BELLEVUE, Wash., April 28, 2016 /PRNewswire/ -- Outerwall Inc. (Nasdaq: OUTR) today reported financial results for the first quarter ended March 31, 2016.

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"Outerwall delivered solid results in the first quarter, demonstrating our continued ability to generate sustainable cash flow and profitability," said Erik E. Prusch, chief executive officer and interim Redbox president. "We will continue to leverage our valued and compelling brands, millions of loyal customers, and an unrivaled network of kiosks and retail partners."

Prusch continued, "Outerwall also initiated a process to explore strategic and financial alternatives to maximize value for shareholders that is well underway. The Board is involved in a comprehensive process and is committed to acting in the best interest of all shareholders."



                           2016                  2015 Change

    Dollars in
     millions,
     except per
     share data   First Quarter        First Quarter   %
                  -------------        -------------  ---

    GAAP
     Results

    --
     Consolidated
     revenue                    $536.0                       $608.6 (11.9)%

    -- Income
     from
     continuing
     operations                  $38.5                        $42.2  (8.8)%

    -- Net
     income                      $38.5                        $35.6    8.0%


    -- Diluted
     earnings
     from
     continuing
     operations
     per common
     share                       $2.29                        $2.23    2.7%


    -- Net cash
     provided
     by
     operating
     activities                  $67.2                       $106.1 (36.6)%


    Core
     Results*

    -- Core
     adjusted
     EBITDA
     from
     continuing
     operations                 $108.0                       $147.9 (27.0)%

    -- Core
     diluted
     EPS from
     continuing
     operations**                $2.44                        $2.81 (13.2)%

    -- Free cash
     flow                        $53.8                        $85.4 (37.0)%



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

    **Beginning in the first quarter
     of 2016, to better align with
     our GAAP presentation of EPS,
     we adjusted our non-GAAP
     financial measure of core
     diluted EPS from continuing
     operations to be defined as
     diluted earnings per share from
     continuing operations utilizing
     the two-class method excluding
     non-core adjustments, net of
     applicable taxes. Historically
     we had defined this measure
     using diluted earnings per
     share from continuing
     operations utilizing the
     treasury stock method excluding
     non-core adjustments, net of
     applicable taxes. Prior period
     results have been updated to
     reflect this change.

Highlights from the first quarter 2016 include:


    --  Delivered $108.0 million in core adjusted EBITDA from continuing
        operations, down $39.9 million from the first quarter of 2015, despite
        $72.7 million in lower revenue
    --  Produced $2.44 in core adjusted EPS from continuing operations
    --  Generated $53.8 million in free cash flow
    --  Repurchased $57.1 million in face value of 2021 and 2019 Notes for $45.3
        million in cash

"During the quarter, we continued to reduce expenses, create efficiencies and optimize our kiosk networks to improve profitability," said Galen C. Smith, Outerwall's chief financial officer. "We also implemented further organizational changes across the enterprise that will reduce G&A expense going forward. On a sequential basis, Redbox results improved from the fourth quarter, including driving growth in rentals, revenue and margins."

Smith continued, "During the quarter we demonstrated our commitment to delivering shareholder value. We announced the doubling of our dividend to $0.60 per share in the second quarter, underscoring our confidence in the business. In addition, we opportunistically repurchased $57 million in face value of our senior notes for $45 million and paid down our credit facility by $23.3 million, reducing our total outstanding debt by over 9%. We remain committed to returning substantial free cash flow to our investors."

CONSOLIDATED RESULTS

GAAP Results

The company's first quarter 2016 GAAP results include $3.3 million in one-time restructuring and related costs associated with workforce reductions across the enterprise to further align costs with revenue. These costs were allocated to the lines of business and are included in segment operating results.

In the first quarter of 2016, consolidated revenue was $536.0 million, a decrease of $72.7 million or 11.9%, compared with $608.6 million in the first quarter of 2015, primarily reflecting a $98.0 million decrease in Redbox revenue, partially offset by a $22.3 million increase in revenue from ecoATM.

