RAMP LiveRamp Holdings Inc

LiveRamp® (NYSE: RAMP), the leading data collaboration platform, today announced its financial results for the quarter and fiscal year ended March 31, 2024.

Q4 Financial Highlights1

• Total revenue was $172 million, up 16%.
• Subscription revenue was $134 million, up 11%.
• Marketplace & Other revenue was $38 million, up 38%.
• GAAP gross profit was $124 million, up 18%. GAAP gross margin of 72% expanded by 1 percentage point. Non-GAAP gross profit was $129 million, up 16%. Non-GAAP gross margin of 75% was unchanged.
• GAAP operating loss was $14 million compared to $47 million. GAAP operating margin of negative 8% expanded by 23 points. Non-GAAP operating income was $16 million compared to $14 million. Non-GAAP operating margin of 9% was unchanged.
• GAAP diluted loss per share was $0.08 and non-GAAP diluted earnings per share was $0.25.
• Net cash provided by operating activities was $28 million compared to $31 million.
• Share repurchases in the fourth quarter totaled approximately 405,000 shares for $15 million.

Fiscal Year Financial Highlights1

• Total revenue was $660 million, up 11%.
• Subscription revenue was $514 million, up 6%, and represented 78% of total revenue.
• Marketplace & Other revenue was $146 million, up 28%.
• GAAP gross profit was $480 million, up 13%, and GAAP gross margin of 73% expanded by 1 percentage point. Non-GAAP gross profit was $493 million, up 10%, and non-GAAP gross margin of 75% contracted by 1 point.
• GAAP operating income was $11 million compared to a loss of $126 million. GAAP operating margin of 2% expanded by 23 points. Non-GAAP operating income was $105 million compared to $61 million. Non-GAAP operating margin of 16% expanded by 6 points.
• GAAP diluted EPS was $0.17, and non-GAAP diluted EPS was $1.45.
• Net cash provided by operating activities was $106 million compared to $34 million.
• Share repurchases in fiscal 2024 totaled approximately 2.1 million shares for $61 million. As of March 31, 2024, there was $157 million in remaining capacity under the share repurchase authorization that expires on December 31, 2024.

A reconciliation between GAAP and non-GAAP results is provided in the schedules to this press release.

Commenting on the results, CEO Scott Howe said: "We ended fiscal 2024 on a high note, with fourth quarter revenue and operating income exceeding our expectations, and a positive inflection in several key performance indicators, including annual recurring revenue and $1 million plus customer additions. As we look ahead to FY25, our Data Collaboration Platform is the solution to help advertisers and publishers continue delivering addressable advertising in a world of cookie deprecation and rapidly evolving technology.”

GAAP and Non-GAAP ResultsThe following table summarizes the Company’s financial results for the fiscal 2024 fourth quarter and full year ended March 31, 2024 ($ in millions, except per share amounts):

	GAAP				Non-GAAP
	Q4 FY24		FY24		Q4 FY24		FY24
Subscription revenue	$134		$514		—		—
YoY change	11%		6%		—		—
Marketplace & Other revenue	$38		$146		—		—
YoY change	38%		28%		—		—
Total revenue	$172		$660		—		—
YoY change	16%		11%		—		—
Gross profit	$124		$480		$129		$493
% Gross margin	72%		73%		75%		75%
YoY change	1 pt		1 pt		0 pts		(1 pt)
Operating income (loss)	($14)		$11		$16		$105
% Operating margin	(8%)		2%		9%		16%
YoY change	23 pts		23 pts		0 pts		6 pts
Net earnings (loss)	($5		$12		$17		$98
Diluted earnings (loss) per share	($0.08)		$0.17		$0.25		$1.45
Shares to calculate diluted EPS	66.3		67.9		68.5		67.9
YoY change	2%		2%		3%		1%
Net operating cash flow	$28		$106		—		—
Free cash flow to equity	—		—		$26		$101
Totals may not sum due to rounding.

A detailed discussion of our non-GAAP financial measures and a reconciliation between GAAP and non-GAAP results is provided in the schedules attached to this press release.

