,309

66,743

67,479

 

67,499

 

 

66,731

65,781

 

64,285

63,382

 

65,045

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Some totals may not add due to rounding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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

 


APPENDIX A

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES

Q4 FISCAL 2026 FINANCIAL RESULTS

EXPLANATION OF NON-GAAP MEASURES AND OTHER KEY METRICS

 

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

 

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

 

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

 

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

 

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

 

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

 

Our non-GAAP financial schedules are:

 

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

 

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

 

Free Cash Flow: To supplement our statement of cash flows, we use a non-GAAP measure of cash flow to analyze cash flows generated from operations. Free cash flow is defined as operating cash flow less capital expenditures. Management believes that this measure of cash flow is meaningful since it represents the amount of money available from continuing operations for the Company's discretionary spending. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.