Income from continuing operations for the first quarter of 2016 was $38.5 million, or $2.29 of diluted earnings from continuing operations per common share, compared with $42.2 million, or $2.23 per common share, in the first quarter of 2015. The first quarter of 2016 benefited from an $11.8 million decrease in net interest expense primarily due to the gain on early extinguishment of debt and lower borrowings, and a $4.7 million decrease in income tax expense.

Net cash provided by operating activities in the first quarter of 2016 was $67.2 million, compared with $106.1 million in the first quarter of 2015. The $38.9 million decrease was primarily due to lower revenue partially offset by better expense management and an increase in net cash outflows from changes in working capital.

Cash capital expenditures for the first quarter of 2016 were $13.5 million compared with $20.7 million in the first quarter of 2015, with the decrease primarily due to reduced spending on property and equipment for kiosks and corporate infrastructure.

Core Results

Core adjusted EBITDA from continuing operations for the first quarter of 2016 was $108.0 million, compared with $147.9 million in the first quarter of 2015. The year-over-year decrease in the first quarter of 2016 was primarily due to lower segment operating income in the Redbox segment, which generated record quarterly revenue in the first quarter of 2015, primarily due to the price increase in December 2014.

Core diluted earnings per share from continuing operations for the first quarter of 2016 was $2.44, compared with $2.81 in the first quarter of 2015. The decrease was primarily attributable to the results of operations described above, partially offset by a reduction in the number of weighted average shares used in the diluted per share calculations as a result of stock repurchases subsequent to the first quarter of 2015.

Free cash flow for the first quarter of 2016 was $53.8 million, compared with $85.4 million in the first quarter of 2015, primarily driven by lower net operating cash flow in the first quarter of 2016, partially offset by lower capital expenditures.

SEGMENT RESULTS

Redbox

Redbox segment revenue for the first quarter of 2016 was $421.5 million compared with $519.5 million in the first quarter of 2015. Revenue decreased $98.0 million, or 18.9%, primarily due to an $87.8 million decrease in same store sales and $10.2 million attributable to kiosks removed or relocated subsequent to the first quarter of 2015, as the company continued efforts to optimize its network by removing underperforming kiosks.

Redbox generated approximately 137.7 million rentals in the first quarter of 2016, down from approximately 173.0 million rentals in the first quarter of 2015. The decline in rentals in the first quarter of 2016 was driven primarily by an 18.0% decline in total disc rentals related to our same store kiosks primarily driven by the impact of secular decline in the physical market, fewer kiosks and lower demand from price sensitive customers compared with the first quarter of 2015. The impact of these factors was partially offset by a 16.4% higher total box office of movie titles released than the prior year and an increase in video game rentals, primarily due to 2015 holiday sales of new generation platforms that increased demand for new generation content released at the end of 2015.

The company continued to invest in customer-specific promotional offerings in the first quarter of 2016 to drive revenue and profit, but reduced overall promotional spend by driving further efficiency in promotional programs.

Net revenue per rental was $3.06 in the first quarter of 2016, compared with $3.00 in the first quarter of 2015. The $0.06 increase in net revenue per rental was primarily due to higher video game rentals, which have a higher per day rental price, and lower promotional spend as compared with the first quarter of 2015.

Redbox segment operating income in the first quarter of 2016 was $84.2 million, a decrease of $38.6 million or 31.4%, compared with $122.9 million in the first quarter of 2015. The lower segment operating income was primarily due to the decrease in revenue described above, partially offset by a $43.9 million decrease in direct operating expenses attributable to lower product costs due to content mix and fewer locations compared with the first quarter of 2015, and a reduction in other direct operating expenses driven by lower revenue and rental volume.

