AUSTIN, Texas, Feb. 9, 2016 /PRNewswire/ -- RetailMeNot, Inc. (NASDAQ:SALE), a leading digital savings destination connecting consumers with retailers, restaurants and brands, online and in-store, today announced its financial results for the fourth quarter and fiscal year ended December 31, 2015.

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"I'm pleased we ended 2015 on a positive note with total revenue and adjusted EBITDA coming in ahead of the high-end of our guidance for the fourth quarter with the over performance driven in part by continued strength in our in-store and ads businesses, which grew a combined 57% year-over-year," said Cotter Cunningham, CEO & Founder, RetailMeNot, Inc. "In 2016, we are committed to making focused investments in our mobile product, expanding our offer content and leveraging data to make our personalization experience better for shoppers and retailers alike, which we believe will return the company to long-term, sustainable growth."

In addition, the Company today announced that its board of directors has authorized a $50 million increase in its stock repurchase program of the company's outstanding Series 1 common stock. The stock repurchase program is an extension of the original $100 million dollar program implemented on February 10, 2015, bringing the total program to up to $150 million. The program is authorized through February 2017.

Fourth Quarter Financial Results Highlights and Key Operating Metrics

(All comparisons are made to the fourth quarter of 2014 unless otherwise noted. Amounts may not compute due to rounding.)


    --  Total net revenues declined 5% to $83.1 million.
        --  In-store + advertising net revenues increased 57% to $21.7 million,
            representing 26% of total net revenues.
        --  Mobile online transaction net revenues increased 19% to $9.0
            million, representing 11% of total net revenues.
        --  Desktop online transaction net revenues, which include tablet,
            declined 21%, to $52.4 million, representing 63% of total net
            revenues.
    --  Net revenues from international markets were $16.6 million, representing
        20% of total net revenues.
    --  GAAP net income was $9.0 million, compared to GAAP net income of $14.0
        million.
    --  Non-GAAP net income was $19.1 million, compared to non-GAAP net income
        of $23.6 million.
    --  EPS was $0.17 per share, based on 52.4 million fully-diluted,
        weighted-average shares outstanding.
    --  Non-GAAP EPS was $0.36 per share, based on 52.4 million fully-diluted,
        weighted-average shares outstanding.
    --  Adjusted EBITDA was $30.8 million, representing 37% of total net
        revenues.
    --  Total website visits were 214.8 million, down 5%.
        --  Mobile visits in the quarter increased 20% to 93.2 million, or 43%
            of total visits.
        --  Desktop visits in the quarter declined 18% to 121.6 million.
    --  Mobile unique visitors grew 9% totaling 23.2 million.

Full Year 2015 Financial Results Highlights and Key Operating Metrics

(All comparisons are made to the full year 2014 unless otherwise noted. Amounts may not compute due to rounding.)


    --  Total net revenues declined 6% to $249.1 million.
        --  In-store + advertising net revenues increased 73% to $50.8 million,
            representing 20% of total net revenues.
        --  Mobile online transaction net revenues increased 56% to $24.4
            million, representing 10% of total net revenues.
        --  Desktop online transaction net revenues, which include tablet,
            declined 21%, to $173.9 million, representing 70% of total net
            revenues.
    --  Net revenues from international markets were $53.3 million, representing
        21% of total net revenues.
    --  GAAP net income was $11.8 million, compared to GAAP net income of $27.0
        million.
    --  Non-GAAP net income was $41.2 million, compared to non-GAAP net income
        of $56.9 million.
    --  EPS was $0.22 per share, based on 54.1 million fully-diluted,
        weighted-average shares outstanding.
    --  Non-GAAP EPS was $0.76 per share, based on 54.1 million fully-diluted,
        weighted-average shares outstanding.
    --  Adjusted EBITDA was $71.9 million, representing 29% of total net
        revenues.
    --  Total website visits were 718.4 million, up 3%.
        --  Mobile visits increased 51% to 297.9 million, or 41% of total
            visits.
        --  Desktop visits declined 16% to 420.5 million.

Business Outlook

First Quarter 2016


    --  Total net revenues are expected to be in the range of $49.0 to $54.0
        million, or a decline of 15% at the mid-point.
    --  Adjusted EBITDA is expected to be in the range of $8.0 to $12.0 million,
        or adjusted EBITDA margins of 19% at the mid-point.

