sstk-20200728
0001549346false00015493462020-07-282020-07-28


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):July 28, 2020
Shutterstock, Inc.
(Exact name of registrant as specified in its charter) 

Delaware 001-35669 80-0812659
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (IRS Employer
Identification No.)
350 Fifth Avenue, 21st Floor
New York, NY 10118
(Address of principal executive offices, including zip code)
(646) 710-3417
(Registrant’s telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
ClassTrading symbolName of each exchange on which registered
Common Stock, $0.01 par value per shareSSTKNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.





Item 2.02Results of Operations and Financial Condition.
 On July 28, 2020, Shutterstock, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal period ended June 30, 2020.  A copy of the press release is furnished as Exhibit 99.1 to this current report and is incorporated herein by reference. In addition, a copy of the presentation slides which will be referenced on the Company’s earnings call at 8:30 a.m. Eastern Time on Tuesday, July 28, 2020 is furnished as Exhibit 99.2 to this current report and incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


Item 7.01Regulation FD Disclosure.
The information provided above in “Item 2.02 Results of Operations and Financial Condition” is incorporated by reference in this Item 7.01.


Item 9.01
Financial Statements and Exhibits.
(d)   Exhibits.
99.1Press release entitled “Shutterstock Reports Second Quarter 2020 Financial Results; Declares Quarterly Dividend of $0.17 per share,” dated July 28, 2020
99.2Presentation slides referenced on the earnings call held by Shutterstock, Inc. on July 28, 2020
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.




EXHIBIT INDEX
Exhibit No. Exhibit Description
   
99.1 
99.2
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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SIGNATURE
 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 SHUTTERSTOCK, INC.
Dated: July 28, 2020By:/s/ Jarrod Yahes
  Jarrod Yahes
  Chief Financial Officer

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Document

        EXHIBIT 99.1
 https://cdn.kscope.io/21b340c808cec0e42346153b6df22361-sslogoa1811.jpg
Shutterstock Reports Second Quarter 2020 Financial Results
Declares Quarterly Dividend of $0.17 per share
 
New York, NY - July 28, 2020 - Shutterstock, Inc. (NYSE: SSTK) (the “Company”), a leading global technology company offering a creative platform for high-quality content, tools and services, today announced financial results for the second quarter ended June 30, 2020.
Commenting on the Company’s performance, Stan Pavlovsky, the Company’s Chief Executive Officer, said, “Shutterstock delivered a strong second quarter characterized by revenue that surpassed our expectations. Our margin expansion initiatives have begun to take hold, which has resulted in record adjusted EBITDA for the quarter. I am impressed by the resiliency of our business and our ability to deliver strong performance in the current operating environment. Based on a higher level of confidence we have in our business outlook, we are accelerating several targeted investments in our platform solutions offering and marketing and brand building to support growth in our subscriptions products.

Jarrod Yahes, the Company’s Chief Financial Officer, said, “As our business evolves towards a primarily subscription-based model, we are now disclosing additional key operating metrics to the investor community. We expect the increase in subscriber revenues to result in greater operating leverage and allow us to consistently deliver incremental margin expansion over a sustained period of time. In order to highlight our market opportunity and business model, we have made a new interactive investor relations microsite available to investors this quarter.”

Second Quarter 2020 highlights compared to Second Quarter 2019:
        Key Operating Metrics
Subscribers increased 29%, to 223,000.
Subscriber revenue increased 8% to $62.7 million.
Average revenue per customer, increased 0.2% to $326.
Paid downloads decreased 6% to 44.0 million.
Revenue per download increased by $0.17 to $3.61.
Image collection expanded 21% to approximately 340 million images.
Footage collection expanded 27% to approximately 19 million clips.
  
        Financial Highlights
Revenue decreased 2% to $159.2 million. On a constant currency basis, revenue decreased 1%.
Income from operations increased by $19.5 million to $22.5 million.
Net income increased by $15.7 million to $19.0 million.
Adjusted EBITDA increased by $11.9 million to $37.0 million.
Diluted EPS increased by $0.44 to $0.53 per share.


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SHUTTERSTOCK INVESTOR RELATIONS MICRO SITE
Accessible at content.shutterstock.com/investor-report/index.html

SECOND QUARTER RESULTS
Revenue
Second quarter revenue of $159.2 million decreased $2.5 million or 2% as compared to 2019. Revenue generated through our E-commerce sales channel increased 1% as compared to the second quarter of 2019, to $98.2 million, and represented 62% of total revenue in the second quarter of 2020. Revenue from our Enterprise sales channel decreased 6% as compared to the second quarter of 2019, to $61.1 million, and represented 38% of second quarter revenue in 2020.
On a constant currency basis, revenue decreased 1% in the second quarter of 2020 as compared to the second quarter of 2019. On a constant currency basis, E-commerce revenue increased by 2.0% in the second quarter of 2020, as compared to the second quarter of 2019. On a constant currency basis, Enterprise revenue decreased by approximately 5% in the second quarter of 2020, as compared to the second quarter of 2019.