Additional Business Highlights & Metrics

• In February 2024 we unveiled the next generation of the LiveRamp Data Collaboration Platform, which brings together solutions for the end-to-end marketing lifecycle onto a single platform. The unified offering introduces new capabilities such as a simplified user interface, composable technology for cross-cloud interoperability, and a partner marketplace where innovative third-party developers can build applications showcasing their trusted expertise (additional information).
• In February 2024 we launched enhanced capabilities that help customers optimize addressability, connectivity and measurement across Amazon Marketing Cloud (AMC) and Amazon Demand-Side Platform (DSP). Brand marketers, advertisers, and agencies can now leverage LiveRamp’s integrations with these services to unlock insights and analytics with an industry-leading, privacy-enhancing approach (additional information).
• In April 2024 we were selected as a Google Cloud Partner of the Year for “Industry Solution - Technology: Retail.” LiveRamp was recognized for delivering solutions that help retailers and brands unlock the value of marketing data and analytics in Google Cloud (additional information). This accolade follows LiveRamp’s recognition as Google Cloud’s “Global Industry Technology Partner of the Year” in 2023 and Habu’s recognition in 2023 as Databricks’ Partner of the Year for “Communications, Media and Entertainment.”
• In April 2024 Google announced that it will delay the full deprecation of third-party cookies in Chrome from the second half of 2024 until early 2025. This delay does not change our strategy or market approach. We have been preparing for the deprecation of third-party cookies for some time with the build out of our Authenticated Traffic Solution (ATS) and our investment in clean room technology to enable secure first-party data collaboration.
• ATS is a fully scaled solution that connects publisher and marketer data to better personalize and measure advertising on authenticated inventory. ATS has been adopted by over 21,000 publisher domains and 75% of the comScore 100 publishers. In addition, it is integrated with all major demand-side platforms (DSPs) and supply-side platforms (SSPs). Through these integrations, LiveRamp connects to over 92% of US consumer time spent online.
• LiveRamp ended the quarter with 115 customers whose annualized subscription revenue exceeds $1 million, compared to 95 in the prior year period.
• LiveRamp ended the quarter with 900 direct subscription customers, compared to 920 in the prior year period.
• Fourth quarter subscription net retention was 103% and platform net retention was 108%.
• Fourth quarter annual recurring revenue (ARR), which is the last month of the quarter fixed subscription revenue annualized, was $467 million, up 10% compared to the prior year period.
• Current remaining performance obligations (CRPO), which is contracted and committed revenue expected to be recognized over the next 12 months, was $414 million, up 23% compared to the prior year period.

Financial Outlook

LiveRamp’s non-GAAP operating income guidance excludes the impact of non-cash stock compensation, purchased intangible asset amortization, and restructuring and related charges.

For the first quarter of fiscal 2025, LiveRamp expects to report:

• Revenue of $172 million, an increase of 12%
• GAAP operating loss of $8 million
• Non-GAAP operating income of $25 million

For fiscal 2025, LiveRamp expects to report:

• Revenue of between $710 million and $730 million, an increase of between 8% and 11%
• GAAP operating loss of between $8 million and $4 million
• Non-GAAP operating income of between $125 million and $129 million

Conference Call

LiveRamp will hold a conference call today at 1:30 p.m. PT (4:30 p.m. ET) to further discuss this information. Interested parties are invited to listen to a webcast of the conference, which can be accessed on LiveRamp’s investor site. A slide presentation will be referenced during the call and is available here.

About LiveRamp

LiveRamp is the data collaboration platform of choice for the world’s most innovative companies. A groundbreaking leader in consumer privacy, data ethics, and foundational identity, LiveRamp offers a connected customer view with clarity and context while protecting brand and consumer trust. We offer flexibility to collaborate wherever data lives to support a wide range of data collaboration use cases—within organizations, between brands, and across our global network of premier partners. Global innovators, from iconic consumer brands and tech platforms to retailers, financial services, and healthcare leaders, turn to LiveRamp to deepen customer engagement and loyalty, activate new partnerships, and maximize the value of their first-party data while staying on the forefront of rapidly evolving compliance and privacy requirements. LiveRamp is based in San Francisco, California with offices worldwide. Learn more at LiveRamp.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended (the “PSLRA”). These statements, which are not statements of historical fact, may contain estimates, assumptions, projections and/or expectations regarding the Company’s financial position, results of operations for fiscal 2025 and beyond, the integration and expected benefits from the acquisition of Habu, market position, product development, growth opportunities, economic conditions, and other similar forecasts and statements of expectation. Forward-looking statements are often identified by words or phrases such as “anticipate,” “estimate,” “plan,” “expect,” “believe,” “intend,” “foresee,” or the negative of these terms or other similar variations thereof.

These forward-looking statements are not guarantees of future performance and are subject to a number of factors and uncertainties that could cause the Company’s actual results and experiences to differ materially from the anticipated results and expectations expressed in the forward-looking statements.