Ongoing initiatives to lower costs contributed to a $1.7 million decrease in general and administrative expenses and reduced marketing expenses by $1.0 million in the quarter. Segment operating margin was 20.0% in the first quarter of 2016, compared with 23.6% in the first quarter of 2015. Segment results for the first quarter of 2016 included $2.4 million in one-time restructuring and related costs that represented 60 basis points of segment operating margin.

On a sequential basis, Redbox delivered growth in revenue, rentals and margins. Redbox revenue increased $14.5 million, or 3.6%, on a 1.4% increase in rentals in the first quarter of 2016, while segment operating margin improved 460 basis points to 20.0% from 15.4% in the fourth quarter of 2015. Redbox gross margin was 54.4% in the first quarter of 2016, down from 59.5% in the first quarter of 2015, but improved from 52.1% in the fourth quarter of 2015.

Coinstar

Coinstar segment revenue was $72.4 million in the first quarter of 2016, an increase of $3.0 million or 4.4%, compared with $69.3 million in the first quarter of 2015, primarily due to higher revenue in the U.S. due to increased volume. Coinstar revenue was negatively impacted by unfavorable exchange rates in the U.K. and Canada related to the continued strengthening of the U.S. dollar versus the British pound and Canadian dollar compared with the prior year. Both the number of transactions and average transaction size increased in the first quarter of 2016 compared with the first quarter of 2015.

Coinstar segment operating income was $24.6 million in the first quarter of 2016, an increase of $2.1 million or 9.3%, compared with $22.5 million in the first quarter of 2015. Coinstar segment operating margin increased 150 basis points to 34.0% for the first quarter of 2016, compared with 32.5% in the first quarter of 2015, as the business continued to actively manage expenses and identify opportunities to reduce costs. Segment results for the first quarter of 2016 included $0.5 million in one-time restructuring and related costs that represented 70 basis points of segment operating margin.

During the first quarter, Coinstar installed its first coin-counting kiosk in Spain to begin testing the service in an additional country and plans to expand the test as well as explore other international opportunities.

ecoATM

Revenue in the ecoATM segment increased $22.3 million, or 113.1%, to $42.1 million in the first quarter of 2016, primarily due to revenue earned from devices acquired and sold through Gazelle. The results of operations for Gazelle have also favorably impacted the mix of value devices and the average selling price of value devices sold, which increased to $65.72 from $60.28 in the first quarter of 2015.

Segment operating loss decreased to $5.7 million in the first quarter of 2016, compared with $8.3 million in the first quarter of 2015, primarily due to the increase in revenue described above, partially offset by a $15.1 million increase in direct operating expenses primarily due to the addition of Gazelle and costs associated with the larger installed ecoATM kiosk base. Segment results for the first quarter of 2016 included $0.4 million in one-time restructuring and related costs that represented 100 basis points of segment operating margin. The business unit continues to be on track to achieve segment operating profitability for 2016.

At the end of the quarter, ecoATM had an installed base of 2,540 kiosks, an increase of 400 compared with the first quarter of 2015 and an increase of 290 from the end of 2015.

CAPITAL ALLOCATION

During the first quarter of 2016, the company repurchased $29.4 million in face value of its 6% Senior Notes due 2019 for $23.4 million, and $27.7 million in face value of its 5.875% Senior Notes due 2021 for $21.9 million in cash. The gain from early extinguishment of these notes was approximately $11.0 million and is included in net interest expense. In addition to the notes repurchased, the company also reduced the outstanding balance on its credit facility by $23.3 million, decreasing its total outstanding debt by over 9%.

On March 14, 2016, the company's board of directors declared a quarterly cash dividend of $0.60 per share to be paid on June 21, 2016, to stockholders of record as of the close of business on June 7, 2016. On March 29, 2016, the company paid a cash dividend of $0.30 per outstanding share of its common stock totaling approximately $5.1 million.

