BELLEVUE, Wash., July 30, 2015 /PRNewswire/ -- Outerwall Inc. (Nasdaq: OUTR) today reported financial results for the second quarter ended June 30, 2015.

(Logo - http://photos.prnewswire.com/prnh/20130701/AQ41388LOGO)

"In the second quarter we continued to execute on our key strategies and delivered core results that were up significantly year-over-year across the board," said Nora M. Denzel, Outerwall's interim chief executive officer. "Although we recognized a goodwill impairment for ecoATM during the quarter, given its unique value proposition, we still expect ecoATM revenue growth and profitability over time as the business scales. Overall, our outlook for the second half of 2015 remains positive, with a strong box office expected in the fourth quarter."

The company also separately announced today that its board of directors has appointed Erik E. Prusch as chief executive officer effective July 31, 2015. Prusch will succeed Denzel, who will remain on the board.

"Erik joins Outerwall with more than 25 years of successful leadership and operations experience in consumer, retail, and technology companies, and I look forward to working with him to ensure a smooth transition," said Denzel.

During the three months ended June 30, 2015, the company recognized a non-cash, non-tax deductible charge for goodwill impairment of $85.9 million related to its ecoATM business segment. The impairment charge reflects the impact of competitive pressures on ecoATM and lowered expectations for future revenue growth. The charge resulted in a GAAP reported loss. Core results exclude the impact of the impairment charge as a non-core adjustment.



                          2015                     2014            Change

                  Second Quarter          Second Quarter                 %
                  --------------          --------------                ---

     GAAP
     Results

    --
     Consolidated
     revenue              $545.4  million                $546.5  million       (0.2)%

    --
     Income
     (loss)
     from
     continuing
     operations          $(47.4) million                 $23.8  million     (298.7)%

    --
     Net
     income
     (loss)              $(45.6) million                 $21.8  million     (309.7)%

    --
     Diluted
     earnings
     (loss)
     from
     continuing
     operations
     per
     common
     share*              $(2.66)                         $1.15              (331.3)%

    --
     Net
     cash
     provided
     by
     operating
     activities            $75.1  million                 $62.8  million        19.6%


     Core
     Results**

    --
     Core
     adjusted
     EBITDA
     from
     continuing
     operations           $121.8  million                $111.7  million         9.1%

    --
     Core
     diluted
     EPS
     from
     continuing
     operations*           $2.19                          $1.52                 44.1%

    --
     Free
     cash
     flow                  $55.6  million                 $36.8  million        51.4%


    *Beginning in the first quarter
     of 2015, the company applied
     the two-class method of
     calculating earnings per share
     for its GAAP results because
     the impact of unvested
     restricted shares as a
     percentage of total common
     shares outstanding became more
     dilutive given the level of
     stock repurchases over the
     prior year. Core diluted EPS
     from continuing operations
     continues to be reported under
     the treasury stock method.


    **Refer to Appendix A for a
     discussion of Use of Non-GAAP
     Financial Measures and Core and
     Non-Core Results.

Highlights from the second quarter 2015 include:


    --  Delivered 9.1% growth in core adjusted EBITDA from continuing operations
        to $121.8 million on essentially flat revenue reflecting solid execution
        and continued expense management
    --  Core diluted EPS from continuing operations grew 44.1% to $2.19 driven
        by higher profitability, a lower tax rate and lower share count
    --  Twentieth Century Fox Home Entertainment signed a new two-year, 28-day
        delay agreement with Redbox and Sony Pictures Home Entertainment
        recently extended the existing day and date agreement through September
        2016
    --  Free cash flow grew 51.4% to $55.6 million bringing the year to date
        total to $141.0 million
    --  Repurchased 284,537 shares of common stock for $22.0 million and paid
        another quarterly dividend of $0.30 per share

"In the second quarter, we delivered solid growth in core adjusted EBITDA, core diluted EPS from continuing operations and free cash flow through solid execution as we continue to align costs and capital expenditures with revenue and optimize the kiosk networks. Our performance allows us to raise expectations for core adjusted EBITDA and core diluted EPS from continuing operations and free cash flow for 2015," said Galen C. Smith, Outerwall's chief financial officer.

"We remain committed to our disciplined approach to capital allocation and returning 75-to-100 percent of annual free cash flow to shareholders," continued Smith. "In addition to paying out the quarterly dividend, we repurchased another $22 million in common stock in the quarter."

CONSOLIDATED RESULTS

GAAP Results

Consolidated revenue for the second quarter of 2015 was down slightly to $545.4 million, compared with $546.5 million in the second quarter of 2014, on lower revenue from Redbox nearly offset by higher revenue from ecoATM and Coinstar.

The loss from continuing operations for the second quarter of 2015 was $47.4 million, or $2.66 of diluted loss from continuing operations per common share, compared with income from continuing operations of $23.8 million, or $1.15 of diluted earnings from continuing operations per common share, in the second quarter of 2014, primarily due to the non-cash $85.9 million goodwill impairment charge recognized in the second quarter of 2015.

Net cash provided by operating activities increased 19.6% to $75.1 million in the second quarter of 2015, compared with $62.8 million in the second quarter of 2014. The increase was primarily due to higher Redbox segment operating income and a change in net non-cash income and expense included in net income and a decrease in net cash outflows from changes in working capital.

Cash capital expenditures for the second quarter of 2015 decreased 25.2% to $19.5 million, compared with $26.1 million in the second quarter of 2014, with the decrease primarily related to lower capital expenditures in the company's Redbox and Coinstar segments.

Core Results

Core adjusted EBITDA from continuing operations for the second quarter of 2015 was $121.8 million, which excludes the $85.9 million non-cash goodwill impairment charge and other non-core adjustments, an increase of $10.2 million, or 9.1%, compared with $111.7 million for the second quarter of 2014. The year-over-year increase was primarily due to higher Redbox segment operating income in the second quarter of 2015.

Core diluted EPS from continuing operations for the second quarter of 2015 was $2.19, an increase of 44.1% compared with $1.52 per diluted share in the second quarter of 2014. The increase was primarily attributable to the results of operations described and a reduction in the number of weighted average shares used in the diluted per share calculation due to stock repurchases. Non-core adjustments in the second quarter of 2015 amounted to $4.82 compared with $0.34 in the second quarter of 2014.