Full Year 2016


    --  Total net revenues are expected to be in the range of $225.0 to $240.0
        million, or a decline of 7% at the mid-point.
    --  Adjusted EBITDA is expected to be in the range of $51.0 to $62.0
        million, or adjusted EBITDA margins of 24% at the mid-point.

The above statements are based on current expectations and actual results may differ materially as explained in "Forward-looking Statements" below. Information about RetailMeNot's use of non-GAAP financial measures is provided below under the caption "Use of Non-GAAP Financial Measures."

Quarterly Conference Call

RetailMeNot will host a webcast to discuss its fourth quarter and fiscal 2015 financial results and 2016 business outlook today at 7:00 a.m. Central Time (8:00 a.m. Eastern Time).

A live webcast of the conference call can be accessed within the investor relations section of the RetailMeNot website at http://investor.retailmenot.com. This webcast will contain forward-looking statements and other material information regarding the company's financial and operating results.

Following completion of the call, a replay of the call will be available beginning at 9:30 a.m. Eastern Time on February 9, 2016. To listen to the telephone replay, call (877) 344-7529 within the US, or (412) 317-0088 if calling internationally. Access Code 10078694.

About RetailMeNot, Inc.

RetailMeNot, Inc. (http://www.retailmenot.com/corp/) is a leading digital savings destination connecting consumers with retailers, restaurants and brands, both online and in-store. The company enables consumers across the globe to find hundreds of thousands of digital offers to save money while they shop or dine out. During the 12 months ended December 31, 2015, RetailMeNot, Inc. experienced over 718 million visits to its websites. It also averaged 23.2 million mobile unique visitors per month during the three months ended December 31, 2015. RetailMeNot, Inc. estimates that approximately $4.8 billion in retailer sales were attributable to consumer transactions from paid digital offers in its marketplace in 2015, more than $600 million of which were attributable to its in-store solution. The RetailMeNot, Inc. portfolio of websites and mobile applications includes RetailMeNot.com in the United States; RetailMeNot.ca in Canada; VoucherCodes.co.uk in the United Kingdom; retailmenot.de in Germany; Actiepagina.nl in the Netherlands; ma-reduc.com and Poulpeo.com in France; and Deals2Buy.com in North America. RetailMeNot, Inc. is listed on the NASDAQ stock exchange under the ticker symbol "SALE." Investors interested in learning more about the company can visit http://investor.retailmenot.com.

Key Operating Metrics

Visits. RetailMeNot defines a visit as a group of interactions that take place on one of RetailMeNot Inc.'s websites from computers, smartphones, tablets or other mobile devices within a given time frame as measured by Google Analytics, a product that provides digital marketing intelligence. A single visit can contain multiple page views, events, social interactions and e-commerce transactions. A single visitor can open multiple visits. Visits can occur on the same day, or over several days, weeks or months. As soon as one visit ends, there is then an opportunity to start a new visit. A visit ends either through the passage of time or a campaign change, with a campaign generally meaning arrival via search engine, referring site or campaign-tagged information. A visit ends through passage of time either after 30 minutes of inactivity or at midnight Pacific Time. A visit ends through a campaign change if a visitor arrives via one campaign or source, leaves the site, and then returns via another campaign or source. Visits for the period do not include interactions through our mobile applications.

Mobile Unique Visitors. This amount represents the average number of mobile unique visitors per month for the three month period ending December 31, 2015. RetailMeNot counts each of the following as a mobile unique visitor: (i) the first time a specific mobile device accesses one of our mobile applications during a calendar month, and (ii) the first time a specific mobile device accesses one of our mobile websites using a specific web browser during a calendar month. If a mobile device accesses more than one of our mobile websites or mobile applications in a single calendar month, the first access to each such mobile website or mobile application is counted as a mobile unique visitor as they are tracked separately for each mobile domain. We measure mobile unique visitors with a combination of internal data sources and Google Analytics data.

Use of Non-GAAP Financial Measures

To provide investors with additional information regarding our financial results, this document includes references to Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per share, all of which are non-GAAP financial measures. For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures, see the tables provided below in this release.