The company did not repurchase any shares of its common stock during the first quarter of 2016. As of March 31, 2016, there was approximately $256.4 million remaining under the company's stock repurchase authorization.

2016 ANNUAL GUIDANCE

The following table presents Outerwall's updated full-year 2016 guidance and reflects changes in the company's expectations based on the company's first quarter results and outlook for the year:



    2016 FULL-YEAR GUIDANCE                          As of

    Dollars in millions, except per share
     data                                        April 28, 2016
                                                 --------------

    Consolidated results

    Core adjusted EBITDA from continuing
     operations(1)                                     $340 - $380

    Core diluted EPS from continuing
     operations(1)(2)(3)                             $5.35 - $6.55

    Free cash flow(1)                                  $140 - $190

    Weighted average diluted shares
     outstanding(3)  (in millions)               16.29 - 16.35

    Core effective tax rate                          34.5% - 35.5%

    Capital expenditures

    Redbox                                               $15 - $19

    Coinstar                                               $7 - $9

    ecoATM                                                 $5 - $6

    Corporate                                            $18 - $21

    Total CAPEX                                          $45 - $55
                                                         =========

    Net kiosk installations

    Redbox                                     (1,000) - (2,000)

    Coinstar                                     (150) - (200)

    ecoATM                                          50 - 100



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

    (2)              Defined as diluted earnings per
                     share from continuing
                     operations utilizing the two-
                     class method excluding non-
                     core adjustments, net of
                     adjustments

    (3)              Excludes the impact of any
                     potential share repurchases for
                     the remainder of 2016

ADDITIONAL INFORMATION

Additional information regarding the company's 2016 first 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 first quarter 2016 earnings results and 2016 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 May 12, 2016, at 1-855-859-2056 or 1-404-537-3406, using conference ID 75276674.

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 2016 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 Gazelle,
    --  the timing of the release slate and the relative attractiveness of
        titles in a particular quarter or year,
    --  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 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

                                        (in thousands, except per share data)

                                                     (unaudited)


                                                              Three Months Ended

                                                                March 31,
                                                                ---------

                                                       2016                           2015
                                                       ----                           ----

    Revenue                                                    $535,956                      $608,636

    Expenses:

    Direct
     operating(1)                                   375,967                          405,184

    Marketing                                         9,222                            8,420

    Research and
     development                                      1,045                            2,084

    General and
     administrative                                  47,770                           48,556

    Restructuring
     and related
     costs                                            3,275                           15,851

    Depreciation
     and other                                       36,118                           42,686

    Amortization
     of
     intangible
     assets                                           3,790                            3,309

    Total
     expenses                                       477,187                          526,090
                                                    -------                          -------

    Operating
     income                                          58,769                           82,546

    Other income (expense), net:

    Loss from
     equity
     method
     investments,
     net                                              (207)                           (132)

    Interest
     expense, net                                     (242)                        (12,071)

    Other, net                                        1,229                          (2,346)
                                                      -----                           ------

    Total other
     income
     (expense),
     net                                                780                         (14,549)
                                                        ---                          -------

    Income from
     continuing
     operations
     before
     income taxes                                    59,549                           67,997

    Income tax
     expense                                       (21,098)                        (25,842)
                                                    -------                          -------

    Income from
     continuing
     operations                                      38,451                           42,155

    Loss from
     discontinued
     operations,
     net of tax                                           -                         (6,556)

    Net income                                       38,451                           35,599

    Foreign
     currency
     translation
     adjustment(2)                                    (549)                           2,854
                                                       ----                            -----

    Comprehensive
     income                                                     $37,902                       $38,453
                                                                =======                       =======


    Income from continuing
     operations attributable to
     common shares:

    Basic                                                       $36,986                       $40,775

    Diluted                                                     $36,988                       $40,776


    Basic earnings (loss) per
     common share:

    Continuing
     operations                                                   $2.30                         $2.23

    Discontinued
     operations                                           -                          (0.36)

