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InnerWorkings, Inc. (NASDAQ:INWK)

Q2 2009 Earnings Call

August 5, 2009 5:30 pm ET

Executives

Eric Belcher – Chief Executive Officer

Joe Busky – Chief Financial Officer

Analysts

Franco Turrinelli - William Blair & Company

Jeff Blaeser – Morgan Joseph

Vance Edelson – Morgan Stanley

George Sutton – Craig-Hallum

James Friedland - Cowen & Company

Operator

Welcome to the InnerWorkings Incorporated quarterly earnings conference call. This call is being recorded. At this time, I would like to turn the call over to the Chief Financial Officer, Mr. Joe Busky.

Joe Busky

Thank you for joining us on our second quarter 2009 earnings call. This is Joe Busky and I am the Chief Financial Officer at InnerWorkings. Joining me on the call today is our Chief Executive Officer, Eric Belcher.

Before we begin, I'd like to note that this call will include forward-looking statements related to future results that are made pursuant to the Safe Harbor provisions of the federal securities laws. These statements are subject to a variety of risks, uncertainties and assumptions that may cause actual results to differ materially from those stated or implied by the forward-looking statements. Any forward-looking statements represent our views only as of today and should not be relied upon as representing our views as of any subsequent date.

Listeners to the call are advised to review our SEC filings, including the risk factors contained in our most recent form 10-K. This call will discuss among other financial performance measures adjusted EBITDA, which is a non-GAAP financial performance measures. Please refer to the company’s second quarter earnings release issued earlier today for a reconciliation of adjusted EBITDA to net income, and please note that this call is intended for investors and analysts and may not be reproduced in the media in whole or in part without our prior consent.

At this time, I will turn the call over to our Chief Executive Officer, Eric Belcher, who will provide an overview of the second quarter and business highlights. After this, I will then spend a few minutes on our financial results. Eric will then offer concluding remarks, and then we will finish with your questions.

Eric Belcher

Welcome to those of you for joining us on our call today. We’re pleased to report that InnerWorkings has completed yet another profitable period, making this our 21st consecutive quarter of positive earnings.

Our revenue was just over $100 million, and we generated $0.05 of earnings per share. The company signed 9 new enterprise contracts during the quarter, and of the 9, two are expected to generate in excess of $10 million in revenue per year once they are fully implemented.

Our revenue from new clients was $11 million for the quarter and stands at $21 million year to date, and all of these accomplishments are despite a substantial and we believe temporary drop in print spend from our existing client base. We lost more than $30 million in revenue for the quarter due to macroeconomic factors, primarily related to a reduction in advertising and promotion spending from our existing clients.

With the inevitable rebound of consumer and business spending in the future, we expect to see our clients begin adding back to their print budgets, and with that we fully expect to return to our overall historical annual organic growth rates of 15-20%. We draw our confidence from the fact that with every quarter, we’re taking control of an increasingly larger percentage of the overall print bought and sold in this country. Our momentum builds with each new major corporation that turns to us to procure and manage their print spend, and the 17 enterprise contracts we’ve been awarded thus far in 2009 have exceeded our expectations.

Let me take a minute to provide a little more color on some of the new awards we picked up this quarter. As you know, one of our wins in the quarter is a multi-year multimillion dollar enterprise contract with Bacardi. As part of the contract, we’ll be managing Bacardi’s national print and custom point of sale categories. We expect to see our first major bookings this month, with revenue following soon after. We’ll have a number of employees working on site at their facilities in Miami, and we’ll be supporting Bacardi with automated online ordering platforms to drive additional efficiencies throughout their supply chain.

During the quarter, we also signed a multi-year, multimillion dollar enterprise contract with Movie Gallery. Moving forward, we are the buying authority for all of their commercial printing needs including their store signage, promotional products, direct mail, and operational print. The origination of this relationship is a direct result of our relatively new channel partnership with AT Kearney. Our agreement with AT Kearney is one of several channel partnerships that we’ve developed over the past couple of years, and we expect this and other similar partnerships to be a significant contributing factor to our market share gains moving forward.