RetailMeNot defines adjusted EBITDA as net income (loss) plus depreciation, amortization of intangible assets, stock-based compensation expense, third-party acquisition-related costs, other non-cash operating expenses (including compensation arrangements entered into in connection with acquisitions), net interest expense, other non-operating income or expense (including net foreign exchange gains and losses) and income taxes.

RetailMeNot discloses adjusted EBITDA because it is a key measure used by RetailMeNot and its board of directors to understand and evaluate RetailMeNot's financial and operating performance, establish budgets and operational goals and as an element in determining executive compensation. RetailMeNot believes adjusted EBITDA also facilitates period-to-period comparisons of operations that could otherwise be masked by the effect of the expenses that RetailMeNot excludes in this non-GAAP financial measure and facilitates comparisons with other peer companies, many of which use similar non-GAAP financial measures to supplement their GAAP results.

Our presentation of non-GAAP net income (loss) and non-GAAP net income (loss) per share excludes the impact of amortization of purchased intangible assets, stock-based compensation expense, third party acquisition-related costs, other non-cash operating expenses (including compensation arrangements entered into in connection with acquisitions) and income taxes, net of the tax effect of the adjustments above. These measures are not key metrics used by RetailMeNot or its board of directors to measure financial or operating performance or otherwise manage the business. However, RetailMeNot provides non-GAAP net income (loss) and non-GAAP net income (loss) per share as supplemental information for investors, as they facilitate period-to-period comparisons of operations that could otherwise be masked by the effect of the expenses that RetailMeNot excludes in these non-GAAP financial measures and facilitates comparisons with other peer companies, many of which use similar non-GAAP financial measures to supplement their GAAP results.

Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per share have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of RetailMeNot's results as reported under GAAP. Because of these limitations, you should consider Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per share alongside other financial performance measures, including various cash flow metrics, net income (loss) and RetailMeNot's other GAAP results.

Forward-looking Statements

This release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included herein regarding RetailMeNot's strategy, future operations, future financial position, future net revenues, projected costs, prospects, plans and objectives of management are forward-looking statements. The words "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "seek," "should," "target," "will," "would" and similar expressions (or the negative of these terms) are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include, among other things, statements about management's estimates regarding future net revenues, adjusted EBITDA and other financial performance, visits, mobile unique visitors, e-mail subscribers, other consumer engagement metrics, new product and content offerings and other statements about management's beliefs, intentions or goals. RetailMeNot may not actually achieve the expectations disclosed in the forward-looking statements, and you should not place undue reliance on RetailMeNot's forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause actual results or events to differ materially from the expectations disclosed in the forward-looking statements, including, but not limited to, (1) RetailMeNot's ability to attract visitors to its websites from search engines; (2) RetailMeNot's ability to monetize digital offers available through its mobile solutions; (3) RetailMeNot's ability to attract and retain paid retailers and maintain its relationships with performance marketing networks; (4) risks related to RetailMeNot's ability to manage the growth in scope and complexity of its business, including accurately planning and forecasting its financial results; (5) RetailMeNot's ability to obtain and maintain digital offer content and maintain the positive perception of its brand; (6) the competitive environment for RetailMeNot's business; (7) changes in consumer sentiment regarding RetailMeNot's use of cookies; (8) RetailMeNot's need to manage regulatory, tax and litigation risks, including regulations imposing sales tax on e-commerce or m-commerce and ongoing litigation; (9) RetailMeNot's ability to use and protect consumer data and to protect its intellectual property; (10) RetailMeNot's ability to manage international business uncertainties; (11) the impact and integration of future acquisitions; and (12) other risks and potential factors that could affect RetailMeNot's business and financial results identified in RetailMeNot's filings with the Securities and Exchange Commission (the "SEC"), including its quarterly report on Form 10-Q filed with the SEC on November 6, 2015. Additional information will also be set forth in RetailMeNot's future quarterly reports on Form 10-Q, annual reports on Form 10-K and other filings that RetailMeNot makes with the SEC. RetailMeNot does not intend or undertake any duty to release publicly any updates or revisions to any forward-looking statements contained herein.

Investor Contact
Michael Magaro
RetailMeNot, Inc.
mmagaro@rmn.com
(512) 777-2899

Media Contact
Brian Hoyt
RetailMeNot, Inc.
bhoyt@rmn.com
(512) 777-2957


                                                RetailMeNot, Inc.