    Basic
     earnings per
     common share                                                 $2.30                         $1.87
                                                                  =====                         =====


    Diluted earnings (loss) per
     common share:

    Continuing
     operations                                                   $2.29                         $2.23

    Discontinued
     operations                                           -                          (0.36)

    Diluted
     earnings per
     common share                                                 $2.29                         $1.87
                                                                  =====                         =====


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

    Basic                                            16,094                           18,269

    Diluted                                          16,136                           18,286


    Dividends
     paid per
     common share                                                 $0.30                         $0.30



    (1)              "Direct operating" excludes
                     depreciation and other of $26.2
                     million and $30.2 million for
                     the three months ended March
                     31, 2016 and 2015,
                     respectively.

    (2)              Foreign currency translation
                     adjustment had no tax effect
                     for the three months ended
                     March 31, 2016 and 2015,
                     respectively.


                                                           OUTERWALL INC.

                                                    CONSOLIDATED BALANCE SHEETS

                                                 (in thousands, except share data)

                                                            (unaudited)


                                                           March 31,                 December 31,
                                                                  2016                             2015
                                                                  ----                             ----

    Assets

    Current Assets:

    Cash and cash equivalents                                               $198,850                        $222,549

    Accounts receivable, net of
     allowances of $1,015 and $1,272                            31,683                             38,464

    Content library                                            156,352                            188,490

    Prepaid expenses and other current
     assets                                                     46,389                             51,368
                                                                ------                             ------

    Total current assets                                       433,274                            500,871

    Property and equipment, net                                290,760                            316,013

    Deferred income taxes                                        2,508                              2,606

    Goodwill and other intangible
     assets, net                                               536,724                            540,514

    Other long-term assets                                       1,874                              2,207
                                                                 -----                              -----

    Total assets                                                          $1,265,140                      $1,362,211
                                                                          ==========                      ==========

    Liabilities and Stockholders' Equity (Deficit)

    Current Liabilities:

    Accounts payable                                                        $145,387                        $184,010

    Accrued payable to retailers                                90,472                            115,098

    Other accrued liabilities                                  159,782                            141,437

    Dividend payable                                            10,463                                  -

    Current portion of long-term debt
     and other long-term liabilities                            17,912                             17,131

    Total current liabilities                                  424,016                            457,676

    Long-term debt and other long-term
     liabilities                                               813,967                            893,517

    Deferred income taxes                                       24,957                             33,092
                                                                ------                             ------

    Total liabilities                                        1,262,940                          1,384,285

    Commitments and contingencies

    Stockholders' Equity (Deficit):

    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;

    37,291,804 and 36,720,579 shares issued;

    17,228,741 and 16,607,516 shares
     outstanding;                                              485,171                            485,163

    Treasury stock                                         (1,149,261)                        (1,151,063)

    Retained earnings                                          666,465                            643,452

    Accumulated other comprehensive
     income (loss)                                               (175)                               374
                                                                  ----                                ---

    Total stockholders' equity (deficit)                         2,200                           (22,074)
                                                                 -----                            -------

    Total liabilities and stockholders'
     equity                                                               $1,265,140                      $1,362,211
                                                                          ==========                      ==========


                                             OUTERWALL INC.

                                 CONSOLIDATED STATEMENTS OF CASH FLOWS

                                             (in thousands)

                                              (unaudited)


                                                         Three Months Ended

                                                             March 31,
                                                             ---------

                                                   2016                    2015
                                                   ----                    ----

    Operating Activities:

    Net income                                             $38,451                         $35,599

    Adjustments to reconcile net
     income to net cash flows
     from operating activities:

    Depreciation
     and other                                   36,118                             48,543

    Amortization
     of
     intangible
     assets                                       3,790                              3,353

    Share-based
     payments
     expense                                      4,330                              3,903

    Windfall
     excess tax
     benefits
     related to
     share-
     based
     payments                                         -                             (526)