Free cash flow for the second quarter of 2015 was $55.6 million, an increase of $18.9 million, or 51.4%, compared with $36.8 million in the second quarter of 2014, primarily driven by higher net operating cash flow and lower capital expenditures.

SEGMENT RESULTS

Redbox

Redbox segment revenue for the second quarter of 2015 was $439.0 million, compared with $442.8 million in the second quarter of 2014, a modest 0.9% year-over-year decline despite a 13.1% decrease in rentals, as the recent price increases largely offset the impact of lower rentals.

Redbox generated approximately 146.0 million rentals in the second quarter of 2015, down from approximately 168.1 million rentals in the second quarter of 2014, primarily driven by a decline in video game rentals from a consumer transition to new generation platforms, lower demand from price-sensitive customers following the price increases, the expected secular decline in the physical market, and the removal of underperforming kiosks. Movie rentals were further impacted by weaker content and the timing of the release slate, as well as an increase in competition for viewing time from several significant theatrical releases during the second quarter of 2015.

Net revenue per rental was $3.00 in the second quarter of 2015, an increase of $0.37, or 14.1%, from $2.63 in the second quarter of 2014. The increase in net revenue per rental was primarily the result of the price increases, partially offset by an expected increase in single night rental activity as a result of the price increases.

Redbox segment operating income in the second quarter of 2015 was $98.9 million, an increase of 14.7%, compared with $86.2 million in the second quarter of 2014. Segment operating margin increased 300 basis points to 22.5% in the second quarter of 2015, compared with segment operating margin of 19.5% in the second quarter of 2014, primarily attributable to a decrease in direct operating expenses, driven by gross margin improvement. Direct operating and marketing expense also improved as the company continued to drive operating efficiencies in the business to align the cost structure with an anticipated gradual decline in physical rental demand.

Coinstar

Coinstar segment revenue was $80.3 million, an increase of $0.4 million, or 0.5%, compared with $79.9 million in the second quarter of 2014, primarily due to the growth in the number of Coinstar Exchange kiosks and transactions partially offset by decreased revenue for Coinstar in the U.S. due to a reduction in volume.

The U.K. business continued to benefit from the increased coin voucher product transaction fee implemented in August 2014, however the benefit was offset by the unfavorable exchange rate impact on U.K. revenue in the second quarter of 2015 due to the strengthening of the U.S. dollar versus the British pound as compared with the second quarter of 2014.

The average Coinstar transaction size increased on a year-over-year basis, while the number of transactions declined for the second quarter of 2015, reflecting larger pours and less frequent visits and a slight decrease in the U.S. kiosk base year-over-year as a result of continued optimization efforts.

Coinstar segment operating income was $31.9 million in the second quarter of 2015, an increase of $1.1 million, or 3.6%, compared with $30.8 million in the second quarter of 2014. Coinstar segment operating margin increased 120 basis points to 39.8% for the second quarter of 2015, compared with 38.6% in the second quarter of 2014, as the business continues to identify opportunities to reduce costs and actively manage expenses.

ecoATM

Revenue in the ecoATM segment was $26.1 million in the second quarter of 2015, an increase of $2.3 million, or 9.5%, compared with $23.8 million in the second quarter of 2014, primarily due to the increase in the number of ecoATM installed kiosks, offset by a lower average selling price on value devices due to a lower mix of higher value devices and lower collections per kiosk compared with the second quarter of 2014.

ecoATM installed approximately 120 net new kiosks in the quarter, primarily in the mass merchant channel, and ended the quarter with a total of 2,260 kiosks installed. During the quarter, ecoATM also redeployed approximately 70 underperforming kiosks from the grocery channel to the mall and mass merchant channels to optimize the profitability of the ecoATM kiosk network.

Collections of value devices on a per kiosk basis were lower in the second quarter of 2015 than in the second quarter of 2014 as a result of fewer transactions at the kiosks, primarily due to competition from carriers. Carrier marketing also impacted the number of higher value devices and the mix of overall value devices collected in the second quarter of 2015, which were the primary reasons for the decline in the average selling price of value devices compared with the second quarter of 2014. Compared with the first quarter of 2015, collections of higher value devices, collections per kiosk and the average selling price improved slightly in the second quarter of 2015 but were below our expectations and historical seasonal trends.

The segment operating loss increased $88.4 million in the second quarter of 2015 to $92.8 million, compared with $4.5 million in the second quarter of 2014, primarily due to the $85.9 million goodwill impairment charge recognized in the second quarter of 2015. Excluding the $85.9 million goodwill impairment charge, the segment operating loss increased $2.5 million, primarily due to an increase in direct operating expenses associated with the increase in the installed kiosk base. As the company continues to install additional ecoATM kiosks and existing kiosks continue to ramp, the company expects to leverage the fixed cost portions of direct operating expenses.

CAPITAL ALLOCATION

On July 28, 2015, the company's board of directors declared a quarterly cash dividend of $0.30 per share expected to be paid on September 15, 2015, to all stockholders of record as of the close of business on August 28, 2015.

During the second quarter of 2015, the company repurchased 284,537 shares of common stock at an average price per share of $77.40 for $22.0 million. As of June 30, 2015, there was approximately $353.4 million remaining under the company's stock repurchase authorization.