Net income and Income per diluted share
Net income of $19.0 million, increased $15.7 million as compared to $3.3 million for the second quarter in 2019. Net income per diluted share was $0.53, as compared to $0.09 for the same period in 2019. This increase is primarily due to our margin expansion initiatives which have resulted in lower operating expenses in the second quarter of 2020.
Adjusted net income per diluted share was $0.62 as compared to $0.33 for the second quarter of 2019, a increase of $0.29 per diluted share.

Adjusted EBITDA
Adjusted EBITDA of $37.0 million for the second quarter of 2020 increased $11.9 million, or 48%, as compared to the second quarter of 2019, driven primarily by lower operating expenses resulting from our margin expansion. The adjusted EBITDA margin increased to 23.3% from 15.5% in the second quarter of 2019.
LIQUIDITY
Our cash and cash equivalents increased by $7.9 million to $311.2 million at June 30, 2020, as compared with $303.3 million at December 31, 2019. This increase was driven by $36.3 million of net cash provided by our operating activities, partially offset by $15.4 million used in investing activities and $14.9 million used in financing activities. Net cash provided by our operating activities was impacted by a one-time $7.8 million payment related to long-term incentives made in conjunction with our 2017 acquisition of Flashstock Technology, Inc. (“Flashstock”), in addition to unfavorable impacts due to changes in the timing of payments pertaining to operating expenses. Cash used in investing activities primarily consists of $14.0 million related to capital expenditures. Cash used in financing activities includes $12.1 million related to the payment of the quarterly cash dividend.
Free cash flow was $28.6 million for 2020, a decrease of $3.2 million from 2019. This change was primarily driven by lower cash flows from operating activities. Free cash flow for the six months ended June 30, 2020 is presented excluding a nonrecurring payment of $7.8 million with respect to long-term incentives related to our 2017 acquisition of Flashstock.

QUARTERLY CASH DIVIDEND
We declared and paid cash dividends of $0.34 per common share, or $12.1 million during the six months ended June 30, 2020.
On July 20, 2020, the Board of Directors declared a dividend of $0.17 per share of outstanding common stock, payable on September 17, 2020 to stockholders of record at the close of business on September 3, 2020.
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KEY OPERATING METRICS
Three Months Ended June 30,
 20202019
 
Subscribers (end of period)(1)
223,000  173,000  
Subscriber revenue (in millions)(2)
$62.7  $57.9  
Average revenue per customer (trailing twelve months)(3)
$326  $325  
Paid downloads (in millions)(4)
44.0  46.6  
Revenue per download (5)
$3.61$3.44
Content in our collection (end of period, in millions)(6):
Images340  280  
Footage clips19  15  
_______________________________________________________________________________________________________________________ 
(1) Subscribers is defined as those customers who purchase one or more of our monthly recurring products for a continuous period of at least three months, measured as of the end of the reporting period.
(2) Subscriber revenue is defined as the revenue generated from subscribers during the period.
(3) Average revenue per customer is calculated by dividing total revenue for the trailing twelve month period by customers. We define customers as total active, paying customers that contributed to total revenue over the trailing twelve month period.
(4) Paid downloads is the number of downloads that our customers make in a given period of our photographs, vectors, illustrations, footage or music tracks. Paid downloads exclude custom content and downloads of content that are offered to customers for no charge, including our free image of the week.
(5) Revenue per download is the amount of content-related revenue recognized in a given period divided by the number of paid downloads in that period excluding revenue from custom content and the impact of revenue that is not derived from or associated with content licenses.
(6) Represents approved images (photographs, vectors and illustrations) and footage (in number of clips) in our library on shutterstock.com at the end of the period. We exclude content from this collection metric that is not uploaded directly to our site but is available for license by our customers through an application program interface, custom content and certain content that may be licensed for editorial use only.