    Deferred
     income
     taxes                                      (7,822)                           (2,547)

     Restructuring,
     impairment
     and related
     costs(2)                                       361                              1,680

    Loss from
     equity
     method
     investments,
     net                                            207                                132

    Amortization
     of deferred
     financing
     fees and
     debt
     discount                                       638                                693

    Gain from
     early
     extinguishment
     of debt                                   (11,028)                                 -

    Other                                          (36)                           (1,198)

    Cash flows from changes in
     operating assets and
     liabilities:

    Accounts
     receivable,
     net                                          6,863                             11,823

    Content
     library                                     33,126                              9,956

    Prepaid
     expenses
     and other
     current
     assets                                       6,022                            (3,106)

    Other assets                                    163                                168

    Accounts
     payable                                   (35,405)                             2,920

    Accrued
     payable to
     retailers                                 (24,646)                          (18,441)

    Other
     accrued
     liabilities                                 16,073                             13,120
                                                 ------                             ------

    Net cash
     flows from
     operating
     activities(1)                               67,205                            106,072

    Investing Activities:

    Purchases of
     property
     and
     equipment                                 (13,453)                          (20,709)

    Proceeds
     from sale
     of property
     and
     equipment                                       74                                123

    Net cash
     flows used
     in
     investing
     activities(1)                             (13,379)                          (20,586)

    Financing Activities:

    Proceeds
     from new
     borrowing
     on Credit
     Facility                                    85,000                             35,000

    Principal
     payments on
     Credit
     Facility                                 (108,313)                         (116,875)

    Repurchases
     of notes                                  (45,328)                                 -

    Repurchases
     of common
     stock                                            -                          (40,708)

    Dividends
     paid                                       (5,038)                           (5,602)

    Principal
     payments on
     capital
     lease
     obligations
     and other
     debt                                       (1,626)                           (3,245)

    Windfall
     excess tax
     benefits
     related to
     share-
     based
     payments                                         -                               526

    Withholding
     tax paid on
     vesting of
     restricted
     stock net
     of proceeds
     from
     exercise of
     stock
     options                                    (1,425)                           (3,088)
                                                 ------                             ------

    Net cash
     flows used
     in
     financing
     activities(1)                             (76,730)                         (133,992)



                            Three Months Ended

                                March 31,

                                      2016                  2015
                                      ----                  ----

    Effect of exchange rate
     changes on cash                 (795)                3,744
                                      ----                 -----

    Change in cash and cash
     equivalents                  (23,699)             (44,762)

    Cash and cash
     equivalents:

    Beginning of period            222,549               242,696

    End of period                             $198,850           $197,934
                                              ========           ========

    Supplemental disclosure
     of cash flow
     information:

    Cash paid during the
     period for interest                       $12,050            $11,913

    Cash paid during the
     period for income
     taxes, net                                 $2,061            $12,991

    Supplemental disclosure
     of non-cash investing
     and financing
     activities:

    Purchases of property
     and equipment financed
     by capital lease
     obligations                                $1,756               $720

    Purchases of property
     and equipment included
     in ending accounts
     payable                                    $2,462             $2,025



    (1)              During the first quarter of 2015
                     we discontinued our Redbox
                     operations in Canada. Cash flows
                     from these discontinued
                     operations are not segregated
                     from cash flows from continuing
                     operations in all periods
                     presented.

    (2)              The non-cash restructuring,
                     impairment and related costs in
                     the three months ended March 31,
                     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)

Comparability of Results

We regularly assess the performance of our concepts to determine whether continued funding or other alternatives are appropriate and as a result, we discontinued operating SAMPLEit in the fourth quarter of 2015. As SAMPLEit did not represent a major component of our operations or financial results, the results of SAMPLEit did not qualify to be reported as a discontinued operation and remain in our All Other reporting category.