2015 ANNUAL GUIDANCE

The following table presents the company's updated full-year 2015 guidance and reflects the company's second quarter results and current outlook on the remainder of the year:



    2015 FULL-YEAR GUIDANCE                          As of

    Dollars in millions, except per share
     data                                        July 30, 2015
                                                 -------------

    Consolidated results

    Revenue                                        $2,263 - $2,353

    Core adjusted EBITDA from continuing
     operations(1)                                     $481 - $515

    Core diluted EPS from continuing
     operations(1)(2)                                $8.12 - $9.12

    Free cash flow(1)                                  $231 - $271

    Weighted average diluted shares
     outstanding(2)                               17.9 - 18.0

    Core effective tax rate                          35.5% - 37.5%

    Segment revenue

    Redbox                                         $1,850 - $1,925

    Coinstar                                           $313 - $318

    ecoATM                                             $100 - $110

    Capital expenditures

    Redbox                                               $15 - $20

    Coinstar                                             $16 - $20

    ecoATM                                               $25 - $34

    Corporate                                            $26 - $33

    Total CAPEX                                         $82 - $107
                                                        ==========

    Net kiosk installations

    Redbox                                     (1,000) - (1,900)

    Coinstar                                       0 - (100)

    ecoATM                                         400 - 500



    (1)          Refer to Appendix A for a
                 discussion of Use of Non-GAAP
                 Financial Measures and Core and
                 Non-Core Results


    (2)          Excludes the impact of any
                 potential share repurchases for
                 the remainder of 2015

ADDITIONAL INFORMATION

Additional information regarding the company's 2015 second quarter operating and financial results and guidance is included in the company's prepared remarks, which, as well as this press release, are posted on the Investor Relations section of the corporate website at ir.outerwall.com.

CONFERENCE CALL

The company will host a conference call today at 2:30 p.m. PDT (5:30 p.m. EDT) to discuss second quarter 2015 earnings results and an update to 2015 guidance. The conference call will be webcast live and archived on the Investor Relations section of Outerwall's website at ir.outerwall.com. A recording of the call will be available approximately two hours after the call ends through August 13, 2015, at 1-855-859-2056 or 1-404-537-3406, using conference ID 74496002.

ABOUT OUTERWALL INC.

Outerwall Inc. (Nasdaq: OUTR) has more than 20 years of experience creating some of the most profitable spaces for their retail partners. The company delivers breakthrough kiosk experiences that delight consumers and generate revenue for retailers. As the company that brought consumers Redbox(®) entertainment, Coinstar(®) money services, and ecoATM(®) electronics recycling kiosks, Outerwall is leading the next generation of automated retail and paving the way for inventive, scalable businesses. Outerwall(TM) kiosks are in neighborhood grocery stores, drug stores, mass merchants, malls, and other retail locations in the United States, Canada, Puerto Rico, the United Kingdom, and Ireland. Learn more at www.outerwall.com.

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

Certain statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe," "estimate," "expect," "intend," "will," "anticipate," "goals," variations of such words, and similar expressions identify forward-looking statements, but their absence does not mean that the statement is not forward-looking. The forward-looking statements in this release include statements regarding Outerwall Inc.'s anticipated growth and future operating results, including 2015 full year results. Forward-looking statements are not guarantees of future performance and actual results may vary materially from the results expressed or implied in such statements. Differences may result from actions taken by Outerwall Inc. or its subsidiaries, as well as from risks and uncertainties beyond Outerwall Inc.'s control. Such risks and uncertainties include, but are not limited to,


    --  competition from other entertainment providers,
    --  the ability to achieve the strategic and financial objectives for our
        entry into new businesses, including ecoATM and SAMPLEit,
    --  our ability to repurchase stock and the availability of an open trading
        window,
    --  our declaration and payment of dividends, including our board's
        discretion to change the dividend policy,
    --  the termination, non-renewal or renegotiation on materially adverse
        terms of our contracts with our significant retailers and suppliers,
    --  payment of increased fees to retailers, suppliers and other third-party
        providers, including financial service providers,
    --  the timing of new DVD releases and the inability to receive delivery of
        DVDs on the date of their initial release to the general public, or
        shortly thereafter, or in sufficient quantity, for home entertainment
        viewing,
    --  the effective management of our content library,
    --  the timing of the release slate and the relative attractiveness of
        titles in a particular quarter or year,
    --  the ability to attract new retailers, penetrate new markets and
        distribution channels and react to changing consumer demands,
    --  loss of key personnel or the inability of replacements to quickly and
        successfully perform in those new roles,
    --  the ability to generate sufficient cash flow to timely and fully service
        indebtedness and adhere to certain covenants and restrictions,
    --  the ability to adequately protect our intellectual property, and
    --  the application of substantial federal, state, local and foreign laws
        and regulations specific to our business.

The foregoing list of risks and uncertainties is illustrative, but by no means exhaustive. For more information on factors that may affect future performance, please review "Risk Factors" described in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. These forward-looking statements reflect Outerwall Inc.'s expectations as of the date of this press release. Outerwall Inc. undertakes no obligation to update the information provided herein.

(Consolidated Financial Statements, Business Segment Information and Appendix A Follow)



                                                                                               OUTERWALL INC.

                                                                           CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

                                                                                    (in thousands, except per share data)

                                                                                                 (unaudited)


                                                           Three Months Ended                                            Six Months Ended

                                                              June 30,                                                June 30,
                                                              --------                                                --------

                                                     2015                   2014                      2015                               2014
                                                     ----                   ----                      ----                               ----

    Revenue                                                $545,369                                          $546,527                         $1,154,005    $1,144,289

    Expenses:

    Direct operating(1)                           369,619                            381,734                               774,803                801,376

    Marketing                                       8,047                              9,136                                16,467                 16,129

    Research and development                        2,039                              3,412                                 4,123                  6,886

    General and administrative                     48,783                             48,596                                97,339                101,204

    Restructuring and lease
     termination costs                                  -                                 -                               15,851                    557

    Goodwill impairment                            85,890                                  -                               85,890                      -

    Depreciation and other                         45,174                             47,812                                87,860                 95,754

    Amortization of intangible
     assets                                         3,309                              3,840                                 6,618                  7,682
                                                    -----                              -----                                 -----                  -----

    Total expenses                                562,861                            494,530                             1,088,951              1,029,588
                                                  -------                            -------                             ---------              ---------

    Operating income (loss)                      (17,492)                            51,997                                65,054                114,701

    Other income (expense), net:

    Loss from equity method
     investments, net                               (133)                          (10,541)                                (265)              (19,909)

    Interest expense, net                        (12,183)                          (12,932)                             (24,254)              (22,580)

    Other income (expense), net                       642                              1,614                               (1,704)                   966
                                                      ---                              -----                                ------                    ---