                                 Condensed Consolidated Statements of Operations

                                (Unaudited, in thousands, except per share data)


                                                  Three Months Ended
                                                      December 31,                       Year Ended

                                                                                  December 31,
                                                                                   ------------

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


    Net revenues                                   $83,139                $87,437               $249,115    $264,683

    Costs and expenses:

    Cost of net revenues (1)                         4,871                  4,941                 19,904      18,617

    Product development (1)                         12,177                 11,886                 51,580      47,882

    Sales and marketing (1)                         33,173                 30,497                 99,380      90,062

    General and administrative
     (1)                                           10,906                 11,790                 39,813      42,343

    Amortization of purchased
     intangible assets                               2,488                  2,683                 10,664      12,243

    Other operating expenses                         2,334                    855                  4,616       4,065
                                                     -----                    ---                  -----       -----

    Total costs and expenses                        65,949                 62,652                225,957     215,212
                                                    ------                 ------                -------     -------

    Income from operations                          17,190                 24,785                 23,158      49,471


    Other income (expense):

    Interest expense, net                            (539)                 (582)               (1,988)    (1,981)

    Other income (expense),
     net                                              (14)                 (128)                 (315)    (1,102)
                                                       ---                   ----                   ----      ------


    Income before income taxes                      16,637                 24,075                 20,855      46,388

    Provision for income taxes                     (7,600)              (10,039)               (9,007)   (19,423)
                                                    ------                -------                 ------     -------


    Net income                                       9,037                 14,036                 11,848      26,965
                                                     =====                 ======                 ======      ======


    Net income per share:

     Basic                                           $0.17                  $0.26                  $0.22       $0.50
                                                     =====                  =====                  =====       =====

     Diluted                                         $0.17                  $0.26                  $0.22       $0.49
                                                     =====                  =====                  =====       =====


    Weighted average number of shares used in
     computing net income per share:

     Basic                                          51,782                 54,160                 53,076      53,792
                                                    ======                 ======                 ======      ======

     Diluted                                        52,406                 55,041                 54,099      55,311
                                                    ======                 ======                 ======      ======


                                             RetailMeNot, Inc.

                        Condensed Consolidated Statements of Operations (continued)

                                         (Unaudited, in thousands)


                                                   Three Months Ended
                                                      December 31,                     Year Ended

                                                                                December 31,
                                                                                 ------------

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

     (1)  Includes stock-based compensation as
      follows:

    Cost of net revenues                              $568                 $541                $2,211  $1,848

    Product development                              2,200                2,130                 8,667   7,289

    Sales and marketing                              1,598                1,528                 6,254   5,547

    General and administrative                       2,437                2,611                 9,762   9,834
                                                     -----                -----                 -----   -----

     Total                                          $6,803               $6,810               $26,894 $24,518
                                                    ======               ======               ======= =======


                           RetailMeNot, Inc.

                   Reconciliation of Adjusted EBITDA

                       (Unaudited, in thousands)


                          Three Months Ended                     Year Ended

                             December 31,                       December 31,
                           ------------                    ------------

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


     Net
      income                 $9,037                $14,036           $11,848 $26,965

      Depreciation
      and
      amortization            4,389                  3,587            17,131  15,746

     Stock-
      based
      compensation
      expense                 6,803                  6,810            26,894  24,518

     Third
      party
      acquisition-
      related
      costs                      36                    100                91     100

     Other
      operating
      expenses                2,334                    855             4,616   4,065

      Interest
      expense,
      net                       539                    582             1,988   1,981

     Other
      income
      (expense),
      net                        14                    128               315   1,102

      Provision
      for
      income
      taxes                   7,600                 10,039             9,007  19,423
                              -----                 ------             -----  ------


      Adjusted
      EBITDA                $30,752                $36,137           $71,890 $93,900
                            =======                =======           ======= =======



                                                        RetailMeNot, Inc.