On November 10, 2015, we acquired certain assets and liabilities of Gazelle, Inc. ("Gazelle"). Results of operations for Gazelle are included in ecoATM for the three month period ended March 31, 2016.

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 March   Redbox            Coinstar           ecoATM           All Other               Corporate
     31, 2016                                                                                               Unallocated                     Total
                                 ------           --------            ------         ---------             ------------                     -----

    Revenue                             $421,488                             $72,379                                          $42,089                    $        -              $         -  $535,956

    Expenses:

    Direct operating            299,001                      38,645                       37,894                                    86                  341              375,967

    Marketing                     3,824                         775                        4,580                                     5                   38                9,222

    Research and development          -                          -                         935                                     -                 110                1,045

    General and administrative   32,029                       7,864                        4,002                                   347                3,528               47,770

    Restructuring and related
     costs                        2,408                         462                          405                                     -                   -               3,275
                                  -----

    Segment operating income
     (loss)                      84,226                      24,633                      (5,727)                                (438)             (4,017)              98,677

    Less: depreciation,
     amortization and other    (24,295)                    (7,409)                      (8,204)                                    -                   -            (39,908)
                                -------                      ------                       ------                                   ---                 ---             -------

    Operating income (loss)      59,931                      17,224                     (13,931)                                (438)             (4,017)              58,769

    Loss from equity method
     investments, net                 -                          -                           -                                    -               (207)               (207)

    Interest expense, net             -                          -                           -                                    -               (242)               (242)

    Other, net                        -                          -                           -                                    -               1,229                1,229
                                    ---                        ---                         ---                                  ---               -----                -----

    Income (loss) from
     continuing operations
     before income taxes                 $59,931                             $17,224                                        $(13,931)                       $(438)                 $(3,237)   $59,549
                                         =======                             =======                                         ========                         =====                   =======    =======


    Dollars in thousands

    Three Months Ended March   Redbox            Coinstar           ecoATM           All Other     Corporate
     31, 2015                                                                                     Unallocated            Total
                                 ------           --------            ------         ---------   ------------            -----

    Revenue                             $519,533                             $69,330                            $19,749                           $24               $           -  $608,636

    Expenses:

    Direct operating            342,935                      37,263                       22,806                   1,191                989                 405,184

    Marketing                     4,825                       1,178                        1,730                     320                367                   8,420

    Research and development          -                          -                       1,456                    (85)               713                   2,084

    General and administrative   33,735                       7,795                        1,968                   2,507              2,551                  48,556

    Restructuring and related
     costs                       15,174                         550                          127                       -                 -                 15,851
                                 ------                         ---                          ---                     ---               ---                 ------

    Segment operating income
     (loss)                     122,864                      22,544                      (8,338)                (3,909)           (4,620)                128,541

    Less: depreciation,
     amortization and other    (31,607)                    (7,818)                      (5,902)                  (668)                 -               (45,995)
                                -------                      ------                       ------                    ----                ---                -------

    Operating income (loss)      91,257                      14,726                     (14,240)                (4,577)           (4,620)                 82,546

    Loss from equity method
     investments, net                 -                          -                           -                      -             (132)                  (132)

    Interest expense, net             -                          -                           -                      -          (12,071)               (12,071)

    Other, net                        -                          -                           -                      -           (2,346)                (2,346)
                                    ---                        ---                         ---                    ---            ------                  ------

    Income (loss) from
     continuing operations
     before income taxes                 $91,257                             $14,726                          $(14,240)                     $(4,577)                  $(19,169)   $67,997
                                         =======                             =======                           ========                       =======                    ========    =======

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 may include nonrecurring events or events we do not directly control. Our non-core adjustments for the periods presented include i) restructuring costs (including severance and early lease termination costs, and the related asset impairments) associated with actions to reduce costs in our continuing operations across the company, ii) 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, and iii) loss from equity method investments, which represents our share of loss from entities we do not consolidate or control ("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