    Total other income
     (expense), net                              (11,674)                          (21,859)                             (26,223)              (41,523)
                                                  -------                            -------                               -------                -------

    Income (loss) from
     continuing operations
     before income taxes                         (29,166)                            30,138                                38,831                 73,178

    Income tax expense                           (18,185)                           (6,305)                             (44,027)              (21,739)
                                                  -------                             ------                               -------                -------

    Income (loss) from
     continuing operations                       (47,351)                            23,833                               (5,196)                51,439

    Income (loss) from
     discontinued operations,
     net of tax                                     1,735                            (2,080)                              (4,821)               (6,511)

    Net income (loss)                            (45,616)                            21,753                              (10,017)                44,928

    Foreign currency
     translation adjustment(2)                        473                              (336)                                3,327                    539
                                                      ---                               ----                                 -----                    ---

    Comprehensive income (loss)                           $(45,143)                                          $21,417                           $(6,690)      $45,467
                                                           ========                                           =======                            =======       =======


    Income (loss) from continuing operations
     attributable to common shares:

    Basic                                                 $(47,472)                                          $23,016                           $(5,465)      $49,880

    Diluted                                               $(47,472)                                          $23,036                           $(5,465)      $49,918


    Basic earnings (loss) per common share:

    Continuing operations                                   $(2.66)                                            $1.18                            $(0.30)        $2.30

    Discontinued operations                          0.10                             (0.11)                               (0.27)                (0.30)

    Basic earnings (loss) per
     common share                                           $(2.56)                                            $1.07                            $(0.57)        $2.00
                                                             ======                                             =====                             ======         =====


    Diluted earnings (loss) per common share:

    Continuing operations                                   $(2.66)                                            $1.15                            $(0.30)        $2.24

    Discontinued operations                          0.10                             (0.10)                               (0.27)                (0.29)

    Diluted earnings (loss) per
     common share                                           $(2.56)                                            $1.05                            $(0.57)        $1.95
                                                             ======                                             =====                             ======         =====


    Weighted average common shares used in basic
     and diluted per share calculations:

    Basic                                          17,848                             19,541                                18,057                 21,730

    Diluted                                        17,848                             20,048                                18,057                 22,298


    Dividends declared per
     common share                                             $0.30                                     $           -                             $0.60   $         -



    (1)              "Direct operating" excludes
                     "Depreciation and other" of
                     $29.6 million and $58.0 million
                     for the three and six months
                     ended June 30, 2015,
                     respectively, and $31.4 million
                     and $63.1 million for the three
                     and six months ended June 30,
                     2014, respectively.


    (2)              Foreign currency translation
                     adjustment had no tax effect for
                     the three and six months ended
                     June 30, 2015 and 2014,
                     respectively.


                                                                                                   OUTERWALL INC.

                                                                                             CONSOLIDATED BALANCE SHEETS

                                                                                          (in thousands, except share data)

                                                                                                     (unaudited)


                                                                                                                             June 30,              December 31,
                                                                                                                                   2015                       2014
                                                                                                                                   ----                       ----

    Assets

    Current Assets:

    Cash and cash equivalents                                                                                                             $237,708                     $242,696

    Accounts receivable, net of allowances of $979 and $2,223                                                                    33,432                       48,590

    Content library                                                                                                             146,556                      180,121

    Prepaid expenses and other current assets                                                                                    60,064                       39,837
                                                                                                                                 ------                       ------

    Total current assets                                                                                                        477,760                      511,244

    Property and equipment, net                                                                                                 360,445                      428,468

    Deferred income taxes                                                                                                         2,480                       11,378

    Goodwill and other intangible assets, net                                                                                   531,446                      623,998

    Other long-term assets                                                                                                        7,098                        8,231
                                                                                                                                  -----                        -----

    Total assets                                                                                                                        $1,379,229                   $1,583,319
                                                                                                                                        ==========                   ==========

    Liabilities and Stockholders' Equity

    Current Liabilities:

    Accounts payable                                                                                                                      $147,209                     $168,633

    Accrued payable to retailers                                                                                                114,815                      126,290

    Other accrued liabilities                                                                                                   134,566                      137,126

    Current portion of long-term debt and other long-term liabilities                                                            18,490                       20,416

    Deferred income taxes                                                                                                        25,676                       21,432

    Total current liabilities                                                                                                   440,756                      473,897

    Long-term debt and other long-term liabilities                                                                              892,075                      973,669

    Deferred income taxes                                                                                                        22,237                       38,375
                                                                                                                                 ------                       ------

    Total liabilities                                                                                                         1,355,068                    1,485,941

    Commitments and contingencies

    Stockholders' Equity:

    Preferred stock, $0.001 par value - 5,000,000 shares authorized; no shares issued or outstanding                                  -                           -

    Common stock, $0.001 par value - 60,000,000 authorized;

    36,695,640 and 36,600,166 shares issued;

    18,169,984 and 18,926,242 shares outstanding;                                                                               477,259                      473,592

    Treasury stock                                                                                                          (1,055,447)                    (996,293)

    Retained earnings                                                                                                           599,332                      620,389

    Accumulated other comprehensive income (loss)                                                                                 3,017                        (310)
                                                                                                                                  -----                         ----

    Total stockholders' equity                                                                                                   24,161                       97,378
                                                                                                                                 ------                       ------

    Total liabilities and stockholders' equity                                                                                          $1,379,229                   $1,583,319
                                                                                                                                        ==========                   ==========


                                                                                                OUTERWALL INC.