We’re also pleased to announce that in the second quarter we were awarded a major new enterprise contract with Valspar, a $3.2-billion a year coatings manufacturer, and we’ll be placing at least two of our employees on site to support their print need going forward.

In addition, we picked up wins from four other US companies with well-known brand names, though these companies have requested confidentiality, and we also signed enterprise contracts with two major companies in the UK. Our business overseas remains solid, and we’re pleased with the sales collaboration and development between our US and UK employees.

With 17 enterprise wins in the first half and our expectation of 12 to 16 additional signings by the end of the year, we expect our 2009 enterprise clients to generate at least $50 million in revenue in 2010. Not only are we pleased with the number of our wins and the associated amount of print under management expected from our new contracts, but we’re also pleased with the quality of these agreements.

Many of our new enterprise contracts include minimum volume commitments with associated penalty clauses if they’re not met. These terms give us increased visibility into our enterprise clients’ expected spend and also ensure that we cover our shareholders upfront investment in staffing and implementation, and speaking of investments, in our new clients, we now have 61 full time employees working on site at our enterprise clients’ offices, up from 54 at the end of the first quarter and 33 from a year ago.

Our estimate for the substantial revenue we expect in 2010 from this year’s enterprise contracts is also supported by the revenue we’ve generated in 2009 from last year’s enterprise wins. You’ll recall that we signed a total of 27 enterprise contracts in 2008. Our new clients generated $11 million in revenue in the second quarter and has contributed $21 million year to date. These relationships are developing at a rate that puts us squarely on target with our full year estimate of approximately $50 million in revenue from these accounts.

We now have 72 customers that we build at least $1 million in the past 12 months, up from just 48 a year ago, and with our new enterprise wins, our customer concentration from our top 10 accounts has fallen to 31% of total revenue in the second quarter compared to 39% a year ago. We expect to see ongoing growth in both new enterprise client wins and revenue realized from 2008 contracts throughout the second half of the year. And while our customers are spending to 20-25% less today on print than they did just one year ago, we’re retaining our client relationships. In fact, apart from customer bankruptcy and credit issues, we continue to do business with 24 of our top 25 customers over the past 12 months. Between our client retention and major new client wins, it’s obvious that we’re taking advantage of this economic environment to significantly add to our market presence and our market share. While most companies in our space will have a down year in 2009, we expect growth across almost every critical metric. We expect greater revenue this year versus last year despite the cutbacks in spend mentioned earlier, and at 287 sales representatives, we now have more sales personnel than at anytime in our company’s history, and we were recently recognized for the first time as the largest print distributor in North America by Print Solutions magazine.

We believe we’re now one of the largest and certainly most sophisticated buyers of printed materials in the world. Advancements in our procurement technology, our growing reputation, and our solid balance sheet make us the most appropriate choice for an end-user of print in supplying their needs.

With respect to our M&A, we’ve acquired one small company year to date versus two in the first half of 2008. M&A is our recruiting tool for talented entrepreneurs who have built healthy profitable companies and have the ability to capitalize on our technology, scale, and credibility, and it is concrete proof that our M&A efforts are critical to our recruiting strategies. Individuals who came to InnerWorkings through acquisitions made important contributions to six of our nine enterprise wins this quarter.

The pace of M&A has slowed slightly this year primarily because owners of healthy businesses are not particularly interested in selling at current valuations, and we continue to have little or no interest in businesses that are for sale or companies that might be considered second-tier outfits. In terms of our current pipeline, we’re in detailed discussions with nine organizations, four of which we’ve been courting for over 2 years. We also recently signed a letter of intent with a company that we’ve gotten to know well over the past few years and we’ve excited about this potential partnership moving forward.

As a final point, I’d like to highlight that we’re proactively managing the current cost structure of our business to ensure alignment with the reality of the print industry today, and this is a challenge as despite the drop in spend from our clients, the number of orders that we’re fulfilling has increased versus last year. Our customers are simply putting in smaller orders, but the time and expense to support these orders has not decreased at the same rate.