                                 Reconciliation of Non-GAAP Net Income and  Non-GAAP Diluted EPS

                                        (Unaudited, in thousands, except per share data)



                                                         Three Months Ended December
                                                                   31,                               Year Ended
                                                                                                  December 31,
                                                                                                   ------------

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

    GAAP Income before
     income taxes                                             16,637                       24,075                   20,855      46,388

    GAAP provision for
     income taxes                                            (7,600)                    (10,039)                 (9,007)   (19,423)
                                                              ------                      -------                   ------     -------

    GAAP Net income                                           $9,037                      $14,036                  $11,848     $26,965

    Non-GAAP adjustments to net income:

     Amortization of
      purchased intangibles                                    2,488                        2,683                   10,664      12,243

     Stock-based
      compensation expense                                     6,803                        6,810                   26,894      24,518

     Third party
      acquisition-related
      costs                                                       36                          100                       91         100

     Other operating
      expenses                                                 2,334                          855                    4,616       4,065

     Less: Tax effect of
      adjustments above                                      (1,622)                       (906)                (12,947)   (11,037)
                                                              ------                         ----                  -------     -------

     Total non-GAAP net
      income                                                 $19,076                      $23,578                  $41,166     $56,854
                                                             =======                      =======                  =======     =======


    Diluted net income per share

    GAAP                                                       $0.17                        $0.26                    $0.22       $0.49
                                                               -----                        -----                    -----       -----

    Non-GAAP                                                   $0.36                        $0.43                    $0.76       $1.03
                                                               -----                        -----                    -----       -----


    Shares used in non-GAAP diluted EPS calculation:

    Weighted-average
     shares outstanding
     used in calculating
     GAAP diluted EPS                                         52,406                       55,041                   54,099      55,311

    Additional dilutive
     securities for non-
     GAAP diluted EPS                                              -                           -                       -          -

    Weighted-average
     shares outstanding
     used in calculating
     non-GAAP diluted EPS                                     52,406                       55,041                   54,099      55,311
                                                              ======                       ======                   ======      ======


    Reconciliation of non-GAAP effective tax rate:

    GAAP Effective tax rate                                    45.7%                       41.7%                   43.2%      41.9%

    Tax effect of non-GAAP
     adjustments to net
     income                                                   -13.1%                     (10.0%)                  (8.4%)     (7.0%)

    Non-GAAP effective tax
     rate                                                      32.6%                       31.7%                   34.8%      34.9%
                                                                ====                         ====                     ====        ====


                                                                   RetailMeNot, Inc.

                                                         Condensed Consolidated Balance Sheets

                                                               (Unaudited, in thousands)

                                                    As of December 31,                         As of December 31,

                                                                                        2015                          2014
                                                                                        ----                          ----

     Assets

     Current assets:

     Cash and cash equivalents                                                      $259,769                      $244,482

     Accounts receivable, net                                                         67,504                        69,603

     Prepaids and other current
      assets, net                                                                     13,816                        14,930
                                                                                      ------                        ------

     Total current assets                                                            341,089                       329,015


     Property and equipment, net                                                      21,382                        16,949

     Intangible assets, net                                                           61,245                        70,819

     Goodwill                                                                        174,725                       176,927

     Other assets, net                                                                 8,775                         5,394
                                                                                       -----                         -----

     Total assets                                                                   $607,216                      $599,104
                                                                                    ========                      ========


     Liabilities and Stockholders' Equity (Deficit)

     Current liabilities:

     Accounts payable                                                                 $8,713                        $5,482

     Accrued compensation and
      benefits                                                                        10,136                        12,138

     Accrued expenses and other
      current liabilities                                                              7,155                         6,110

     Income taxes payable                                                              5,109                         9,032

     Current maturities of long
      term debt                                                                       10,000                        10,000
                                                                                      ------                        ------

     Total current liabilities                                                        41,113                        42,762


     Deferred tax liability--
      noncurrent                                                                       4,462                         3,404

     Long term debt                                                                   62,500                        40,000

     Other noncurrent
      liabilities                                                                      7,752                         8,183
                                                                                       -----                         -----

     Total liabilities                                                               115,827                        94,349


     Stockholders' equity:

     Common stock                                                                         51                            54

     Additional paid-in capital                                                      495,151                       517,421

     Accumulated other
      comprehensive loss                                                             (4,883)                      (1,942)

     Retained earnings
      (accumulated deficit)                                                            1,070                      (10,778)

     Total stockholders' equity                                                      491,389                       504,755
                                                                                     -------                       -------

     Total liabilities and
      stockholders' equity                                                          $607,216                      $599,104
                                                                                    ========                      ========


                                                          RetailMeNot, Inc.