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NON-GAAP FINANCIAL MEASURES
To supplement Shutterstock’s consolidated financial statements presented in accordance with the accounting principles generally accepted in the United States, or GAAP, Shutterstock’s management considers certain financial measures that are not prepared in accordance with GAAP, collectively referred to as non-GAAP financial measures, including adjusted EBITDA, adjusted net income, revenue growth (including by distribution channel) on a constant currency basis, adjusted EBITDA margin, billings and free cash flow.
Shutterstock defines adjusted EBITDA as net income adjusted for depreciation and amortization, non-cash equity-based compensation, foreign currency transaction gains and losses, expenses related to long-term incentives and contingent consideration related to acquisitions, interest income and expense and income taxes; adjusted net income as net income adjusted for the impact of non-cash equity-based compensation, the amortization of acquisition-related intangible assets, expenses related to long-term incentives and contingent consideration related to acquisitions and the estimated tax impact of such adjustments; revenue growth (including by distribution channel) on a constant currency basis as the increase in current period revenues over prior period revenues, utilizing fixed exchange rates for translating foreign currency revenues for all periods in the comparison; adjusted EBITDA margin as the ratio of adjusted EBITDA to revenue; billings as revenue adjusted for the change in deferred revenue during the period; and free cash flow as cash provided by operating activities, adjusted for capital expenditures, content acquisition, and, with respect to the three months ended March 31, 2020, a payment associated with long-term incentives related to our 2017 acquisition of Flashstock. These figures have not been calculated in accordance with GAAP and should be considered in addition to results prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, GAAP results. Shutterstock cautions investors that non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly-titled measures presented by other companies.
Shutterstock’s management believes that adjusted EBITDA, adjusted net income, revenue growth (including by distribution channel) on a constant currency basis, adjusted EBITDA margin, billings and free cash flow are useful to investors because these measures enable investors to analyze Shutterstock’s operating results on the same basis as that used by management. Additionally, management believes that adjusted EBITDA, adjusted EBITDA margin and adjusted net income provide useful information to investors about the performance of the Company’s overall business because such measures eliminate the effects of unusual or other infrequent charges that are not directly attributable to Shutterstock’s underlying operating performance; and revenue growth (including by distribution channel) on a constant currency basis provides useful information to investors by eliminating the effect of foreign currency fluctuations that are not directly attributable to Shutterstock’s operating performance. Management also believes that providing these non-GAAP financial measures enhances the comparability for investors in assessing Shutterstock’s financial reporting. Shutterstock’s management believes that free cash flow is useful for investors because it provides them with an important perspective on the cash available for strategic measures, after making necessary capital investments in property and equipment to support the Company’s ongoing business operations and after excluding the impact of nonrecurring payments associated with long-term incentives related to our 2017 acquisition of Flashstock, and provides them with the same measures that management uses as the basis for making resource allocation decisions.
Shutterstock’s management also uses the non-GAAP financial measures adjusted EBITDA, adjusted net income, revenue growth (including by distribution channel) on a constant currency basis, adjusted EBITDA margin, billings and free cash flow, in conjunction with GAAP financial measures, as an integral part of managing the business and to, among other things: (i) monitor and evaluate the performance of Shutterstock’s business operations, financial performance and overall liquidity; (ii) facilitate management’s internal comparisons of the historical operating performance of its business operations; (iii) facilitate management’s external comparisons of the results of its overall business to the historical operating performance of other companies that may have different capital structures and debt levels; (iv) review and assess the operating performance of Shutterstock’s management team and, together with other operational objectives, as a measure in evaluating employee compensation and bonuses; (v) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (vi) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments.
Reconciliations of the differences between adjusted EBITDA, adjusted net income, billings, free cash flow, and the most comparable financial measures calculated and presented in accordance with GAAP, are presented under the headings “Reconciliation of Non-GAAP Financial Information to GAAP” and “Supplemental Financial Data” immediately following the Consolidated Balance Sheets.


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EARNINGS TELECONFERENCE INFORMATION
The Company will discuss its second quarter and full year financial results during a teleconference today, July 28, 2020, at 8:30 AM ET. The conference call can be accessed in the U.S. at (844) 634-1442 or outside the U.S. at (615) 247-0239 with the conference ID# 2957776. A live audio webcast of the call will also be available simultaneously at http://investor.shutterstock.com.
Following completion of the call, a recorded replay of the webcast will be available in the investor relations section of Shutterstock’s website. A telephone replay of the call will also be available until August 5, 2020 in the U.S. at (855) 859-2056 or outside the U.S. at (404) 537-3406 with the conference ID# 2957776.
Additional investor information can be accessed at http://investor.shutterstock.com.

ABOUT SHUTTERSTOCK
Shutterstock, Inc. (NYSE: SSTK), directly and through its group subsidiaries, is a leading global provider of high-quality licensed photographs, vectors, illustrations, videos and music to businesses, marketing agencies and media organizations around the world. Working with its growing community of over 1 million contributors, Shutterstock adds hundreds of thousands of images each week, and currently has more than 340 million images and more than 19 million footage clips available.
Headquartered in New York City, Shutterstock has offices around the world and customers in more than 150 countries. The Company also owns Bigstock, a value-oriented stock media offering; Shutterstock Custom, a custom content creation platform; Offset, a high-end image collection; PremiumBeat, a curated royalty-free music library; and Shutterstock Editorial, a premier source of editorial images for the world’s media.
For more information, please visit www.shutterstock.com and follow Shutterstock on Twitter and on Facebook.