                                                                                    CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                                (in thousands)

                                                                                                 (unaudited)


                                                               Three Months Ended                                            Six Months Ended

                                                                  June 30,                                                June 30,
                                                                  --------                                                --------

                                                        2015                    2014                      2015                     2014
                                                        ----                    ----                      ----                     ----

    Operating Activities:

    Net income (loss)                                         $(45,616)                                          $21,753                         $(10,017)   $44,928

    Adjustments to reconcile net income (loss) to
     net cash flows from operating activities:

    Depreciation and other                            45,174                              49,154                                93,718                98,258

    Amortization of intangible
     assets                                            3,309                               3,847                                 6,662                 7,695

    Share-based payments expense                       3,289                               3,079                                 7,192                 6,844

    Windfall excess tax benefits
     related to share-based
     payments                                          (160)                              (243)                                (686)              (1,953)

    Deferred income taxes                            (1,392)                            (5,440)                              (3,939)             (15,004)

    Restructuring and lease
     termination costs(2)                                  -                                  -                                1,680                     -

    Loss from equity method
     investments, net                                    133                              10,541                                   265                19,909

    Amortization of deferred
     financing fees and debt
     discount                                            692                               1,216                                 1,385                 2,522

    Loss from early extinguishment
     of debt                                               -                              1,963                                     -                1,963

    Goodwill impairment                               85,890                                   -                               85,890                     -

    Other                                                383                             (1,040)                                (816)              (1,164)

    Cash flows from changes in operating assets and
     liabilities:

    Accounts receivable, net                           3,254                              11,283                                15,077                 5,331

    Content library                                   24,703                              27,505                                34,659                47,486

    Prepaid expenses and other
     current assets                                 (18,976)                           (24,952)                             (22,082)               22,003

    Other assets                                         154                                 599                                   322                 1,036

    Accounts payable                                (20,617)                           (43,605)                             (17,697)             (70,995)

    Accrued payable to retailers                       6,931                               8,762                              (11,510)              (6,723)

    Other accrued liabilities                       (12,008)                            (1,589)                                1,112               (4,716)
                                                     -------                              ------                                 -----                ------

    Net cash flows from operating
     activities(1)                                    75,143                              62,833                               181,215               157,420

    Investing Activities:

    Purchases of property and
     equipment                                      (19,508)                           (26,076)                             (40,217)             (53,016)

    Proceeds from sale of property
     and equipment                                     2,817                                 962                                 2,940                 1,793

    Cash paid for equity
     investments                                           -                                  -                                    -             (10,500)
                                                         ---                                ---                                  ---              -------

    Net cash flows used in
     investing activities(1)                        (16,691)                           (25,114)                             (37,277)             (61,723)

    Financing Activities:

    Proceeds from issuance of
     senior unsecured notes                                -                            295,500                                     -              295,500

    Proceeds from new borrowing on
     Credit Facility                                  77,000                             230,000                               112,000               505,000

    Principal payments on Credit
     Facility                                       (68,875)                          (505,000)                             (185,750)             (534,375)

    Financing costs associated
     with Credit Facility and
     senior unsecured notes                                -                            (2,082)                                    -              (2,082)

    Settlement and conversion of
     convertible debt                                      -                           (17,720)                                    -             (17,724)

    Repurchases of common stock                     (22,023)                           (53,413)                             (62,731)            (474,480)

    Dividends paid                                   (5,417)                                  -                             (11,019)                    -

    Principal payments on capital
     lease obligations and other
     debt                                            (3,033)                            (3,384)                              (6,278)              (7,081)

    Windfall excess tax benefits
     related to share-based
     payments                                            160                                 243                                   686                 1,953

    Withholding tax paid on
     vesting of restricted stock
     net of proceeds from exercise
     of stock options                                  1,887                                 563                               (1,201)              (1,025)
                                                       -----                                 ---                                ------                ------

    Net cash flows used in
     financing activities(1)                        (20,301)                           (55,293)                            (154,293)             (234,314)



                                                             Three Months Ended                                       Six Months Ended

                                                                  June 30,                                                June 30,
                                                                  --------                                                --------

                                                        2015                    2014                      2015                     2014
                                                        ----                    ----                      ----                     ----

    Effect of exchange rate
     changes on cash                                   1,623                               (746)                                5,367                   406
                                                       -----                                ----                                 -----                   ---

    Change in cash and cash
     equivalents                                      39,774                            (18,320)                              (4,988)            (138,211)

    Cash and cash equivalents:

    Beginning of period                              197,934                             251,546                               242,696               371,437

    End of period                                              $237,708                                          $233,226                          $237,708   $233,226
                                                               ========                                          ========                          ========   ========

    Supplemental disclosure of cash flow
     information:

    Cash paid during the period
     for interest                                               $10,933                                            $3,198                           $22,846    $17,210

    Cash paid during the period
     for income taxes, net                                      $53,905                                           $32,853                           $66,896     $9,189

    Supplemental disclosure of non-cash investing
     and financing activities:

    Purchases of property and
     equipment financed by capital
     lease obligations                                             $257                                            $2,467                              $977     $5,513

    Purchases of property and
     equipment included in ending
     accounts payable                                            $2,411                                            $1,724                            $4,436     $1,724

    Common stock issued on
     conversion of callable
     convertible debt                                      $          -                                          $12,715                      $          -   $12,715

    Non-cash debt issue costs                              $          -                                           $6,069                      $          -    $6,069



    (1)              During the first quarter of
                     2015, we discontinued our
                     Redbox operations in Canada.
                     2014 also includes the wind-
                     down process of certain new
                     ventures that were discontinued
                     during 2013. Cash flows from
                     these discontinued operations
                     are not segregated from cash
                     flows from continuing
                     operations in all periods
                     presented.


    (2)              The non-cash restructuring and
                     lease termination costs in the
                     six months ended June 30, 2015
                     of $1.7 million is composed of
                     $6.9 million in impairments of
                     lease related assets partially
                     offset by a $5.2 million
                     benefit resulting from the
                     lease termination.

OUTERWALL INC.
BUSINESS SEGMENT AND ENTERPRISEWIDE INFORMATION
(unaudited)

Changes in our Organizational Structure

During the first quarter of 2015, we added ecoATM, our electronic device recycling business, as a separate reportable segment. Previously, the results of ecoATM along with those of other self-service concepts were included in our New Ventures segment. The combined results of the other self-service concepts, which include product sampling kiosk concept SAMPLEit, are now included in the All Other reporting category in the reconciliation below as they do not meet quantitative thresholds to be reported as a separate segment. All goodwill previously allocated to the New Ventures segment has been allocated to the ecoATM segment.