Among the factors that may cause actual results and expectations to differ from anticipated results and expectations expressed in forward-looking statements are uncertainties related to rising interest rates, cost increases, the possibility of a recession, general inflationary pressure, geo-political circumstances that could result in increased economic uncertainties and the associated impacts of these potential events on our suppliers, customers and partners; the Company’s dependence upon customer renewals; new customer additions and upsell within our subscription business; our reliance upon partners, including data suppliers; competition; rapidly changing technology’s impact on our products and services; the risk that we fail to realize the potential benefits of or have difficulty integrating Habu; and attracting, motivating and retaining talent. Additional risks include maintaining our culture and our ability to innovate and evolve while operating in a hybrid work environment, with some employees working remotely at least some of the time within a rapidly changing industry, while also avoiding disruption from reductions in our current workforce as well as disruptions resulting from acquisition, divestiture and other activities affecting our workforce. Our global workforce strategy could possibly encounter difficulty and not be as beneficial as planned. Our international operations are also subject to risks, including the performance of third parties as well as impacts from war and civil unrest, that may harm the Company’s business. The risk of a significant breach of the confidentiality of the information or the security of our or our customers’, suppliers’, or other partners’ data and/or computer systems, or the risk that our current insurance coverage may not be adequate for such a breach, that an insurer might deny coverage for a claim or that such insurance will continue to be available to us on commercially reasonable terms, or at all, could be detrimental to our business, reputation and results of operations. Other business risks include unfavorable publicity and negative public perception about our industry; interruptions or delays in service from data center or cloud hosting vendors we rely upon; and our dependence on the continued availability of third-party data hosting and transmission services. Our clients’ ability to use data on our platform could be restricted if the industry’s use of third-party cookies and tracking technology declines due to technology platform changes, regulation or increased user controls. Changes in regulations and legislation relating to information collection and use represents a risk, as well as changes in tax laws and regulations that are applied to our customers which could cause enterprise software budget tightening. In addition, third parties may claim that we are infringing their intellectual property or may infringe our intellectual property which could result in competitive injury and / or the incurrence of significant costs and draining of our resources.

For a discussion of these and other risks and uncertainties that could affect LiveRamp’s business, reputation, results of operation, financial condition and stock price, please refer to LiveRamp’s filings with the U.S. Securities and Exchange Commission, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of LiveRamp’s most recently filed Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and subsequent filings.

The financial information set forth in this press release reflects estimates based on information available at this time.

LiveRamp assumes no obligation and does not currently intend to update these forward-looking statements.

To automatically receive LiveRamp financial news by email, please visit www.LiveRamp.com and subscribe to email alerts.

For more information, contact:

LiveRamp Investor RelationsInvestor.Relations@LiveRamp.com

LiveRampⓇ and RampID™ and all other LiveRamp marks contained herein are trademarks or service marks of LiveRamp, Inc. All other marks are the property of their respective owners.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
	For the Three Months Ended
	March 31,
							$		%
	2024			2023			Variance		Variance
Revenues	171,852			148,626			23,226		15.6	%
Cost of revenue	47,722			43,472			4,250		9.8	%
Gross profit	124,130			105,154			18,976		18.0	%
% Gross margin	72.2	%		70.8	%
Operating expenses:
Research and development	45,161			52,220			(7,059	)	(13.5	%)
Sales and marketing	60,476			57,506			2,970		5.2	%
General and administrative	30,252			32,832			(2,580	)	(7.9	%)
Gains, losses and other items, net	2,516			9,723			(7,207	)	(74.1	%)
Total operating expenses	138,405			152,281			(13,876	)	(9.1	%)
Loss from operations	(14,275	)		(47,127	)		32,852		69.7	%
% Margin	-8.3	%		-31.7	%
Total other income, net	5,070			4,735			335		7.1	%
Loss from continuing operations before income taxes	(9,205	)		(42,392	)		33,187		78.3	%
Income tax benefit	(3,027	)		(6,460	)		3,433		53.1	%
Net loss from continuing operations	(6,178	)		(35,932	)		29,754		82.8	%
Earnings from discontinued operations, net of tax	805			4,568			(3,763	)	(82.4	%)
Net loss	(5,373	)		(31,364	)		25,991		82.9	%
Basic earnings (loss) per share:
Continuing operations	(0.09	)		(0.55	)		0.46		83.1	%
Discontinued operations	0.01			0.07			(0.06	)	(82.7	%)
Basic earnings (loss) per share	(0.08	)		(0.48	)		0.40		83.2	%
Diluted earnings (loss) per share:
Continuing operations	(0.09	)		(0.55	)		0.46		83.1	%
Discontinued operations	0.01			0.07			(0.06	)	(82.7	%)
Diluted earnings (loss) per share:	(0.08	)		(0.48	)		0.40		83.2	%
Basic weighted average shares	66,323			65,126
Diluted weighted average shares	66,323			65,126
Some totals may not sum due to rounding.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
	For the Twelve Months Ended
	March 31,
							$		%
	2024			2023			Variance		Variance
Revenues	659,661			596,583			63,078		10.6	%
Cost of revenue	179,489			170,084			9,405		5.5	%
Gross profit	480,172			426,499			53,673		12.6	%
% Gross margin	72.8	%		71.5	%
Operating expenses:
Research and development	151,201			189,195			(37,994	)	(20.1	%)
Sales and marketing	195,693			202,437			(6,744	)	(3.3	%)
General and administrative	110,166			125,351			(15,185	)	(12.1	%)
Gains, losses and other items, net	11,708			35,316			(23,608	)	(66.8	%)
Total operating expenses	468,768			552,299			(83,531	)	(15.1	%)
Income (loss) from operations	11,404			(125,800	)		137,204		109.1	%
% Margin	1.7	%		-21.1	%
Total other income, net	22,957			6,946			16,011		230.5	%
Income (loss) from continuing operations before income taxes	34,361			(118,854	)		153,215		128.9	%
Income tax expense	24,270			5,252			19,018		362.1	%
Net earnings (loss) from continuing operations	10,091			(124,106	)		134,197		108.1	%
Earnings from discontinued operations, net of tax	1,790			5,404			(3,614	)	(66.9	%)
Net earnings (loss)	11,881			(118,702	)		130,583		110.0	%
Basic earnings (loss) per share:
Continuing operations	0.15			(1.87	)		2.02		108.1	%
Discontinued operations	0.03			0.08			(0.05	)	(66.8	%)
Basic earnings (loss) per share	0.18			(1.79	)		1.97		110.0	%
Diluted earnings (loss) per share:
Continuing operations	0.15			(1.87	)		2.02		107.9	%
Discontinued operations	0.03			0.08			(0.06	)	(67.6	%)
Diluted earnings (loss) per share:	0.17			(1.79	)		1.96		109.8	%
Basic weighted average shares	66,266			66,352
Diluted weighted average shares	67,918			66,352
Some totals may not sum due to rounding.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
(Unaudited)
(Dollars in thousands, except per share amounts)
	For the Three Months Ended						For the Twelve Months Ended
	March 31,						March 31,
	2024			2023			2024		2023
Income (loss) from continuing operations before income taxes	(9,205	)		(42,392	)		34,361		(118,854	)
Income tax expense (benefit)	(3,027	)		(6,460	)		24,270		5,252
Net earnings (loss) from continuing operations	(6,178	)		(35,932	)		10,091		(124,106	)
Earnings from discontinued operations, net of tax	805			4,568			1,790		5,404
Net earnings (loss)	(5,373	)		(31,364	)		11,881		(118,702	)
Earnings (loss) per share:
Basic	(0.08	)		(0.48	)		0.18		(1.79	)
Diluted	(0.08	)		(0.48	)		0.17		(1.79	)
Excluded items:
Purchased intangible asset amortization (cost of revenue)	3,097			3,336			8,785		16,825
Non-cash stock compensation (cost of revenue and operating expenses)	24,780			44,658			71,304		125,800
Transformation costs (general and administrative)	-			3,663			1,875		9,025
Restructuring charges (gains, losses, and other)	2,516			9,723			11,708		35,316
Total excluded items, continuing operations	30,393			61,380			93,672		186,966
Income from continuing operations before income taxes and excluding items	21,188			18,988			128,033		68,112
Income tax expense (benefit) (2)	3,947			(2,141	)		29,882		10,121
Non-GAAP net earnings from continuing operations	17,241			21,129			98,151		57,991
Non-GAAP earnings per share from continuing operations:
Basic	0.26			0.32			1.48		0.87
Diluted	0.25			0.32			1.45		0.86
Basic weighted average shares	66,323			65,126			66,266		66,352
Diluted weighted average shares	68,471			66,268			67,918		67,097