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FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include, but are not limited to, statements regarding management’s future business, future results of operations or financial condition, new or planned features, products or services, management strategies, Shutterstock’s expectations regarding financial outlook and future growth and profitability and statements regarding anticipated improvements in operations. You can identify forward-looking statements by words such as “may,” “will,” “would,” “should,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan” and other similar expressions. However, not all forward-looking statements contain these words. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors including risks related to any changes to or the effects on liabilities, financial condition, future capital expenditures, revenue, expenses, net income or loss, synergies and future prospects; our inability to continue to attract and retain customers and contributors to our online marketplace for creative content; competitive factors; our inability to innovate technologically or develop, market and offer new products and services; costs related to litigation or infringement claims, indemnification claims and the inability to prevent misuse of our content; our inability to increase market awareness of Shutterstock and our products and services; our inability to effectively manage our growth; our inability to grow at historic growth rates or at all; technological interruptions that impair access to our websites; assertions by third parties of infringement of intellectual property rights by Shutterstock, our inability to effectively manage risks associated with operating internationally; our exposure to foreign exchange rate risk; our inability to address risks associated with sales to large corporate customers; government regulation of the internet; increasing regulation related to the handling of personal data; actions by governments to restrict access to our products and services; our inability to effectively expand our operations into new products, services and technologies; our inability to protect the confidential information of customers; increased tax liabilities associated with our worldwide operations, including our exposure to withholding, sales and transaction tax liabilities; the effect of the Tax Cuts and Jobs Act of 2017; public health crises including the COVID-19 pandemic; general economic and political conditions worldwide, including disruption and volatility caused by COVID-19 and any resulting economic recession; our inability to successfully integrate acquisitions and the associated technology and achieve operational efficiencies; and other factors and risks discussed under the caption “Risk Factors” in our most recent Annual Report on Form 10-K, as well as in other documents that we may file from time to time with the Securities and Exchange Commission. As a result of such risks, uncertainties and factors, Shutterstock’s actual results may differ materially from any future results, performance or achievements discussed in or implied by the forward-looking statements contained herein. The forward-looking statements contained in this press release are made only as of this date and Shutterstock assumes no obligation to update the information included in this press release or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law.

Media Contact:Investor Contact:
Niamh HughesChris Suh
917-563-4991646-257-4825
press@shutterstock.comir@shutterstock.com









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Shutterstock, Inc.
Consolidated Statements of Operations
(In thousands, except for per share data)
(unaudited)
 
Three Months Ended June 30,Six Months Ended June 30,
 2020201920202019
Revenue$159,230  $161,741  $320,515  $325,073  
Operating expenses:
Cost of revenue63,811  68,526  132,934  137,744  
Sales and marketing35,557  44,488  78,217  88,934  
Product development12,485  13,594  25,554  28,580  
General and administrative24,832  32,063  55,484  58,646  
Total operating expenses136,685  158,671  292,189  313,904  
Income from operations22,545  3,070  28,326  11,169  
Other income, net149  584  662  1,480  
Income before income taxes22,694  3,654  28,988  12,649  
Provision for income taxes3,707  355  5,683  1,828  
Net income$18,987  $3,299  $23,305  $10,821  
Earnings per share    
Basic$0.53  $0.09  $0.65  $0.31  
Diluted$0.53  $0.09  $0.65  $0.30  
Weighted average common shares outstanding:    
Basic35,652  35,232  35,587  35,174  
Diluted35,906  35,504  35,894  35,499  









7


Shutterstock, Inc.
Consolidated Balance Sheets
(In thousands, except par value amount)
(unaudited)
 
 June 30, 2020December 31, 2019
ASSETS  
Current assets:  
Cash and cash equivalents$311,157  $303,261  
Accounts receivable, net of allowance of $3,608 and $3,579
48,744  47,016  
Prepaid expenses and other current assets26,590  26,703  
Total current assets386,491  376,980  
Property and equipment, net54,240  58,834  
Right-of-use assets42,097  45,453  
Intangibles assets, net25,182  26,669  
Goodwill88,167  88,974  
Deferred tax assets, net13,727  14,387  
Other assets16,427  19,215  
Total assets$626,331  $630,512  
LIABILITIES AND STOCKHOLDERS’ EQUITY  
Current liabilities:  
Accounts payable$4,504  $6,104  
Accrued expenses51,554  53,864  
Contributor royalties payable24,248  25,193  
Deferred revenue138,229  141,922  
Other liabilities10,347  18,811  
Total current liabilities228,882  245,894  
Lease liabilities44,280  47,313  
Other non-current liabilities9,669  9,160  
Total liabilities282,831  302,367  
Commitment and contingencies  
Stockholders’ equity:  
Common stock, $0.01 par value; 200,000 shares authorized; 38,245 and 38,055 shares issued and 35,687 and 35,497 shares outstanding as of June 30, 2020 and December 31, 2019, respectively382  381  
Treasury stock, at cost; 2,558 shares as of June 30, 2020 and December 31, 2019(100,027) (100,027) 
Additional paid-in capital319,412  312,824  
Accumulated other comprehensive loss(8,414) (6,220) 
Retained earnings132,147  121,187  
Total stockholders’ equity343,500  328,145  
Total liabilities and stockholders’ equity$626,331  $630,512  

8


Shutterstock, Inc.
Consolidated Statements of Cash Flows
(In thousands, except par value amount)
(unaudited)