Comparability of Segment Results

We have recast prior period results for the following:


    --  Discontinued operations, consisting of our Redbox operations in Canada
        which we shut down during the first quarter of 2015; and
    --  The addition of our ecoATM segment and an All Other reporting category,
        which we added during the first quarter of 2015.

Our analysis and reconciliation of our segment information to the consolidated financial statements that follows covers our results of operations, which consists of our Redbox, Coinstar and ecoATM segments, Corporate Unallocated expenses and All Other. All Other includes the results of other self-service concepts, which we regularly assess to determine whether continued funding or other alternatives are appropriate.



                                                                                                                 OUTERWALL INC.

                                                                                                BUSINESS SEGMENT AND ENTERPRISEWIDE INFORMATION

                                                                                                                  (unaudited)


    Dollars in thousands

    Three Months Ended June 30, Redbox            Coinstar           ecoATM           All Other                 Corporate
     2015                                                                                                      Unallocated                 Total
                                  ------           --------            ------         ---------               ------------                 -----

    Revenue                              $438,976                             $80,279                                            $26,062                            $52               $           -    $545,369

    Expenses:

    Direct operating             301,444                      39,358                       27,227                                   1,078                 512                 369,619

    Marketing                      4,266                       1,232                        2,149                                     258                 142                   8,047

    Research and development           -                          -                       1,549                                       1                 489                   2,039

    General and administrative    34,336                       7,768                        2,094                                   2,644               1,941                  48,783

    Goodwill impairment                -                          -                      85,890                                       -                  -                 85,890
                                     ---                        ---                      ------                                     ---                ---                 ------

    Segment operating income
     (loss)                       98,930                      31,921                     (92,847)                                (3,929)            (3,084)                 30,991

    Less: depreciation,
     amortization and other     (33,063)                    (8,437)                     (6,305)                                  (678)                  -               (48,483)
                                 -------                      ------                       ------                                    ----                 ---                -------

    Operating income (loss)       65,867                      23,484                     (99,152)                                (4,607)            (3,084)               (17,492)

    Loss from equity method
     investments, net                  -                          -                           -                                      -              (133)                  (133)

    Interest expense, net              -                          -                           -                                      -           (12,183)               (12,183)

    Other, net                         -                          -                           -                                      -                642                     642
                                     ---                        ---                         ---                                    ---                ---                     ---

    Income (loss) from
     continuing operations
     before income taxes                  $65,867                             $23,484                                          $(99,152)                      $(4,607)                  $(14,758)   $(29,166)
                                          =======                             =======                                           ========                        =======                    ========     ========



    Dollars in thousands

    Three Months Ended June 30, Redbox            Coinstar           ecoATM           All Other                 Corporate
     2014                                                                                                      Unallocated                 Total
                                  ------           --------            ------         ---------               ------------                 -----

    Revenue                              $442,838                             $79,880                                            $23,799                            $10               $           -    $546,527

    Expenses:

    Direct operating             317,376                      40,203                       22,387                                     436               1,332                 381,734

    Marketing                      5,533                       1,557                          927                                     220                 899                   9,136

    Research and development          18                         153                        1,391                                     675               1,175                   3,412

    General and administrative    33,692                       7,169                        3,564                                     573               3,598                  48,596
                                  ------

    Segment operating income
     (loss)                       86,219                      30,798                      (4,470)                                (1,894)            (7,004)                103,649

    Less: depreciation,
     amortization and other     (38,783)                    (8,921)                     (3,812)                                  (136)                  -               (51,652)
                                 -------                      ------                       ------                                    ----                 ---                -------

    Operating income (loss)       47,436                      21,877                      (8,282)                                (2,030)            (7,004)                 51,997

    Loss from equity method
     investments, net                  -                          -                           -                                      -           (10,541)               (10,541)

    Interest expense, net              -                          -                           -                                      -           (12,932)               (12,932)

    Other, net                         -                          -                           -                                      -              1,614                   1,614
                                     ---                        ---                         ---                                    ---              -----                   -----

    Income (loss) from
     continuing operations
     before income taxes                  $47,436                             $21,877                                           $(8,282)                      $(2,030)                  $(28,863)     $30,138
                                          =======                             =======                                            =======                        =======                    ========      =======




                                                                                                                   OUTERWALL INC.

                                                                                                  BUSINESS SEGMENT AND ENTERPRISEWIDE INFORMATION

                                                                                                                    (unaudited)


    Dollars in thousands

    Six Months Ended June 30,  Redbox            Coinstar            ecoATM            All Other                 Corporate
     2015                                                                                                       Unallocated                       Total
                                 ------           --------             ------          ---------               ------------                       -----

    Revenue                             $958,509                              $149,609                                             $45,811                                 $76                $           - $1,154,005

    Expenses:

    Direct operating            644,379                       76,621                        50,033                                    2,269                    1,501                  774,803

    Marketing                     9,091                        2,410                         3,879                                      578                      509                   16,467

    Research and development          -                           -                        3,005                                     (84)                   1,202                    4,123

    General and administrative   68,071                       15,563                         4,062                                    5,151                    4,492                   97,339

    Restructuring and lease
     termination costs           15,174                          550                           127                                        -                       -                  15,851

    Goodwill impairment               -                           -                       85,890                                        -                       -                  85,890
                                    ---                         ---                       ------                                      ---                     ---                  ------

    Segment operating income
     (loss)                     221,794                       54,465                     (101,185)                                  (7,838)                 (7,704)                 159,532

    Less: depreciation,
     amortization and other    (64,670)                    (16,255)                     (12,207)                                 (1,346)                       -                (94,478)
                                -------                      -------                       -------                                   ------                      ---                 -------

    Operating income (loss)     157,124                       38,210                     (113,392)                                  (9,184)                 (7,704)                  65,054

    Loss from equity method
     investments, net                 -                           -                            -                                       -                   (265)                   (265)

    Interest expense, net             -                           -                            -                                       -                (24,254)                (24,254)

    Other, net                        -                           -                            -                                       -                 (1,704)                 (1,704)
                                    ---                         ---                          ---                                     ---                  ------                   ------

    Income (loss) from
     continuing operations
     before income taxes                $157,124                               $38,210                                          $(113,392)                           $(9,184)                   $(33,927)    $38,831
                                        ========                               =======                                           =========                             =======                     ========     =======