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

(2) Income taxes were calculated by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusting for discrete tax items in the period. The differences between our GAAP and non-GAAP effective tax rates were primarily due to the net tax effects of the excluded items, coupled with larger pre-tax losses for GAAP purposes versus smaller pre-tax losses or income for non-GAAP purposes.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP INCOME (LOSS) FROM OPERATIONS (1)
(Unaudited)
(Dollars in thousands)
		For the Three Months Ended						For the Twelve Months Ended
		March 31,						March 31,
		2024			2023			2024		2023
Income (loss) from continuing operations		(14,275	)		(47,127	)		11,404		(125,800	)
Excluded items:
Purchased intangible asset amortization (cost of revenue)		3,097			3,336			8,785		16,825
Non-cash stock compensation (cost of revenue and operating expenses)		24,780			44,658			71,304		125,800
Transformation costs (general and administrative)		-			3,663			1,875		9,025
Restructuring charges (gains, losses, and other)		2,516			9,723			11,708		35,316
Total excluded items		30,393			61,380			93,672		186,966
Income from continuing operations before excluded items		16,118			14,253			105,076		61,166

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED EBITDA (1)
(Unaudited)
(Dollars in thousands)
		For the Three Months Ended						For the Twelve Months Ended
		March 31,						March 31,
		2024			2023			2023			2022
Net earnings (loss) from continuing operations		(6,178	)		(35,932	)		10,091			(124,106	)
Income tax expense (benefit)		(3,027	)		(6,460	)		24,270			5,252
Other income, net		(5,070	)		(4,735	)		(22,957	)		(6,946	)
Income (loss) from operations		(14,275	)		(47,127	)		11,404			(125,800	)
Depreciation and amortization		3,823			4,226			11,508			20,787
EBITDA		(10,452	)		(42,901	)		22,912			(105,013	)
Other adjustments:
Non-cash stock compensation (cost of revenue and operating expenses)		24,780			44,658			71,304			125,800
Transformation costs (general and administrative)		-			3,663			1,875			9,025
Restructuring charges (gains, losses, and other)		2,516			9,723			11,708			35,316
Other adjustments		27,296			58,044			84,887			170,141
Adjusted EBITDA		16,844			15,143			107,799			65,128

