SFX Entertainment : Reports First Quarter Financial Results and Provides Update on Recent Developments

SFX Entertainment, Inc. (NASDAQ:SFXE) today reported financial results for the three months ended March 31, 2015.

Revenue for the three months ended March 31, 2015 grew 56.6% to $52.2 million and included $40.2 million in Live revenue (77.0% of total revenue) related to festivals and live events that were produced, promoted, licensed or managed by SFX during the period. During the three months ended March 31, 2015, SFX produced and promoted a total of 251 festivals and events, which attracted over 751,000 total attendees, including 12 festivals that each had capacity of over 10,000 attendees. Platform revenue, which represents SFX’s 365-day a year engagement with fans outside of live events and includes sales of digital music, certain marketing services and digital activities, totaled $12.0 million (23.0% of total revenue) for the three months ended March 31, 2015. Included within the Live and Platform segments, the Company recognized $13.6 million of sponsorship and marketing services revenue during the 2015 first quarter.

Direct costs for the three months ended March 31, 2015 totaled $34.2 million, with costs from Live representing $26.6 million, or 77.7% of total direct costs, while Platform costs were $7.6 million, or 22.3% of total direct costs.

Net loss and diluted loss per share for the three-month period ended March 31, 2015 was $(41.6) million and $(0.46), respectively, compared with $(56.0) million and $(0.65), respectively, in the year-ago period.

Reflecting the Company’s platform building initiatives, pro forma revenue (a non­GAAP financial measure, see definition and reconciliation below) for the three months ended March 31, 2015, rose 14.6% to $52.2 million from $45.5 million in the first quarter of 2014. On a constant currency basis, pro forma revenue grew 26.2%. Pro forma adjusted EBITDA (a non­GAAP financial measure, see definition and reconciliation below) for the three months ended March 31, 2015, was a loss of $(10.6) million, compared with a loss of $(8.2) million in the first quarter of 2014. Included in these results is the impact of significant investments in the Company’s platform.

The first quarter is the Company’s seasonally slowest quarter for live events and revenue, and during the period SFX held five owned festivals that were also held in the first quarter of 2014. On a same festival basis, attendance for these festivals grew 1.2% and revenue grew 1.2% on a constant currency basis. The bulk of live event activity begins late in the second and into the third quarters, and live festivals and events scheduled to date for 2015 have an estimated attendance capacity of 6.0 million fans, which represents significant growth compared to 2014.

"The progress SFX continues to make with our operating initiatives, including the successful re-launch of Beatport as the leading mobile and streaming app for EDM fans around the world, reinforces my belief that value is being created in the business," said Robert F.X. Sillerman, Chairman and CEO of SFX. "In addition, the U.S. debut last weekend of Rock in Rio in Las Vegas was a key reminder of the power of our global brands. At the same time, I continue to work closely with the Board as they continue their diligent evaluation of my proposal to acquire the Company."

2015 Guidance

Reflecting on first quarter results and the impact of Rock in Rio Las Vegas, the Company today lowered its full year 2015 guidance. SFX now expects revenues for the year to be approximately $500.0 million, and expects pro forma adjusted EBITDA to be in the range of $55.0 million to $65.0 million. The adjustment to the revenue guidance is inclusive of the anticipated impact of foreign exchange as a significant portion of the Company’s operations occur internationally. The adjustment to the pro forma adjusted EBITDA expectation reflects the Company’s share of the expected losses related to the start-up costs for Rock in Rio Las Vegas, which is expected to be approximately $4.0 million to $5.0 million.

Digital Innovation

In conjunction with its Live segment, SFX continues to accelerate the growth of its social and online platforms and digital media assets. Central to this initiative is Beatport, SFX’s primary digital property which, in 2015 to date, has executed on its strategic priority to become the all-in-one hub for everything EMC. Highlights from the first quarter of 2015 include:

• In March 2015, Beatport unveiled a new addition to its multi-faceted EMC platform, a music streaming service with a catalog of over 2.5 million tracks from more than 25,000 music labels. As the foundation of SFX’s broader digital strategy, Beatport is focused on becoming the focal point for all EMC brands, serving as a powerful tool for promotion, integration and connectivity with EMC fans.
• In February 2015, Beatport and T-Mobile announced details of their Charter Partnership in connection with Beatport’s new music streaming service, a collaboration that provides for exclusive benefits for T-Mobile subscribers such as free Beatport downloads and ticket access to SFX event offerings.
• Beatport.com launched its Android and iOS streaming apps in March 2015.