Three Months Ended
June 30,
Six Months Ended
June 30,
2020201920202019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income$18,987  $3,299  $23,305  $10,821  
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization10,851  13,403  21,370  25,319  
Deferred taxes1,079  (2,011) 693  (1,312) 
Non-cash equity-based compensation3,636  7,751  9,396  12,375  
Bad debt expense428  (3) 1,086  (635) 
Changes in operating assets and liabilities:
Accounts receivable(3,952) 1,066  (3,279) (2,746) 
Prepaid expenses and other current and non-current assets2,256  4,726  49  1,944  
Accounts payable and other current and non-current liabilities(1,759) (95) (4,045) 1,899  
Long-term incentives related to acquisitions—  —  (7,759) —  
Contributor royalties payable(1,391) (1,079) (840) 1,059  
Deferred revenue(651) (23) (3,633) (1,981) 
Net cash provided by operating activities$29,484  $27,034  $36,343  $46,743  
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures(6,247) (6,473) (13,966) (13,726) 
Proceeds from sale of Webdam, net—  —  —  2,500  
Acquisition of content(854) (732) (1,577) (1,277) 
Security deposit release74  25  105  25  
Net cash used in investing activities$(7,027) $(7,180) $(15,438) $(12,478) 
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of stock options629   629  218  
Cash paid related to settlement of employee taxes related to RSU vesting(1,675) (1,091) (3,436) (5,181) 
Payment of cash dividend(6,058) —  (12,098) —  
Net cash used in financing activities$(7,104) $(1,087) $(14,905) $(4,963) 
Effect of foreign exchange rate changes on cash93  161  (717) (1,085) 
Net increase in cash, cash equivalents and restricted cash15,446  18,928  5,283  28,217  
Cash, cash equivalents and restricted cash, beginning of period295,711  242,754  305,874  233,465  
Cash, cash equivalents and restricted cash, end of period$311,157  $261,682  $311,157  $261,682  
Supplemental Disclosure of Cash Information:
Cash paid for income taxes$433  $1,175  $927  $1,480  


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Shutterstock, Inc.
Reconciliation of Non-GAAP Financial Information to GAAP
(In thousands, except per share information)
(unaudited)
Adjusted EBITDA, adjusted net income, revenue growth (including by distribution channel) on a constant currency basis, billings and free cash flow are not financial measures prepared in accordance with United States generally accepted accounting principles (GAAP). Such non-GAAP financial measures should not be construed as alternatives to any other measures of performance determined in accordance with GAAP. We caution investors that non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly-titled measures presented by other companies.
Three Months Ended June 30,Six Months Ended June 30,
 2020201920202019
Net income$18,987  $3,299  $23,305  $10,821  
Add / (less) Non-GAAP adjustments:
Depreciation and amortization10,851  13,403  21,370  25,319  
Non-cash equity-based compensation3,636  7,751  9,396  12,375  
Other adjustments, net (1)
(149) 298  (662) 305  
Provision for income taxes3,707  355  5,683  1,828  
Adjusted EBITDA$37,032  $25,106  $59,092  $50,648  
Adjusted EBITDA margin23.3 %15.5 %18.4 %15.6 %
____________________________________________________________________________________________________________________ 
(1)Other adjustments, net includes foreign currency transaction gains and losses, expenses related to long-term incentives and contingent consideration related to acquisitions, and interest income and expense.

Three Months Ended June 30,Six Months Ended June 30,
 2020201920202019
Net income$18,987  $3,299  $23,305  $10,821  
Add / (less) Non-GAAP adjustments:
Non-cash equity-based compensation3,636  7,751  9,396  12,375  
Tax effect of non-cash equity-based compensation (2)
(854) (1,822) (2,208) (2,909) 
Acquisition-related amortization expense514  2,407  1,082  3,297  
Tax effect of acquisition-related amortization expense (2)
(121) (498) (254) (707) 
Acquisition-related long-term incentives and contingent consideration—  882  —  1,786  
Tax effect of acquisition-related long-term incentives and contingent consideration (2)
—  (234) —  (474) 
Adjusted net income$22,162  $11,785  $31,321  $24,189  
Net income per diluted share$0.53  $0.09  $0.65  $0.30  
Adjusted net income per diluted share$0.62  $0.33  $0.87  $0.68  
Weighted average diluted shares35,906  35,504  35,894  35,499  
____________________________________________________________________________________________________________________ 
(2)Tax effect reflects the estimated impact of the adjustment on the provision for income taxes.









10




Three Months Ended June 30,Six Months Ended June 30,
 2020201920202019
Total Revenues$159,230  $161,741  $320,515  $325,073  
Revenue growth(2)%%(1)%%
Revenue growth on a constant currency basis(1)%%(1)%%
E-commerce revenues$98,164  $96,993  $197,900  $195,106  
Revenue growth: E-commerce %%%%
Revenue growth: E-commerce on a constant currency basis%%%10 %
Enterprise revenues$61,066  $64,748  $122,615  $129,967  
Revenue growth: Enterprise (6)%%(6)%%
Revenue growth: Enterprise on a constant currency basis(5)%%(5)%%


Three Months Ended June 30,Six Months Ended June 30,
 2020201920202019
Net cash provided by operating activities$29,484  $27,034  $36,343  $46,743  
Capital expenditures(6,247) (6,473) (13,966) (13,726) 
Content acquisition(854) (732) (1,577) (1,277) 
Payments associated with long-term incentives related to acquisitions
—  —  7,759  —  
Free cash flow$22,383  $19,829  $28,559  $31,740  