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
	March 31,			March 31,			$		%
	2024			2023			Variance		Variance
Assets
Current assets:
Cash and cash equivalents	336,867			464,448			(127,581	)	(27.5	%)
Restricted cash	2,604			-			2,604		n/a
Short-term investments	32,045			32,807			(762	)	(2.3	%)
Trade accounts receivable, net	190,313			157,379			32,934		20.9	%
Refundable income taxes, net	8,521			28,897			(20,376	)	(70.5	%)
Other current assets	31,682			31,028			654		2.1	%
Total current assets	602,032			714,559			(112,527	)	(15.7	%)
Property and equipment	25,394			39,393			(13,999	)	(35.5	%)
Less - accumulated depreciation and amortization	17,213			32,308			(15,095	)	(46.7	%)
Property and equipment, net	8,181			7,085			1,096		15.5	%
Intangible assets, net	34,583			9,868			24,715		250.5	%
Goodwill	501,756			363,116			138,640		38.2	%
Deferred commissions, net	48,143			37,030			11,113		30.0	%
Other assets, net	36,748			41,045			(4,297	)	(10.5	%)
	1,231,443			1,172,703			58,740		5.0	%
Liabilities and Stockholders' Equity
Current liabilities:
Trade accounts payable	81,202			86,568			(5,366	)	(6.2	%)
Accrued payroll and related expenses	61,575			33,434			28,141		84.2	%
Other accrued expenses	42,857			35,736			7,121		19.9	%
Deferred revenue	30,942			19,091			11,851		62.1	%
Total current liabilities	216,576			174,829			41,747		23.9	%
Other liabilities	65,732			71,798			(6,066	)	(8.4	%)
Stockholders' equity:
Preferred stock	-			-			-		n/a
Common stock	15,594			15,399			195		1.3	%
Additional paid-in capital	1,933,776			1,855,916			77,860		4.2	%
Retained earnings	1,314,172			1,302,291			11,881		0.9	%
Accumulated other comprehensive income	3,964			4,504			(540	)	(12.0	%)
Treasury stock, at cost	(2,318,371	)		(2,252,034	)		(66,337	)	2.9	%
Total stockholders' equity	949,135			926,076			23,059		2.5	%
	1,231,443			1,172,703			58,740		5.0	%

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
	For the Three Months Ended
	March 31,
	2024			2023
Cash flows from operating activities:
Net loss	(5,373	)		(31,364	)
Earnings from discontinued operations, net of tax	(805	)		(4,568	)
Non-cash operating activities:
Depreciation and amortization	3,823			4,226
Loss on disposal or impairment of assets	6			16
Lease impairments	(546	)		9,380
Provision for doubtful accounts	1,947			48
Deferred income taxes	(498	)		(89	)
Non-cash stock compensation expense	24,780			44,658
Changes in operating assets and liabilities:
Accounts receivable	8,700			15,048
Deferred commissions	(3,971	)		(4,313	)
Other assets	8,514			6,117
Accounts payable and other liabilities	(246	)		(6,060	)
Income taxes	(7,285	)		(6,371	)
Deferred revenue	(1,403	)		3,937
Net cash provided by operating activities	27,643			30,665
Cash flows from investing activities:
Capital expenditures	(1,791	)		(103	)
Purchases of investments	(24,509	)		(25,197	)
Proceeds from sale of investments	25,000			-
Proceeds from sale of strategic investments	-			994
Net cash paid in acquisition	(170,281	)		-
Net cash used in investing activities	(171,581	)		(24,306	)
Cash flows from financing activities:
Proceeds related to the issuance of common stock under stock and employee benefit plans	1			4
Shares repurchased for tax withholdings upon vesting of stock-based awards	(719	)		(218	)
Acquisition of treasury stock	(15,177	)		-
Net cash used in financing activities	(15,895	)		(214	)
Cash flows from discontinued operations:
From operating activities	805			4,568
Net cash provided by discontinued operations	805			4,568
Effect of exchange rate changes on cash	(447	)		219
Net change in cash and cash equivalents	(159,475	)		10,932
Cash, cash equivalents, and restricted cash at beginning of period	498,946			453,516
Cash, cash equivalents, and restricted cash at end of period	339,471			464,448
Supplemental cash flow information:
Cash paid for income taxes, net - continuing operations	4,905			1,076
Cash (received) for income taxes, net - discontinued operations	(1,258	)		(7,025	)
Cash paid for operating lease liabilities	2,594			2,510
Operating lease assets obtained in exchange for operating lease liabilities	148			-
Purchases of property, plant, & equipment, net remaining unpaid at end of period	104			47