Despite this pressure, we continue to take costs out. Joe will provide more details on the expected impact of recently introduced additional cost cutting measures, but I’m pleased to say that the retention of our talented employees as well as morale and optimism regarding our future remains strong. We’re pioneering a new and more efficient method of servicing the supply chain in the printing industry, and our team is excited to be an important part of this change.

I’d now like to ask our CFO, Joe Busky, to provide us with a more detailed discussion of our second quarter financial results and cost management initiatives.

Joe Busky

Our revenue for the fiscal second quarter was $100 million, representing a 5% decrease from $105 million in the prior year quarter. The decrease in revenue was primarily attributable to a 23% same customer organic decline and a 6% loss due to customer bankruptcy and credit issues, partially offset by 11% new account growth. Our new accounts are still on target to generate approximately $50 million in revenue this year.

In terms of our two sales channels, enterprise sales for the quarter represented 65% of total revenue, and transactional sales represented 35%. Year to date we added 17 new enterprise client, 8 in the first quarter and nine in the second, bringing the number of enterprise clients to 159 versus 130 as of the end of the second quarter of last year.

Gross profit for the quarter was $24.7 million versus $25.8 million in the year ago quarter. Gross margin was 24.7% during the period versus 24.5% in the second quarter of '08. Our SG&A excluding stock-based compensation was $19 million in the quarter, an increase of less than $200,000 versus the second quarter of ’08. This metric is essentially flat year over year despite us now having offices in new geographies such as Cincinnati, Atlanta, and Wisconsin, and shows the progress we’ve made to keep costs down in this environment of declining same customer revenue.

During the quarter, we sold 94,000 shares of our common stock interest in Echo Global Logistics. The sale generated $850,000 in cash or $0.01 of earnings per share. At our selling quarter selling price, the value of our remaining holdings of 1.3 million shares is approximately $11 million. As previously discussed, we plan to continue to monetize our remaining investment over time.

Our diluted earnings per share for the quarter were $0.05 versus $0.12 in the second quarter of ’08. EPS excluding $0.01 per share gain from the sale of Echo common stock which was $0.04 per share in the second quarter versus $0.08 of operational EPS in the second quarter of 2008. As you may recall, the non-operational portion of EPS in the second quarter of ’08 included the sale of Echo common stock for $0.06 per share, offset by $0.02 per share of bad debt related to one customer. The resulting $0.04 decline in operational EPS in the second quarter of ’09 was primarily a result of a $0.02 per share impact from higher D&A and net interest expense related to acquisitions completed in 2008 and a $0.02 per share impact from lower sales in the second quarter of ’09 versus the year earlier period.

Adjusted EBITDA excluding stock-based compensation was $5.7 million in the quarter versus $6.9 million in the second quarter of 2008. Going forward, we will continue to provide this metric as we believe this is a useful measure to gauge the performance of our company.

In terms of our balance sheet, I’m pleased to report that we have maintained its health throughout the challenging past few quarters. We generated $400,000 of operating cash flow in the quarter bringing our year to date cash flow to $8 million. We ended the quarter with ample liquidity comprised of $3 million of cash and cash equivalents, $16 million of auction rate securities which are now classified as current on the balance sheet since we will redeem at par in June 2010 per our rights agreement with UBS, and $42 million drawn on our $75 million revolving credit facility with JP Morgan Chase.

During the second quarter, we maintained our borrowings the bank credit facility and ended the quarter with total gross debt of $42 million and net debt of $23 million. Our business is asset light with low capex requirements, minimal inventory, a short cash conversion period, and strong working capital. There were no new bad debt issues during the quarter, and we believe we have a solid understanding of the current credit profile of our customer base. We believe our stable financial position represents a significant advantage over smaller, less healthy competitors.

In terms of our second half outlook, recall that the low end of our guidance range implies continued contraction within the print industry in the first three quarters of 2009 and a rebound in the fourth quarter. The high end of the guidance implies continued contraction in the first two quarters of 2009 coupled with a flat third quarter and an increase in print shipments in the fourth quarter. Although we still expect a seasonally stronger second half, we have yet to see any significant movement up in same customer volume. Therefore, in accordance with these guidance assumptions, we are guiding to the lower end of our revenue and EPS ranges and proactively taking out more costs in the second half of 2009 to prepare for potential continued organic pressure.