11


Shutterstock, Inc.
Supplemental Financial Data
(unaudited)

 Historical Operating Metrics
Three Months Ended
 6/30/203/31/2012/31/199/30/196/30/193/31/19
 
Subscribers (end of period, in thousands) (1)
223  209  194  184  173  161  
Subscriber revenue (in millions) (2)
$62.7  $63.9  $60.5  $60.1  $57.9  $58.0  
Average revenue per customer (trailing twelve months) (3)
$326  $329  $330  $327  $325  $323  
Paid downloads (in millions) (4)
44.0  46.8  47.7  46.3  46.6  47.2  
Revenue per download (5)
$3.61  $3.42  $3.44  $3.40  $3.44  $3.42  
Content in our collection (end of period, in millions): (6)
Images340  330  314  297  280  260  
Footage clips19  18  17  16  15  14  


Revenue and Billings by Sales Channel(7)
Three Months Ended
 6/30/203/31/2012/31/199/30/196/30/193/31/19
 (in millions)
E-commerce revenue$98.2  $99.7  $100.9  $96.2  $97.0  $98.1  
Enterprise revenue61.1  61.5  65.5  62.8  64.7  65.2  
Total revenue$159.2  $161.3  $166.4  $159.1  $161.7  $163.3  
Change in total deferred revenue$(0.7) $(3.0) $4.4  $0.4  $(0.2) $(2.2) 
Total billings$158.6  $158.2  $170.8  $159.5  $161.5  $161.1  

_______________________________________________________________________________________________________________________ 
(1)Subscribers is defined as those customers who purchase one or more of our monthly recurring products for a continuous period of at least three months, measured as of the end of the reporting period.
(2)Subscriber revenue is defined as the revenue generated from subscribers during the period.
(3)Average revenue per customer is calculated by dividing total revenue for the trailing twelve month period by customers. We define customers as total active, paying customers that contributed to total revenue over the trailing twelve month period.
(4)Paid downloads is the number of downloads that our customers make in a given period of our photographs, vectors, illustrations, footage or music tracks. Paid downloads exclude custom content and downloads of content that are offered to customers for no charge, including our free image of the week.
(5)Revenue per download is defined as the amount of revenue recognized in a given period divided by the number of paid downloads in that period excluding revenue from custom content and the impact of revenue that is not derived from or associated with content licenses.
(6)Represents approved images (photographs, vectors and illustrations) and footage (in number of clips) in our library on shutterstock.com at the end of the period. We exclude content from this collection metric that is not uploaded directly to our site but is available for license by our customers through an application program interface, custom content and certain content that may be licensed for editorial use only.
(7)Certain amounts in the table may not foot due to rounding.


12
a2020-q2_exx992xearnings
Second Quarter 2020 July 28, 2020 Please remember this information is confidential.


 
Forward-Looking Statements This presentation contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on our management’s beliefs and assumptions and on information currently available to management. Forward-looking statements include information concerning Shutterstock, Inc.’s (the “Company’s”) current expectations. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “guidance,” “intends,” “may,” “plans,” “potential,” “predicts,” “projects,” “seeks,” “should,” “will,” “would” or similar expressions and the negatives of those terms. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward- looking statements represent our management’s beliefs and assumptions only as of the date made, and readers are cautioned not to place undue reliance on such statements. You should read our public filings with the Securities and Exchange Commission, including the Risk Factors set forth therein, for additional information regarding factors that may cause actual results to materially differ. Except as required by law, we assume no obligation to update these forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. 2