                                            March 31,
                                            ---------

    Dollars in thousands          2016                     2015
                                  ----                     ----

    Net income from continuing
     operations                            $38,451                 $42,155

    Depreciation, amortization
     and other                  39,908                     45,995

    Interest expense, net          242                     12,071

    Income taxes                21,098                     25,842

    Share-based payments
     expense(1)                  4,392                      3,941
                                 -----                      -----

    Adjusted EBITDA from
     continuing operations     104,091                    130,004

    Non-Core Adjustments:

    Restructuring and related
     costs                       3,275                     15,851

    Rights to receive cash
     issued in connection with
     the acquisition of ecoATM     440                      1,920

    Loss from equity method
     investments, net              207                        132

    Core adjusted EBITDA from
     continuing operations                $108,013                $147,907
                                          ========                ========



    (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

Beginning in the first quarter of 2016, to align better with our GAAP presentation of EPS, we adjusted our non-GAAP financial measure of core diluted EPS from continuing operations to be defined as diluted earnings per share from continuing operations utilizing the two class method excluding non-core adjustments, net of applicable taxes. Historically we had defined this measure using diluted earnings per share from continuing operations utilizing the treasury stock method excluding non-core adjustments, net of applicable taxes. Prior period results have been updated to reflect this change.

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

                                   March 31,
                                   ---------

                                             2016               2015
                                             ----               ----

    Diluted EPS from continuing
     operations per common share                     $2.29                $2.23

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

    Restructuring and related costs          0.12                    0.51

    Rights to receive cash issued in
     connection with the acquisition
     of ecoATM                               0.02                    0.07

    Loss from equity method
     investments, net                        0.01                       -

    Core diluted EPS from continuing
     operations                                      $2.44                $2.81
                                                     =====                =====



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

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

                                        March 31,
                                        ---------

    Dollars in thousands      2016                       2015
                              ----                       ----

    Net cash provided by
     operating activities            $67,205                    $106,072

    Purchase of property
     and equipment        (13,453)                    (20,709)
                           -------                      -------

    Free cash flow                   $53,752                     $85,363
                                     =======                     =======

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:



                   March 31, 

     2016            December 31,
                                                   2015
                   -----------------          -------------

    Dollars in
     thousands

    Senior
     unsecured
     notes                           $551,847                     $608,908

    Term loans               134,063                     136,875

    Revolving
     line of
     credit                  120,000                     140,500

    Capital
     leases                    6,011                       5,889
                               -----

    Total
     principal
     value of
     outstanding
     debt
     including
     capital
     leases                  811,921                     892,172

    Less domestic
     cash and
     cash
     equivalents
     held in
     financial
     institutions           (44,855)                   (46,192)
                             -------

    Net debt                 767,066                     845,980

    LTM Core
     adjusted
     EBITDA from
     continuing
     operations(1)                   $445,391                     $485,285
                                                                 --------

    Net leverage
     ratio                      1.72                        1.74



    (1)              LTM Core Adjusted EBITDA from
                     continuing operations for the
                     twelve months ended March 31,
                     2016 and December 31, 2015 was
                     determined as follows:


    Dollars in thousands

    Core adjusted EBITDA from
     continuing operations for the
     three months ended March 31,
     2016                                            $108,013

    Add: Core adjusted EBITDA from
     continuing operations for the
     twelve months ended December
     31, 2014(1)                          485,285

    Less: Core adjusted EBITDA from
     continuing operations for the
     three months ended March  31,
     2015                               (147,907)

    LTM Core adjusted EBITDA from
     continuing operations for the
     twelve months ended March 31,
     2016                                            $445,391
                                                     ========



    (1)              Core adjusted EBITDA from
                     continuing operations for the
                     twelve months ended December
                     31, 2015 is obtained from our
                     Annual Report on Form 10-K
                     for the period ended December
                     31, 2015, 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, 2015.

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SOURCE Outerwall Inc.