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
	For the Twelve Months Ended
	March 31,
	2024			2023
Cash flows from operating activities:
Net earnings (loss)	11,881			(118,702	)
Earnings from discontinued operations, net of tax	(1,790	)		(5,404	)
Non-cash operating activities:
Depreciation and amortization	11,508			20,787
Loss on disposal or impairment of assets	1,219			4,137
Gain on sale of strategic investment	-			(194	)
Lease impairments	1,769			27,545
Provision for doubtful accounts	2,254			1,776
Impairment of goodwill	2,875			-
Deferred income taxes	(458	)		115
Non-cash stock compensation expense	71,304			125,800
Changes in operating assets and liabilities:
Accounts receivable	(32,336	)		(12,123	)
Deferred commissions	(11,113	)		(6,436	)
Other assets	9,426			7,705
Accounts payable and other liabilities	8,508			(15,369	)
Income taxes	22,275			596
Deferred revenue	8,334			4,208
Net cash provided by operating activities	105,656			34,441
Cash flows from investing activities:
Capital expenditures	(4,255	)		(4,696	)
Purchases of investments	(48,894	)		(28,197	)
Proceeds from sales of investments	50,750			3,000
Purchases of strategic investments	(1,000	)		(500	)
Proceeds from sales of strategic investments	-			1,394
Net cash paid in acquisition	(170,281	)		-
Net cash used in investing activities	(173,680	)		(28,999	)
Cash flows from financing activities:
Proceeds related to the issuance of common stock under stock and employee benefit plans	7,222			6,259
Shares repurchased for tax withholdings upon vesting of stock-based awards	(5,835	)		(2,272	)
Acquisition of treasury stock	(60,502	)		(149,997	)
Net cash used in financing activities	(59,115	)		(146,010	)
Cash flows from discontinued operations:
From operating activities	1,790			5,404
Net cash provided by discontinued operations	1,790			5,404
Effect of exchange rate changes on cash	372			(550	)
Net change in cash and cash equivalents	(124,977	)		(135,714	)
Cash, cash equivalents, and restricted cash at beginning of period	464,448			600,162
Cash, cash equivalents, and restricted cash at end of period	339,471			464,448
Supplemental cash flow information:
Cash (received) paid for income taxes, net - continuing operations	2,465			5,801
Cash (received) for income taxes, net - discontinued operations	(2,765	)		(8,332	)
Cash paid for operating lease liabilities	10,293			8,243
Operating lease assets obtained in exchange for operating lease liabilities	11,825			69
Operating lease assets relinquished in exchange for operating lease liabilities	(4,486	)		(6,781	)
Purchases of property, plant, & equipment, net remaining unpaid at end of period	104			47

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CALCULATION OF FREE CASH FLOW TO EQUITY (1)
(Unaudited)
(Dollars in thousands)
		06/30/22		09/30/22		12/31/22		03/31/23		FY2023			06/30/23		09/30/23		12/31/23		03/31/24		FY2024
Net Cash Provided by (Used in) Operating Activities-Continuing Operations		(33,369	)	21,375		15,770		30,665		34,441			25,693		35,764		16,556		27,643		105,656
Less:
	Capital expenditures	(1,741	)	(2,673	)	(179	)	(103	)	(4,696	)		(53	)	(200	)	(2,211	)	(1,791	)	(4,255	)
Free Cash Flow to Equity		(35,110	)	18,702		15,591		30,562		29,745			25,640		35,564		14,345		25,852		101,401