Specifically in the second half, we’re going to take out $1.2 million in costs through a 5% reduction in senior management pay for the second half of ’09 and a 10% reduction for the CEO and elimination of senior management bonuses in 2009 and a broad employee furlough program consisting of unpaid time off for most employees between now and the end of the year. We believe these adjustments to our cost structure are prudent given the current environment.

Now, I will turn the presentation back over to Eric.

Eric Belcher

Despite the continuing pressure on marketing budgets, we’re as confident as ever that we offer both a superior and a preferred solution to corporations looking to gain efficiencies, visibility, and savings across their print spend. The sharp decline in same customer sales that we’ve experienced this year has masked our impressive market share gains, and we expect an equally significant rebound in our growth rate as our customer spending returns. Today, our technology has never been more robust and effective. Our buying capability and clout in the market have never been more significant, and major new corporations are signing on with us at a meaningful rate.

Just as companies have outsourced payroll to ADP, human resources to Hewitt, and IT to IBM, we believe that InnerWorkings represents the next logical step and proven corporate efficiency and cost management.

Kayla, we’d now like to open up the call for questions please.

Question-and-Answer Session

Operator

(Operator Instructions) We will take our first question from Franco Turrinelli - William Blair & Company.

Franco Turrinelli - William Blair & Company

First, obviously a terrific performance on the enterprise clients. You’ve kind of hinted that the pipeline looked pretty good at the end of the prior quarter. Can you give us some of customers’ interest and willingness to pull the trigger on this?

Eric Belcher

The hint thing that we gave is regarding the expectations we had for this quarter. You can see with our nine wins in this quarter, as we said on the call, we’re particularly pleased with the quality and size of these wins, and as we look toward the future, we see no reason why our enterprise solution won’t continue to accelerate in the market as we gain scale, as we gain in reputation and clout, and frankly we’ve got far more dialogues going with major corporations today than we’ve ever had before, so we’re very optimistic, Franco, as it pertains to our enterprise offering.

Franco Turrinelli - William Blair & Company

Congratulations to the leadership and among the senior management team by leading the way on what I’m sure are very painful cuts for everyone involved at the company. I’m assuming we should interpret this $1.2 million as being something of a one-time thing, in that when things get better rather than if they get better, those savings would essentially go away because obviously people would no longer be on furlough and presumably bonuses and other stuff would back. Is that a fair way of reading it?

Eric Belcher

Yes, that’s a fair way of reading it. The furlough and the temporary salary reductions enable us to keep our team intact, which we know based on the enterprise volume that we have right now we’ll need moving forward. So, yes, you’re thinking about it the right way. These are temporary, and our talented team of employees will be with us in 2010 as we continue to grow.

Franco Turrinelli - William Blair & Company

Joe, the effective tax rate seemed a little lower in this quarter. I’m wondering if there is anything there that we should be aware of, and also what’s the tax treatment on the $850,000 gain from the sale?

Joe Busky

The tax treatment on the gain from the sale of the Echo stock is normal operating income. There is no unusual taxation there. The drop in the effective rate in the quarter was due to the fact that we did book an R&D tax credit in the quarter of roughly $350,000, and the good news is that that tax credit will continue in the future assuming that we have the same level spend and same type of spend in our IT area regarding the technology enhancement, so that R&D tax credit is an annuity going forward which will permanently reduce our effective tax rate.

Operator

The next question comes from the line of Jeff Blaeser with Morgan Joseph.

Jeff Blaeser – Morgan Joseph

A couple of industry questions if you will. Obviously a lot of firms are looking past 2009. Clearly the sales are not on there on their end, and with eye towards 2010, do you get any feedback in terms of how much they expect to be back in 2010 at this point or are they still in a wait and see type of mode?