                                           Condensed Consolidated Statements of Cash Flows

                                                      (Unaudited, in thousands)


                                                              Three Months Ended December
                                                                       31,                               Year Ended

                                                                                                    December 31,
                                                                                                     ------------

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

     Cash flows from operating activities:

    Net income                                                    $9,037                    $14,036                 $11,848     $26,965

     Adjustments to reconcile net income to cash provided
      by
     operating activities:

    Depreciation and
     amortization expense                                          4,389                      3,587                  17,131      15,746

    Stock based
     compensation expense                                          6,803                      6,810                  26,894      24,518

    Excess income tax
     benefit from stock-
     based compensation and
     other                                                          (41)                     (188)                (1,374)   (12,192)

    Deferred income tax
     benefit                                                     (1,087)                   (1,373)                  (849)    (4,169)

    Non-cash interest
     expense                                                         102                        313                     407         603

    Impairment of assets                                           2,340                          -                  2,340           -

    Amortization of
     deferred compensation                                             -                       768                   2,297       3,978

    Other non-cash (gains)
     losses, net                                                   (746)                        69                     223       1,011

    Provision for doubtful
     accounts receivable                                             867                      1,352                     783       3,319

    Changes in operating assets and liabilities:

    Accounts receivable,
     net                                                        (28,081)                  (29,097)                    161    (14,540)

    Prepaid expenses and
     other current assets,
     net                                                           3,823                    (3,319)                (1,123)    (2,903)

    Accounts payable                                               4,881                      1,592                   4,035         857

    Accrued expenses and
     other current
     liabilities                                                   6,839                     13,512                 (3,222)     15,757

    Other noncurrent assets
     and liabilities                                               (895)                     1,769                     938       2,445
                                                                    ----                      -----                     ---       -----

     Net cash provided by
      operating activities                                        $8,231                     $9,831                 $60,489     $61,395

     Cash flows from investing activities:

    Payments for
     acquisition of
     businesses, net of
     acquired cash                                                     -                         -                      -       (75)

    Proceeds from sale of
     property and equipment                                            9                          -                     23           -

    Purchase of other
     assets                                                         (35)                      (90)                (4,337)    (3,476)

    Purchase of non-
     marketable investment                                             -                         -                (4,000)          -

    Purchase of property
     and equipment                                               (2,162)                   (2,644)               (10,903)    (9,498)
                                                                  ------                     ------                 -------      ------

     Net cash used in
      investing activities                                       (2,188)                   (2,734)               (19,217)   (13,049)

     Cash flows from financing activities:

        Proceeds from notes
         payable, net of
         issuance costs                                                -                    49,150                  29,950      49,150

        Payments on notes
         payable                                                 (2,500)                  (28,000)                (7,500)   (41,273)

        Proceeds from public
         offerings, net of
         offering costs                                                -                         2                       -       (59)

        Excess income tax
         benefit from stock-
         based compensation and
         other                                                        41                        188                   1,374      12,192

        Payments of principal
         on capital lease
         arrangements                                                  -                       (6)                    (7)       (13)

        Payments for repurchase
         of common stock                                        (14,065)                       (1)               (52,873)        (7)

        Proceeds from issuance
         of common stock, net
         of shares withheld for
         taxes                                                     (164)                       827                   4,166      11,454

                                                                                                                                 ---

     Net cash provided by
      (used in) financing
      activities                                                (16,688)                    22,160                (24,890)     31,444

     Effect of foreign
      currency exchange rate
      on cash                                                      (291)                     (469)                (1,095)    (1,189)
                                                                    ----                       ----                  ------      ------

     Change in cash and cash
      equivalents                                               (10,936)                    28,788                  15,287      78,601

      Cash and cash
       equivalents, beginning
       of period                                                 270,705                    215,694                 244,482     165,881
                                                                 -------                    -------                 -------     -------


      Cash and cash
       equivalents, end of
       period                                                   $259,769                   $244,482                $259,769    $244,482
                                                                ========                   ========                ========    ========

-- RMNSALE-F -

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SOURCE RetailMeNot Inc.