Live Event Highlights and Key Recent Developments

Reflecting the Company’s brand exporting and development strategies, SFX achieved several live event milestones and announced a series of new shows from across its portfolio which will debut in 2015, highlights of which are summarized below:

• At the 30th annual International Dance Music Awards (IDMAs) in March, Tomorrowland Belgium and Beatport were awarded Best Music Event and Best EDM/Dance Music Retailer, respectively.
• The world’s largest paint party, Life in Color, announced in January 2015 its first ever global tour visiting over 100 cities and 50 countries, including Brazil, Turkey, Argentina and Indonesia.
• On April 27, 2015, Kingsday Festival at the Olympic Stadium in Amsterdam hosted over 25,000 attendees, with DJs and live acts from a variety of genres including EMC, techno, big-room house and hardstyle.
• In early May 2015, Tomorrowland Brazil welcomed over 180,000 attendees to Itaú, Sao Paolo for a weekend with some of the most renowned electronic music artists.
• On May 6, 2015, the first edition of Electric Zoo Tokyo Beach took place during Japan’s Golden Week holiday with over 15,000 attendees and a lineup that included Steve Aoki, W&W and Knife Party.
• Rock in Rio debuted in the United States for the first time in Las Vegas on May 8-9, 2015. A second weekend in Las Vegas is planned for May 15-16, 2015, and the flagship Rock in Rio Brazil is scheduled for September 2015.
• On May 30, 2015, ALDA Events will bring 10 top Dutch DJs to the first edition of The Flying Dutch, an outdoor festival simultaneously occurring at three locations: Amsterdam, Eindhoven and Rotterdam. All three venues are sold-out with expected attendance of up to 100,000 fans.
• Sensation celebrates its 15th anniversary with LEGACY, a brand new Amsterdam-exclusive edition which is set to take place on July 4, 2015, at the famed Amsterdam Arena. The event sold out several hours after it was announced in March 2015.
• The sold out Defqon.1, scheduled to take place in The Netherlands on June 19-22, 2015, is also expected to welcome thousands of campers.
• The third edition of TomorrowWorld, scheduled for September 2015, is expected to provide an even more phenomenal experience on the magical grounds of Chattahoochee Hills, Georgia.
• In September 2015, ID&T will break fresh ground with One Tribe, a new camping festival in the United States. The festival will take place in Los Angeles at the Lake Perris State Recreation Area.
• Mysteryland Netherlands, the world's longest running electronic music and arts festival, expands to a weekend festival with camping available for the first time. Mysteryland USA returns in 2015 to Bethel Woods, New York, with more than double the camping capacity following a successful inaugural event in 2014.
• Monumental, the company behind the iconic techno brand Awakenings, will bring the Awakenings brand to New York, Los Angeles and Sao Paulo to be a part of EZOO, One Tribe and Tomorrowland this year.
• Chicago based React Presents is launching two new festivals: Mamby on the Beach, on the beach of Lake Michigan in July, and Freaky Deaky Halloween, its Halloween brand.

Marketing and Brand Partnerships

In 2014, its first year of establishing broad-based marketing sponsorships, SFX entered into foundational relationships with prominent brands including Anheuser-Busch InBev, Corona, Skol, T-Mobile US, MasterCard, Clear Channel Media and Entertainment (now iHeartMedia), viagogo, and MTV. In 2015, the Company has begun to realize the benefits of these important partnerships.

(1) Festivals defined as having attendance capacity of 10,000 or greater.

(2) Represents festivals promoted by entities under license from SFX as well as entities in which SFX has an equity investment.

Balance Sheet and Liquidity

At March 31, 2015, SFX had outstanding $295.0 million principal amount 9.625% second lien senior secured notes due 2019 and cash and cash equivalents of $45.8 million.

Special Committee of the Board of Directors, Appointment of Financial Advisor and Independent Legal Counsel

On March 10, 2015, the Company named three independent members of its Board of Directors – John Miller, Michael Meyer, and D. Geoffrey Armstrong – to serve on a Special Committee to evaluate a proposal from Robert F.X. Sillerman, the Company’s Chairman and Chief Executive Officer, to acquire all of the outstanding shares of SFX that he does not already own, at a price of $4.75 per share in cash. Mr. Sillerman presently owns approximately 37.4% of the outstanding common stock of SFX Entertainment. The Special Committee will also consider alternatives to the proposed transaction that will enhance shareholder value, including any other offers to acquire the Company. The Company has also retained Moelis & Company LLC to serve as the Special Committee’s financial advisor and Steptoe & Johnson to serve as the Special Committee’s legal counsel.

The Special Committee will consider and advise shareholders of its recommendations to enhance shareholder value in accordance with applicable legal requirements. No assurance can be given that an agreement on terms satisfactory to the Special Committee will result from the proposal submitted by Mr. Sillerman or that any transaction will be consummated.