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures and the material limitations on the usefulness of these measures, please see Appendix A.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share amounts)
																								FY24 to FY23
		06/30/22		09/30/22		12/31/22		03/31/23		FY2023			06/30/23		09/30/23		12/31/23		03/31/24		FY2024			%		$
	Revenues	142,243		147,099		158,615		148,626		596,583			154,069		159,871		173,869		171,852		659,661			10.6	%	63,078
	Cost of revenue	41,021		42,304		43,287		43,472		170,084			45,621		41,212		44,934		47,722		179,489			5.5	%	9,405
	Gross profit	101,222		104,795		115,328		105,154		426,499			108,448		118,659		128,935		124,130		480,172			12.6	%	53,673
	% Gross margin	71.2	%	71.2	%	72.7	%	70.8	%	71.5	%		70.4	%	74.2	%	74.2	%	72.2	%	72.8	%
	Operating expenses
	Research and development	47,661		46,139		43,175		52,220		189,195			34,519		33,733		37,788		45,161		151,201			(20.1	%)	(37,994	)
	Sales and marketing	51,280		45,949		47,702		57,506		202,437			44,879		44,135		46,203		60,476		195,693			(3.3	%)	(6,744	)
	General and administrative	27,144		28,718		36,657		32,832		125,351			26,664		26,009		27,241		30,252		110,166			(12.1	%)	(15,185	)
	Gains, losses and other items, net	739		13,111		11,743		9,723		35,316			116		6,574		2,502		2,516		11,708			(66.8	%)	(23,608	)
	Total operating expenses	126,824		133,917		139,277		152,281		552,299			106,178		110,451		113,734		138,405		468,768			(15.1	%)	(83,531	)
	Income (loss) from operations	(25,602	)	(29,122	)	(23,949	)	(47,127	)	(125,800	)		2,270		8,208		15,201		(14,275	)	11,404			109.1	%	137,204
	% Margin	-18.0	%	-19.8	%	-15.1	%	-31.7	%	-21.1	%		1.5	%	5.1	%	8.7	%	-8.3	%	1.7	%
	Total other income (expense), net	699		2,248		(736	)	4,735		6,946			4,849		6,431		6,607		5,070		22,957			230.5	%	16,011
	Income (loss) from continuing operations before income taxes	(24,903	)	(26,874	)	(24,685	)	(42,392	)	(118,854	)		7,119		14,639		21,808		(9,205	)	34,361			128.9	%	153,215
	Income taxes expense (benefit)	2,315		3,562		5,835		(6,460	)	5,252			8,705		10,163		8,429		(3,027	)	24,270			362.1	%	19,018
	Net loss from continuing operations	(27,218	)	(30,436	)	(30,520	)	(35,932	)	(124,106	)		(1,586	)	4,476		13,379		(6,178	)	10,091			108.1	%	134,197
	Earnings from discontinued operations, net of tax	-		-		836		4,568		5,404			-		387		598		805		1,790			(66.9	%)	(3,614	)
	Net earnings (loss)	(27,218	)	(30,436	)	(29,684	)	(31,364	)	(118,702	)		(1,586	)	4,863		13,977		(5,373	)	11,881			110.0	%	130,583
	Diluted earnings (loss) per share	(0.40	)	(0.45	)	(0.46	)	(0.48	)	(1.79	)		(0.02	)	0.07		0.21		(0.08	)	0.17			n/a		1.96
	Some earnings (loss) per share amounts may not add due to rounding.
	Basic shares	68,403		67,096		64,784		65,126		66,352			66,497		66,284		65,961		66,323		66,266
	Diluted shares	69,195		67,568		65,356		66,268		67,097			67,388		67,868		67,943		68,471		67,918

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EXPENSES (1)
(Unaudited)
(Dollars in thousands)
			06/30/22		09/30/22		12/31/22		03/31/23		FY2023			06/30/23		09/30/23		12/31/23		03/31/24		FY2024
Expenses, continuing operations:
Cost of revenue			41,021		42,304		43,287		43,472		170,084			45,621		41,212		44,934		47,722		179,489
Research and development			47,661		46,139		43,175		52,220		189,195			34,519		33,733		37,788		45,161		151,201
Sales and marketing			51,280		45,949		47,702		57,506		202,437			44,879		44,135		46,203		60,476		195,693
General and administrative			27,144		28,718		36,657		32,832		125,351			26,664		26,009		27,241		30,252		110,166
Gains, losses and other items, net			739		13,111		11,743.00		9,723		35,316			116		6,574		2,502		2,516		11,708
Gross profit, continuing operations:			101,222		104,795		115,328		105,154		426,499			108,448		118,659		128,935		124,130		480,172
% Gross margin			71.2	%	71.2	%	72.7	%	70.8	%	71.5	%		70.4	%	74.2	%	74.2	%	72.2	%	72.8	%
Excluded items:
Purchased intangible asset amortization (cost of revenue)			4,643		4,637		4,209		3,336		16,825			3,290		1,217		1,181		3,097		8,785
Non-cash stock compensation (cost of revenue)			1,163		1,293		1,208		2,653		6,317			629		629		817		1,478		3,553
Non-cash stock compensation (research and development)			11,656		12,360		10,654		20,737		55,407			5,077		5,293		6,960		9,859		27,189
Non-cash stock compensation (sales and marketing)			5,884		6,116		5,871		11,558		29,429			3,736		4,786		4,089		6,337		18,948
Non-cash stock compensation (general and administrative)			5,522		7,524		11,891		9,710		34,647			3,850		5,027		5,631		7,106		21,614
Restructuring charges (gains, losses, and other)			739		13,111		11,743		9,723		35,316			116		6,574		2,502		2,516		11,708
Transformation costs (general and administrative)			-		1,250		4,112		3,663		9,025			1,875		-		-		-		1,875
Total excluded items			29,607		46,291		49,688		61,380		186,966			18,573		23,526		21,180		30,393		93,672
Expenses, continuing operations excluding items:
Cost of revenue			35,215		36,374		37,870		37,483		146,942			41,702		39,366		42,936		43,147		167,151
Research and development			36,005		33,779		32,521		31,483		133,788			29,442		28,440		30,828		35,302		124,012
Sales and marketing			45,396		39,833		41,831		45,948		173,008			41,143		39,349		42,114		54,139		176,745
General and administrative			21,622		19,944		20,654		19,459		81,679			20,939		20,982		21,610		23,146		86,677
Gains, losses and other items, net			-		-		-		-		-			-		-		-		-		-
Gross profit, continuing operations excluding items:			107,028		110,725		120,745		111,143		449,641			112,367		120,505		130,933		128,705		492,510
% Gross margin			75.2	%	75.3	%	76.1	%	74.8	%	75.4	%		72.9	%	75.4	%	75.3	%	74.9	%	74.7	%

