Business context and reporting period
Important entity mismatch: The supplied filing is The Rubicon Project, Inc.’s Form 10-Q for the quarter ended June 30, 2018, not a filing under the name MAGNITE, INC. Confirm the intended issuer before relying on this summary.
Rubicon operated a digital advertising exchange connecting buyers and sellers. It reported revenue net of amounts paid to sellers; the company said it had stopped offering its intent marketing solution after Q1 2017.
Financial results and liquidity
Amounts below are in millions of dollars unless stated otherwise. Three- and six-month comparisons are to the corresponding 2017 periods.
| Metric | Q2 2018 | Q2 2017 | First half 2018 | First half 2017 |
|---|---|---|---|---|
| Revenue | $28.6 | $42.9 | $53.5 | $88.9 |
| Operating loss | $(19.2) | $(11.3) | $(46.9) | $(26.8) |
| Net loss | $(18.0) | $(11.6) | $(45.8) | $(27.4) |
| Diluted loss per share | $(0.36) | $(0.24) | $(0.92) | $(0.56) |
| Adjusted EBITDA, non-GAAP | $(5.5) | $3.0 | $(19.7) | $4.1 |
| Advertising spend | $237.7 | $204.4 | $448.7 | $395.9 |
| Take rate | 12.1% | 21.0% | 11.9% | 22.3% |
Gross margin, calculated as revenue less cost of revenue, was approximately 47% in Q2 2018 versus 68% in Q2 2017; first-half gross margin was approximately 44% versus 68%. Operating margin was approximately (67)% and (27)% for the respective second quarters, and (88)% and (30)% for the respective first halves.
At June 30, 2018, cash and cash equivalents were $72.2 million and marketable securities were $32.1 million, totaling $104.3 million, compared with $129.1 million at year-end 2017. Current assets were $266.5 million and current liabilities $201.4 million. The company had no borrowings under its $40 million credit facility; it was due to mature in September 2018. Total liabilities were $202.7 million; the filing reports no separate outstanding long-term debt balance.
First-half operating cash flow was $(21.1) million, versus $12.8 million provided in the prior-year period. Investing activities provided $17.2 million and financing activities used $0.5 million; cash, cash equivalents and restricted cash declined $4.4 million to $72.2 million. First-half capital spending included $1.2 million for property and equipment and $4.8 million for internal-use software.
Material changes versus the prior comparable period
- Revenue fell 33% in Q2 and 40% in the first half, while advertising spend grew 16% and 13%, respectively. The sharp take-rate decline reflects reduced and eliminated buyer fees, including elimination of buyer fees effective November 1, 2017.
- Mobile advertising spend grew 40% in the first half, while desktop advertising spend declined 2%. Mobile represented 47% of first-half advertising spend, compared with 39% a year earlier.
- Despite lower revenue, Q2 cost of revenue rose 10%, principally due to higher data-center and bandwidth costs. Operating expenses overall declined, but not enough to offset the revenue and margin contraction.
- First-half net loss widened to $45.8 million from $27.4 million, and Adjusted EBITDA shifted to a $19.7 million loss from $4.1 million of positive EBITDA.
Outlook, management commentary, risks and unusual items
- The filing provides no specific quarterly or annual revenue or earnings guidance. Management warned revenue could continue to decline unless advertising spend, transaction volume or value grows enough to offset lower fees, or costs are reduced sufficiently.
- In Q1 2018 the company reduced headcount by about 100 people, or 19% of its workforce. It estimated approximately $24 million in annualized cash savings, which it said began to be realized in Q2. First-half restructuring costs were $3.4 million, with $0.5 million accrued at June 30.
- Management expected 2018 cost of revenue to rise in absolute dollars to support transaction volume, while sales and marketing, technology and development, and general and administrative expenses were expected to decline following cost reductions. It also cautioned that lower capital spending could make strategic execution more difficult.
- Management said existing cash and investments were expected to meet working-capital needs for at least 12 months from issuance of the statements, but warned continued operating losses could deplete liquidity and additional financing might not be available on acceptable terms. The credit facility’s September 2018 maturity made renewal or replacement an immediate consideration.
- Header bidding represented more than 77% of revenue, according to management. The transition from waterfall transactions, competitive pressure, and the need to improve header-bidding fill rates and processing capacity were material execution risks.
- GDPR-related uncertainty could reduce the availability or value of European advertising inventory; the filing also identified California’s newly enacted CCPA as a potential source of compliance costs and business-model risk.
- Guardian News & Media alleged underpayment tied to buyer fees and brought proceedings in England. Rubicon disputed the claims and did not expect the case itself to have a material financial effect, but said similar claims or resulting business-practice changes could have material adverse effects. Other legal outcomes were described as uncertain, with no material adverse effect expected based on management’s knowledge.
- Other items: foreign-exchange gains were $0.8 million in Q2, partly offsetting losses; the company recorded a provisional $1.2 million GILTI inclusion for tax accounting. It reported effective disclosure controls and no material quarterly change in internal control over financial reporting.
Most important facts for investors to verify
- Confirm the filing is for Rubicon Project, not Magnite, and verify the intended issuer and reporting period.
- Track take rate, advertising spend, revenue, and header-bidding monetization to assess whether volume growth can offset eliminated buyer fees.
- Monitor operating cash burn, cash and securities, working-capital timing, and the outcome of the credit facility maturity or replacement.
- Assess whether the estimated $24 million annualized savings are achieved without impairing technology investment, service capacity, or growth execution.
- Follow GDPR and CCPA implementation and enforcement, and the Guardian litigation and any related changes to buyer-fee or marketplace practices.