    Dollars in thousands

    Six Months Ended June 30,  Redbox            Coinstar            ecoATM            All Other                 Corporate
     2014                                                                                                       Unallocated                       Total
                                 ------           --------             ------          ---------               ------------                       -----

    Revenue                             $955,887                              $148,633                                             $39,745                                 $24                $           - $1,144,289

    Expenses:

    Direct operating            680,977                       77,926                        38,318                                      844                    3,311                  801,376

    Marketing                     9,993                        2,563                         1,595                                      381                    1,597                   16,129

    Research and development         26                          422                         3,175                                    1,307                    1,956                    6,886

    General and administrative   72,393                       14,166                         6,443                                    1,494                    6,708                  101,204

    Restructuring and lease
     termination costs              534                           23                             -                                       -                       -                     557
                                    ---                          ---                           ---                                     ---                     ---                     ---

    Segment operating income
     (loss)                     191,964                       53,533                       (9,786)                                 (4,002)                (13,572)                 218,137

    Less: depreciation,
     amortization and other    (78,187)                    (17,484)                      (7,524)                                   (241)                       -               (103,436)
                                -------                      -------                        ------                                     ----                      ---                --------

    Operating income (loss)     113,777                       36,049                      (17,310)                                 (4,243)                (13,572)                 114,701

    Loss from equity method
     investments, net                 -                           -                            -                                       -                (19,909)                (19,909)

    Interest expense, net             -                           -                            -                                       -                (22,580)                (22,580)

    Other, net                        -                           -                            -                                       -                     966                      966
                                    ---                         ---                          ---                                     ---                     ---                      ---

    Income (loss) from
     continuing operations
     before income taxes                $113,777                               $36,049                                           $(17,310)                           $(4,243)                   $(55,095)    $73,178
                                        ========                               =======                                            ========                             =======                     ========     =======

APPENDIX A

Non-GAAP Financial Measures

Non-GAAP measures may be provided as a complement to results provided in accordance with United States generally accepted accounting principles ("GAAP").

We use the following non-GAAP financial measures to evaluate our financial results:


    --  Core adjusted EBITDA from continuing operations;
    --  Core diluted earnings per share ("EPS") from continuing operations;
    --  Free cash flow; and
    --  Net debt and net leverage ratio.

These measures, the definitions of which are presented below, are non-GAAP because they exclude certain amounts which are included in the most directly comparable measure calculated and presented in accordance with GAAP. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for our GAAP financial measures and may not be comparable with similarly titled measures of other companies.

Core and Non-Core Results

We distinguish our core activities, those associated with our primary operations which we directly control, from non-core activities. Non-core activities are primarily nonrecurring events or events we do not directly control. Our non-core adjustments for the periods presented include i) goodwill impairment, ii) restructuring costs (including severance and early lease termination costs and related impairment of assets) associated with actions to reduce costs in our continuing operations across the Company, iii) compensation expense for rights to receive cash issued in conjunction with our acquisition of ecoATM and attributable to post-combination services as they are fixed amount acquisition related awards and not indicative of the directly controllable future business results, iv) income or loss from equity method investments, which represents our share of income or loss from entities we do not consolidate or control, v) tax benefits related to a net operating loss adjustment, and vi) tax benefit related to worthless stock deduction ("Non-Core Adjustments").

We believe investors should consider our core results because they are more indicative of our ongoing performance and trends, are more consistent with how management evaluates our operational results and trends, provide meaningful supplemental information to investors through the exclusion of certain expenses which are either nonrecurring or may not be indicative of our directly controllable business operating results, allow for greater transparency in assessing our performance, help investors better analyze the results of our business and assist in forecasting future periods.

Core Adjusted EBITDA from continuing operations

Our non-GAAP financial measure core adjusted EBITDA from continuing operations is defined as earnings from continuing operations before depreciation, amortization and other; interest expense, net; income taxes; share-based payments expense; and Non-Core Adjustments.

A reconciliation of core adjusted EBITDA from continuing operations to net income from continuing operations, the most comparable GAAP financial measure, is presented in the following table:



                                            Three Months Ended                         Six Months Ended

                                                 June 30,                                  June 30,
                                                 --------                                  --------

    Dollars in thousands              2015                   2014        2015                2014
                                      ----                   ----        ----                ----

    Net income (loss) from
     continuing operations                 $(47,351)                          $23,833                   $(5,196)   $51,439

    Depreciation, amortization and
     other                          48,483                        51,652                  94,478           103,436

    Interest expense, net           12,183                        12,932                  24,254            22,580

    Income taxes                    18,185                         6,305                  44,027            21,739

    Share-based payments expense(1)  3,320                         3,079                   7,261             6,844
                                     -----                         -----                   -----             -----

    Adjusted EBITDA from continuing
     operations                     34,820                        97,801                 164,824           206,038

    Non-Core Adjustments:

    Goodwill impairment             85,890                             -                 85,890                 -

    Restructuring costs                  -                            -                 15,851               469

    Rights to receive cash issued
     in connection with the
     acquisition of ecoATM           1,005                         3,338                   2,925             6,759

    Loss from equity method
     investments, net                  133                        10,541                     265            19,909

    Core adjusted EBITDA from
     continuing operations                  $121,848                          $111,680                   $269,755   $233,175
                                            ========                          ========                   ========   ========



    (1)              Includes both non-cash share-
                     based compensation for executives,
                     non-employee directors and
                     employees as well as share-based
                     payments for content arrangements.

Core Diluted EPS from continuing operations

Our non-GAAP financial measure core diluted EPS from continuing operations is defined as diluted earnings per share from continuing operations utilizing the treasury stock method excluding non-core adjustments, net of applicable taxes.