Eric Belcher

Jeff, I would say it’s more of the latter. We don’t have any better crystal ball than anybody else regarding what the marketing spends and the related print budgets will be in 2010.

Jeff Blaeser – Morgan Joseph

I also understand that your cost plus pricing program limits your exposure to it, but from your vendor’s point view, are they increasing prices, reducing prices, or trying to get market share. What do you see going on there?

Eric Belcher

Well, pricing is down across the board, and that’s primarily a reflection of the fact that given that there is less print being manufactured today, there is more excess capacity. Now, an informed buyer of print that has a broad network to purchase from is able to better capitalize on these pockets of excess capacity that exists today, and we are of course that informed buyer, so on a relative basis, we’re buying as well if not better than we ever have before.

Jeff Blaeser – Morgan Joseph

As you are landing these customers, do you expect that to have any impact on gross margins? Obviously it will have an impact on sales, but if you wanted to get into the terms, are they materially different when you’re dealing with that kind of magnitude?

Joe Busky

Jeff, they are not materially different, so we still expect our gross margins to play in the same place they have been for the past couple of years in the 24-26% range.

Operator

(Operator Instructions). The next question comes from the line of Vance Edelson with Morgan Stanley.

Vance Edelson – Morgan Stanley

Just on the guidance; you’re guiding to the lower end, but you still think you’ll be in the two ranges, is that fair to say or is there a realistic possibility that if conditions really remain tough that you could drop below either range?

Joe Busky

Recall that the assumptions on the guidance are that we assumed significant organic declines in the first three quarters of ’09 at the low end of the range of and a rebound in the fourth quarter. We feel very comfortable right now that we can hit the low end of the range, but you’re right, hitting any part of the guidance really is dependent on what happens in the market in the balance of the year.

Vance Edelson – Morgan Stanley

Why liquidate the Echo shares over time? What’s the thought process behind the timing? If you think that the share price is going to go higher over time, why not just wait or are you saying it’s just prudent to spread it out?

Joe Busky

Vance, I do think it’s prudent to spread it out using sort of a dollar cost averaging approach. At the current price that we just sold those shares at, we’ve got an approximately $11 million asset on the books. That’s a valuable asset to me to fund organic growth as well as M&A growth going forward.

Vance Edelson – Morgan Stanley

Finally on the enterprise mix, 65% of revenues that’s been flattish the past couple of quarters, I would think that with 17 new enterprise customers year to date, that percentage would be growing or maybe it’s going to grow soon. Could you just help me reconcile that?

Joe Busky

If you go back a few quarters, it is creeping up albeit slowly, and I would expect given the mix of the revenue and the organic growth and decline that it will continue to creep up as we continue to add these significant enterprise accounts.

Operator

The next question comes from the line of George Sutton with Craig-Hallum.

George Sutton – Craig-Hallum

Eric, can you update us on the deal structures that you have been putting into place and specific to your ability to protect your position within the client and then also accelerate the time to revenues for a new client?

Eric Belcher

We have been instituting some new clauses and mechanisms within our contractual enterprise agreements which essentially align the incentives of our clients with our need to staff up our accounts early and ahead of revenue, and more specifically what we are doing today that we weren’t doing as recently as 12 months ago is that we’re including minimum volume commitments in our contractual agreements with financial penalties associated with them where our clients not to meet those commitments, and what that does is ensure first of all that we’re dealing with somebody who is got the authority to sign a contract and commit their corporation to financial exposure, and it also ensures that we’re dealing with a very serious enterprise client—one comfortable with taking some risk in the relationship going forward. That helps with everything from implementation and buy-in throughout the company and sets us up well for strong long-term relationships with our clients.

George Sutton – Craig-Hallum

When I look out to 2010, obviously you’ve gone through a lot in the cost structure this year, and one of the issues we had had even before the downturn was the operating margin potential for the business, and I’m wondering what you’ve learned in this environment that will help you in 2010 and beyond when you really start to see the ramp in revenue? Will we start to see more scale in operating margins?