Conference Call

SFX management will host a conference call to review the results for the 2015 first quarter on Tuesday, May 12, at 9:00 a.m. Eastern Time. To access the conference call, interested parties may dial 212/271-4651 (domestic and international callers). Participants can also listen to a live webcast of the call through the “Events” section of SFX’s website at http://investor.sfxii.com/events-calendar. A webcast replay will be available for 90 days following the live event at http://investor.sfxii.com/events-calendar. Please call five minutes in advance to ensure that you are connected.

Definitions

The following definitions apply to these terms as used throughout this press release and the exhibits:

EBITDA – represents net income (loss) before other income (loss), interest expense, income taxes, depreciation and amortization, non­cash equity­based compensation expense, and non­operating items, including financing and other transaction costs.

Pro forma adjusted EBITDA – includes the EBITDA of SFX, plus EBITDA from acquisitions as if owned from the beginning of the period, cost savings, non­recurring items including financing and other transaction costs and severance.

Pro forma revenue – means the revenue of SFX and all acquisitions as if owned from the beginning of the period.

Non­GAAP Financial Measures

We prepare our financial statements in accordance with generally accepted accounting principles (“GAAP”) in the United States of America. Within this press release, we make reference to EBITDA, pro forma adjusted EBITDA, and pro forma revenue, which are non­GAAP financial measures. The Company includes these non­GAAP financial measures because management believes they are useful to investors in that they provide for greater transparency with respect to supplemental information used by management in its financial and operational decision making.

Management uses EBITDA to convey supplemental information to investors regarding the Company’s performance excluding the impact of certain non­cash charges, costs associated with our borrowing and other special items that can affect the comparability of results from quarter to quarter. In particular, EBITDA is a key measure used by our management and board of directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget, and to develop short­ and long­term operational plans. Of note, the elimination of certain expenses in calculating EBITDA can provide a useful measure for period­to­period comparisons of our core business. In addition, the Company believes that pro forma adjusted EBITDA and pro forma revenue present important information to investors regarding the current business, prospects and financial condition of the Company that would not otherwise be available.

Accordingly, the Company believes the presentation of these non­GAAP financial measures, when used in conjunction with GAAP financial measures, is a useful financial analysis tool that can assist investors in assessing the Company’s operating performance and underlying prospects. This analysis should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. This analysis, as well as the other information in this press release, should be read in conjunction with the Company’s financial statements and footnotes contained in the documents that the Company files with the U.S. Securities and Exchange Commission. The non­GAAP financial measures used by the Company in this press release may be different from the methods used by other companies. For more information on the Non­GAAP financial measures, please see the Reconciliation of GAAP financial measures to Non­GAAP financial measures table in the press release.

About SFX Entertainment

SFX Entertainment, Inc. (NASDAQ: SFXE) is the largest global producer of live events and digital entertainment content focused exclusively on electronic music culture (EMC) and other world-class festivals. SFX's mission is to provide electronic music fans with the best possible live experiences, music discovery, media and digital connectivity. SFX was borne out of the technology revolution and produces and promotes a growing portfolio of live events that includes leading brands such as Tomorrowland, TomorrowWorld, Mysteryland, Sensation, Stereosonic, Electric Zoo, Disco Donnie Presents, Life in Color, Rock in Rio, Nature One, Mayday, Decibel, Q-Dance, Awakenings, and React Presents, as well as the innovative ticketing services Flavorus and Paylogic.

SFX owns and operates Beatport, the trusted global home of electronic music where fans, DJs, and creators connect, discover, and participate in the evolution of dance music culture. Beatport offers a complete music experience for everyone, everywhere including streaming music, mobile apps and a host of ways for the EMC community to enjoy or download files, attend transformational festivals and events both in person and online, connect with like-minded fans and inspirational artists, and receive news, reviews, and unique insider access.

Forward Looking Statements

This press release contains forward-looking statements regarding our business strategy, expected operational and financial results and plans, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are only predictions and may differ materially from actual results due to a variety of factors including: our ability to integrate the companies we have acquired; our belief that the EMC community will grow; our ability to increase the number of festivals and events we produce and their attendance and profitability; our ability to pay our debts and meet our liquidity needs; competition; our ability to manage growth and geographically-dispersed operations; and our ability to grow our online properties. We refer you to the documents we file from time to time with the U.S. Securities and Exchange Commission, specifically the section titled “Item 1A. Risk Factors” of our most recent Annual Report filed on Form 10-K and Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K, which contain and identify other important factors that could cause actual results to differ materially from those contained in our projections or forward-looking statements. In addition, any forward-looking statements contained herein are based on assumptions that we believe to be reasonable as of this date. We undertake no obligation to update these statements as a result of new information or future events, except as required by law.