A reconciliation of core diluted EPS from continuing operations to diluted EPS from continuing operations, the most comparable GAAP financial measure, is presented in the following table:



                                                     Three Months Ended                   Six Months Ended

                                         June 30,                                                        June 30,
                                         --------                                                        --------

                                                    2015                2014         2015                  2014
                                                    ----                ----         ----                  ----

    Diluted EPS from continuing
     operations per common
     share (two-class method)                              $(2.66)                         $1.15                  $(0.30)     $2.24

    Adjustment from
     participating securities
     allocation and share
     differential to treasury
     stock method(1)                                0.03                        0.03                      0.01         0.05


    Diluted EPS from continuing
     operations (treasury stock
     method)                                      (2.63)                       1.18                    (0.29)        2.29

    Non-Core Adjustments, net of tax:(1)

    Goodwill impairment                             4.77                           -                     4.71               -

    Restructuring costs                                -                          -                     0.53         0.01

    Rights to receive cash
     issued in connection with
     the acquisition of ecoATM                      0.04                        0.13                      0.11         0.23

    Loss from equity method
     investments, net                               0.01                        0.32                      0.01         0.53

    Tax benefit from net
     operating loss adjustment                         -                          -                        -      (0.04)

    Tax benefit of worthless
     stock deduction                                   -                     (0.11)                        -      (0.10)


    Core diluted EPS from
     continuing operations                                   $2.19                          $1.52                    $5.07      $2.92
                                                             =====                          =====                    =====      =====


    (1)              Non-Core Adjustments are
                     presented after-tax using the
                     applicable effective tax rate
                     for the respective periods.

A reconciliation of amounts used in calculating core diluted EPS from continuing operations in the table above is presented in the following table:



                         Three Months Ended              Six Months Ended

                            June 30,                                              June 30,
                            --------                                              --------

    In thousands       2015                 2014        2015                 2014
                       ----                 ----        ----                 ----

    Income (loss)
     from continuing
     operations
     attributable to
     common shares            $(47,472)                       $23,036                      $(5,465)   $49,918

    Add: income from
     continuing
     operations
     allocated to
     participating
     securities         121                         797                      269                1,521

    Income (loss)
     from continuing
     operations               $(47,351)                       $23,833                      $(5,196)   $51,439
                               ========                        =======                       =======    =======


    Weighted average
     diluted common
     shares          17,848                      20,048                   18,057               22,298

    Add: diluted
     common
     equivalent
     shares of
     participating
     securities         127                         133                      181                  190

    Add: dilutive
     securities
     under treasury
     stock method        14                           -                      16                    -
                        ---                         ---                     ---                  ---

    Weighted average
     diluted shares
     (treasury stock
     method)         17,989                      20,181                   18,254               22,488
                     ======                      ======                   ======               ======

Free Cash Flow

Our non-GAAP financial measure free cash flow is defined as net cash provided by operating activities after capital expenditures. We believe free cash flow is an important non-GAAP measure as it provides additional information to users of the financial statements regarding our ability to service, incur or pay down indebtedness and repurchase our securities. A reconciliation of free cash flow to net cash provided by operating activities, the most comparable GAAP financial measure, is presented in the following table:



                         Three Months Ended                     Six Months Ended

                              June 30,                              June 30,
                              --------                              --------

    Dollars in
     thousands         2015                 2014           2015                   2014
                       ----                 ----           ----                   ----

    Net cash
     provided by
     operating
     activities                $75,143                           $62,833                 $181,215  $157,420

    Purchase of
     property and
     equipment     (19,508)                      (26,076)                  (40,217)    (53,016)
                    -------                        -------                    -------      -------

    Free cash flow             $55,635                           $36,757                 $140,998  $104,404
                               =======                           =======                 ========  ========

Net Debt and Net Leverage Ratio

Our non-GAAP financial measure net debt is defined as the total face value of outstanding debt, including capital leases, less cash and cash equivalents held in financial institutions domestically. Our non-GAAP financial measure net leverage ratio is defined as net debt divided by core adjusted EBITDA from continuing operations for the last twelve months (LTM). We believe net debt and net leverage ratio are important non-GAAP measures because they:


    --  are used to assess the degree of leverage by management;
    --  provide additional information to users of the financial statements
        regarding our ability to service, incur or pay down indebtedness and
        repurchase our securities as well as additional information about our
        capital structure; and
    --  are reported quarterly to support covenant compliance under our credit
        agreement.

A reconciliation of net debt to total outstanding debt including capital leases, the most comparable GAAP financial measure, is presented in the following table:



                     June 30,           December 31,
                          2015                   2014
                          ----                   ----

    Dollars in
     thousands

    Senior unsecured
     notes                     $650,000                          $650,000

    Term loans         142,500                          146,250

    Revolving line
     of credit          90,000                          160,000

    Capital leases       9,876                           15,391
                         -----

    Total principal
     value of
     outstanding
     debt including
     capital leases    892,376                          971,641

    Less domestic
     cash and cash
     equivalents
     held in
     financial
     institutions     (62,609)                        (66,546)
                       -------

    Net debt           829,767                          905,095

    LTM Core
     adjusted EBITDA
     from continuing
     operations(1)             $533,400                          $496,820
                                                                --------

    Net leverage
     ratio                1.56                             1.82



             (1)    LTM Core Adjusted EBITDA from
                     continuing operations for the
                     twelve months ended June 30, 2015
                     and December 31, 2014 was
                     determined as follows:


    Dollars in thousands

    Core adjusted EBITDA from
     continuing operations for the
     six months ended June 30, 2015                  $269,755

    Add: Core adjusted EBITDA from
     continuing operations for the
     twelve months ended December
     31, 2014 (1)                         496,820

    Less: Core adjusted EBITDA from
     continuing operations for the
     six months ended June 30, 2014     (233,175)

    LTM Core adjusted EBITDA from
     continuing operations for the
     twelve months ended June 30,
     2015                                            $533,400
                                                     ========



    (1)              Core adjusted EBITDA from
                     continuing operations for the
                     twelve months ended December
                     31, 2014 is obtained from our
                     Form 8-K filed on May 8, 2015
                     for the period ended December
                     31, 2014, where it is
                     reconciled to net income from
                     continuing operations, the
                     most comparable GAAP
                     financial measure, and
                     represents the LTM core
                     adjusted EBITDA from
                     continuing operations we use
                     in our calculation of net
                     leverage ratio as of December
                     31, 2014.

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SOURCE Outerwall Inc.