Joe Busky

As I’ve said before, we do expect to be able to extract a good 20 to 30 basis points of leverage on the operating margin line going forward each year, and we do have a somewhat variable nature to the workforce. As you can see, we were able to take out roughly 80 folks earlier in the year, and we can operate through the furlough program that we’ve just implemented now, but yes, there is definitely some room there to be able to expand the margin going forward.

Eric Belcher

There is no question, George, that this environment is forcing us to become more efficient at what we do, and that involves us utilizing our technology to more quickly and more inexpensively procure small ticket items. That involves us simply learning how to interact with our supplier and our customer community in a more efficient manner, and I do think there is no question that we would expect to emerge from this recession managed in just that much tighter and better of a fashion.

Operator

Your next question comes from the line of James Friedland - Cowen & Company.

James Friedland - Cowen & Company

Can you jut confirm that you ended the quarter with 287 sales reps, and can you break out what the capex was and the earn-out payments in the quarter?

Joe Busky

There were 287 sales reps, and the detail on the cash flow statement will be coming with the 10-Q filing on Monday, but the earn-out activity in the quarter was fairly minimal. It was about $0.5 million, and the capex uses were pretty consistent with what you saw in Q1—not a whole lot of change there.

James Friedland - Cowen & Company

With the earn-outs, the pretty meaningful declines, is that because the companies that you acquired aren’t meeting the guidelines of the earn-out or is that something seasonal there because I think you had said that it would likely be around $10 to $12 million for the full year.

Joe Busky

It just means that there were very few earn-outs payments due in the second quarter. Most of the earn-out payments are expected to come in the second half of the year.

Operator

The next question comes from the line of Franco Turrinelli with William Blair & Company.

Franco Turrinelli – William Blair & Company

Joe, can you confirm the end of quarter number of enterprise clients and maybe the number of transactional clients? Could you go back over the items, Eric, of what you have pending so to speak and maybe just kind of remind us what assumptions if any are in the guidance regarding acquisition activity?

Eric Belcher

Starting with the second half of your question, our guidance is organic only. Regarding the numbers that we mentioned on the call, we are currently in conversations with nine different companies of varying size including some sole proprietors on up to companies that have a meaningful presence in new geographies where we are currently not present, so we’ve got a very strong pipeline, and we’re getting to know these organizations better and looking for a fit on the financial side, but our pipeline right now remains very strong.

Franco Turrinelli – William Blair & Company

Did you say something about there being a letter of intent on one acquisition of somebody that you were working with for a while, or did we misunderstand that?

Eric Belcher

No. You heard that correctly Franco. We’ve got a letter of intent in place. We can’t reveal anything more than that at this time, but we’re obviously in advanced discussions with one organization.

Franco Turrinelli – William Blair & Company

I wanted to go back to George’s question on the minimum commitment contract which seems like a really important development. Do you get any pushback from the clients on this or are you finding that they understand why this needs to be in place?

Eric Belcher

Yes, we do get pushed back from some prospects, and those prospects wouldn’t be a part of the nine enterprise contracts we signed this quarter. When we get that pushback, we like to explore in more detail why there’s a reluctance to engage in a true partnership, and that oftentimes gets issues out, and what remains with respect to enterprise client wins tends to be a higher quality partnership and one that we feel very good about going forward.

Franco Turrinelli – William Blair & Company

How are you setting those minimum levels, especially given the current environment? Is the minimum level whatever it would take to support the resources that you’re deploying or is it kind of a minimum level that protects the revenue downside from current levels? What’s the thinking behind what that minimum level is?

Eric Belcher

The minimum level is generally set with an understanding that InnerWorkings will have some amount of upfront investment in personnel, in technology development, and in beginning work with a new client, and so we look to our new customers to offset that investment in the off chance that for whatever reason their spend does not materialize as we originally might have planned. It’s as simple as that, Franco.

Franco Turrinelli – William Blair & Company

It’s really not based on the current level of activity. It’s more of what it would take to cover the commitment that InnerWorkings is making to that customer?

Eric Belcher

That’s correct.

Operator

Ladies and gentlemen, that’s all the time we've allotted for questions today. Thank you for your participation.

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