 
Non-GAAP Financial Measures To supplement our consolidated financial statements presented in accordance with the accounting principles generally accepted in the United States, or GAAP, Shutterstock's management considers certain financial measures that are not prepared in accordance with GAAP, collectively referred to as non-GAAP financial measures, including adjusted EBITDA, adjusted net income, revenue growth on a constant currency basis, adjusted EBITDA margin, billings (including by distribution channel) and free cash flow. We define adjusted EBITDA as net income adjusted for depreciation and amortization, non-cash equity- based compensation, foreign currency transaction gains and losses, expenses related to long-term incentives and contingent consideration related to acquisitions, interest income and expense and income taxes; adjusted net income as net income adjusted for the impact of non-cash equity-based compensation, the amortization of acquisition-related intangible assets, expenses related to long-term incentives and contingent consideration related to acquisitions and the estimated tax impact of such adjustments; revenue growth on a constant currency basis as the increase in current period revenues over prior period revenues, utilizing fixed exchange rates for translating foreign currency revenues for all periods in the comparison; adjusted EBITDA margin as the ratio of adjusted EBITDA to revenue; billings as revenue adjusted for the change in deferred revenue during the period; and free cash flow as cash provided by operating activities, adjusted for capital expenditures, content acquisition, and, and with respect to the three months ended March 31, 2020, a payment associated with long-term incentives related to our 2017 acquisition of Flashstock Technology, Inc. ("Flashstock"). These figures have not been calculated in accordance with GAAP and should be considered in addition to results prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, GAAP results. We caution investors that non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly-titled measures presented by other companies. Shutterstock's management believes that adjusted EBITDA, adjusted net income, revenue growth on a constant currency basis, adjusted EBITDA margin, billings and free cash flow are useful to investors because these measures enable our investors to analyze our operating results on the same basis as that used by management. Additionally, management believes that adjusted EBITDA, adjusted EBITDA margin and adjusted net income provide useful information to investors about the performance of the Company’s overall business because such measures eliminate the effects of unusual or other infrequent charges that are not directly attributable to Shutterstock's underlying operating performance; and revenue growth on a constant currency basis provides useful information to investors by eliminating the effect of foreign currency fluctuations that are not directly attributable to Shutterstock’s operating performance. Management also believes that providing these non-GAAP financial measures enhances the comparability for investors in assessing Shutterstock's financial reporting. Shutterstock's management believes that free cash flow is useful for investors because it provides them with an important perspective on the cash available for strategic measures, after making necessary capital investments in property and equipment to support the Company’s ongoing business operations and after excluding the impact of nonrecurring payments associated with long-term incentives related to our 2017 acquisition of Flashstock, and provides them with the same measures that management uses as the basis for making resource allocation decisions. Shutterstock's management also uses the non-GAAP financial measures adjusted EBITDA, adjusted net income, revenue growth on a constant currency basis, adjusted EBITDA margin, billings and free cash flow, in conjunction with GAAP financial measures, as an integral part of managing the business and to, among other things: (i) monitor and evaluate the performance of Shutterstock’s business operations, financial performance and overall liquidity; (ii) facilitate management’s internal comparisons of the historical operating performance of its business operations; (iii) facilitate management’s external comparisons of the results of its overall business to the historical operating performance of other companies that may have different capital structures and debt levels; (iv) review and assess the operating performance of Shutterstock’s management team and, together with other operational objectives, as a measure in evaluating employee compensation and bonuses; (v) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (vi) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments. Reconciliations of the differences between adjusted EBITDA, adjusted net income, billings (including by distribution channel) and free cash flow, and the most comparable financial measures calculated and presented in accordance with GAAP, is presented immediately following the "Liquidity and Capital Allocation" slide. 3


 
Second Quarter 2020 Financial Highlights Compared to Second Quarter 2019: • Revenue decreased 2% to $159.2 million. ▪ On a constant currency basis, revenue decreased 1%. • Net income increased $15.7 million to $19.0 million. • Adjusted EBITDA increased $11.9 million to $37.0 million. • Net income per diluted share increased by $0.44 to $0.53. • Adjusted net income per diluted share increased by $0.29 to $0.62. • Cash provided by operating activities of $29.5 million in 2020 compared to $27.0 million in 2019. • Free cash flow was $22.4 million in 2020 compared to $19.8 million in 2019. 4


 
Second Quarter 2020 Operating Highlights Compared to Second Quarter 2019: • Subscribers increased 29%, to 223,000. • Subscriber revenue increased 8% to $62.7 million. • Average revenue per customer increased 0.2% to $326. • Paid downloads decreased 6% to 44.0 million. • Image library expanded to approximately 340 million images, up 21%. • Footage library expanded to approximately 19 million footage clips, up 27%. • More than 1.4 million contributors made their images, footage clips and music tracks available on Shutterstock’s platform, compared to over 900,000 last year. • More than 1.9 million customers contributed to revenue over the past 12 months, flat from the 12 months ended June 30, 2019. 5


 
Liquidity and Capital Allocation Cash Flows: • Cash and cash equivalents of $311.2 million as of June 30, 2020, compared to $303.3 million as of December 31, 2019. • In the six months ended June 30, 2020: ◦ Cash provided by operations of $36.3 million. ◦ Free cash flow1 of $28.6 million in 2020, a decrease of 10% from 2019. Quarterly Cash Dividend: • We declared and paid cash dividends of $0.34 per common share, or $12.1 million during the six months ended June 30, 2020. • On July 20, 2020, the Board of Directors declared a dividend of $0.17 per share of outstanding common stock, payable on September 17, 2020 to stockholders of record at the close of business on September 3, 2020. ________________________________________________________ 1 - Free cash flow for the six months ended June 30, 2020 is presented excluding a nonrecurring payment of $7.8 million with respect to long-term incentives related to our 2017 acquisition of Flashstock. 6


 
Consolidated Quarterly Financial Results ($ in millions) Three Months Ended June 30, % Change 2020 2019 Inc. / (Dec.) Total Revenues $ 159.2 $ 161.7 (2) % Cost of revenue 63.8 68.5 (7) % Sales and marketing 35.6 44.5 (20) % Product development 12.5 13.6 (8) % General and administrative 24.8 32.1 (23) % Total operating expenses 136.7 158.7 (14) % Income from operations 22.5 3.1 634 % Other income, net 0.1 0.6 (74) % Income before income taxes 22.7 3.7 521 % Provision for Income Taxes 3.7 0.4 NM Net Income $ 19.0 $ 3.3 476 % Plus: Depreciation & Amortization 10.9 13.4 15 % Plus: Non-Cash Equity-Based Compensation 3.6 7.8 24 % Plus: Other Adjustments, net (1) (0.1) 0.3 NM Plus: Provision for Income Taxes 3.7 0.4 NM Adjusted EBITDA $ 37.0 $ 25.1 17 % Adjusted EBITDA Margin 23.3 % 15.5 % (1) Other adjustments, net includes foreign currency transaction gains and losses, expenses related to long-term incentives and contingent consideration related to acquisitions, and interest income and expense. Note: Totals may not sum exactly due to rounding. 7


 
Adjusted Net Income (in millions, except per share data) Three Months Ended June 30, 2020 2019 Net Income $ 19.0 $ 3.3 Add / (Less): Non-Cash Equity-Based Compensation 3.6 7.8 Acquisition-Related Intangible Amortization 0.5 2.4 Acquisition-Related Long-Term Incentives and Contingent Consideration — 0.9 Tax Effect of Adjustments1 (1.0) (2.6) Adjusted Net Income $ 22.2 $ 11.8 Diluted Shares Outstanding 35.9 35.5 Net Income Per Diluted Share $ 0.53 $ 0.09 Adjusted Net Income Per Diluted Share $ 0.62 $ 0.33 1 - Tax effect reflects the estimated impact of the adjustment on the provision for income taxes. Note: Totals may not sum exactly due to rounding. 8


 
Free Cash Flow ($ in millions) Three Months Ended June 30, 2020 2019 Net Cash From Operations $ 29.5 $ 27.0 Less: Capital Expenditures (6.2) (6.5) Less: Content Acquisitions (0.9) (0.7) Free Cash Flow $ 22.4 $ 19.8 Note: Totals may not sum exactly due to rounding. 9


 
Revenue and Billings by Sales Channel ($ in millions) 2020 2019 Q2 Q1 Q4 Q3 Q2 Q1 E-commerce Revenue $ 98.2 $ 99.7 $ 100.9 $ 96.2 $ 97.0 $ 98.1 Enterprise Revenue 61.1 61.5 65.5 62.8 64.7 65.2 Total Revenue $ 159.2 $ 161.3 $ 166.4 $ 159.1 $ 161.7 $ 163.3 Change in Total Deferred Revenue $ (0.7) $ (3.0) $ 4.4 $ 0.4 $ (0.2) $ (2.2) Total Billings $ 158.6 $ 158.2 $ 170.8 $ 159.5 $ 161.5 $ 161.1 Note: Totals may not sum exactly due to rounding. 10


 
Key Operating Metrics 2020 2019 Q2 Q1 Q4 Q3 Q2 Q1 Subscribers (end of period, in thousands) (1) 223 209 194 184 173 161 Subscriber revenue (in millions) (2) $ 62.7 $ 63.9 $ 60.5 $ 60.1 $ 57.9 $ 58.0 Average revenue per customer (trailing twelve months) (3) $ 326 $ 329 $ 330 $ 327 $ 325 $ 323 Paid downloads (in millions) (4) 44.0 46.8 47.7 46.3 46.6 47.2 Revenue per download (5) $ 3.61 $ 3.42 $ 3.44 $ 3.40 $ 3.44 $ 3.42 Content in our collection (end of period, in millions): (6) Images 340 330 314 297 280 260 Footage clips 19 18 17 16 15 14 _______________________________________________________________________________________________________________________ (1) Subscribers is defined as those customers who purchase one or more of our monthly recurring products for a continuous period of at least three months, measured as of the end of the reporting period. (2) Subscriber revenue is defined as the revenue generated from subscribers during the period. (3) Average revenue per customer is calculated by dividing total revenue for the trailing twelve month period by customers. We define customers as total active, paying customers that contributed to total revenue over the trailing twelve month period. (4) Paid downloads is the number of downloads that our customers make in a given period of our photographs, vectors, illustrations, footage or music tracks. Paid downloads exclude custom content and downloads of content that are offered to customers for no charge, including our free image of the week. (5) Revenue per download is defined as the amount of revenue recognized in a given period divided by the number of paid downloads in that period excluding revenue from custom content and the impact of revenue that is not derived from or associated with content licenses. (6) Represents approved images (photographs, vectors and illustrations) and footage (in number of clips) in our library on shutterstock.com at the end of the period. We exclude content from this collection metric that is not uploaded directly to our site but is available for license by our customers through an application program interface, custom content and certain content that may be licensed for editorial use only. 11


 
Depreciation and Amortization Depreciation and amortization expense is included within the Statements of Operations, as follows: Three Months Ended Six Months Ended June ($ in millions) June 30, 30, 2020 2019 2020 2019 Cost of revenue $ 9.3 $ 9.8 $ 18.1 $ 19.5 General and administrative 1.5 3.6 3.3 5.8 Total depreciation and amortization 10.8 13.4 21.4 25.3 Note: Totals may not sum exactly due to rounding. 12


 
Please remember this information is confidential. © 2020 Shutterstock, Inc. All rights reserved.