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP EPS (1)
(Unaudited)
(Dollars in thousands, except per share amounts)
	06/30/22		09/30/22		12/31/22		03/31/23		FY 2023			06/30/23		09/30/23	12/31/23	03/31/24		FY 2024
Income (loss) from continuing operations before income taxes	(24,903	)	(26,874	)	(24,685	)	(42,392	)	(118,854	)		7,119		14,639	21,808	(9,205	)	34,361
Income taxes (benefit)	2,315		3,562		5,835		(6,460	)	5,252			8,705		10,163	8,429	(3,027	)	24,270
Net earnings (loss) from continuing operations	(27,218	)	(30,436	)	(30,520	)	(35,932	)	(124,106	)		(1,586	)	4,476	13,379	(6,178	)	10,091
Earnings from discontinued operations, net of tax	-		-		836		4,568		5,404			-		387	598	805		1,790
Net earnings (loss)	(27,218	)	(30,436	)	(29,684	)	(31,364	)	(118,702	)		(1,586	)	4,863	13,977	(5,373	)	11,881
Earnings (loss) per share:
Basic	(0.40	)	(0.45	)	(0.46	)	(0.48	)	(1.79	)		(0.02	)	0.07	0.21	(0.08	)	0.18
Diluted	(0.40	)	(0.45	)	(0.46	)	(0.48	)	(1.79	)		(0.02	)	0.07	0.21	(0.08	)	0.17
Excluded items:
Purchased intangible asset amortization (cost of revenue)	4,643		4,637		4,209		3,336		16,825			3,290		1,217	1,181	3,097		8,785
Non-cash stock compensation (cost of revenue and operating expenses)	24,225		27,293		29,624		44,658		125,800			13,292		15,735	17,497	24,780		71,304
Restructuring charges (gains, losses, and other)	739		13,111		11,743		9,723		35,316			116		6,574	2,502	2,516		11,708
Transformation costs (general and administrative)	-		1,250		4,112		3,663		9,025			1,875		-	-	-		1,875
Total excluded items from continuing operations	29,607		46,291		49,688		61,380		186,966			18,573		23,526	21,180	30,393		93,672
Income from continuing operations before income taxes and excluding items	4,704		19,417		25,003		18,988		68,112			25,692		38,165	42,988	21,188		128,033
Income taxes expense (benefit)	1,237		4,557		6,468		(2,141	)	10,121			6,167		9,036	10,732	3,947		29,882
Non-GAAP net earnings from continuing operations	3,467		14,860		18,535		21,129		57,991			19,525		29,129	32,256	17,241		98,151
Non-GAAP earnings per share from continuing operations:
Basic	0.05		0.22		0.29		0.32		0.87			0.29		0.44	0.49	0.26		1.48
Diluted	0.05		0.22		0.28		0.32		0.86			0.29		0.43	0.47	0.25		1.45
Basic weighted average shares	68,403		67,096		64,784		65,126		66,352			66,497		66,284	65,961	66,323		66,266
Diluted weighted average shares	69,195		67,568		65,356		66,268		67,097			67,388		67,868	67,943	68,471		67,918
Some totals may not add due to rounding

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP OPERATING INCOME GUIDANCE (1)
(Unaudited)
(Dollars in thousands)
		For the quarter ending				For the year ending
		June 30, 2024				March 31, 2025
						Low			High
GAAP loss from operations			(8,000	)			(8,000	)		(4,000	)
Excluded items:
Purchased intangible asset amortization			4,000				14,000			14,000
Non-cash stock compensation			29,000				116,000			116,000
Restructuring charges			-				3,000			3,000
Total excluded items			33,000				133,000			133,000
Non-GAAP income from operations		$	25,000			$	125,000		$	129,000

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

APPENDIX A
LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES
Q4 FISCAL 2024 FINANCIAL RESULTS
EXPLANATION OF NON-GAAP MEASURES AND OTHER KEY METRICS

To supplement our financial results, we use non-GAAP measures which exclude certain acquisition related expenses, non-cash stock compensation and restructuring charges. We believe these measures are helpful in understanding our past performance and our future results. Our non-GAAP financial measures and schedules are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated GAAP financial statements. Our management regularly uses these non-GAAP financial measures internally to understand, manage and evaluate our business and to make operating decisions. These measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is also based in part on the performance of our business based on these non-GAAP measures.

Our non-GAAP financial measures, including non-GAAP earnings (loss) per share, income (loss) from operations and adjusted EBITDA reflect adjustments based on the following items, as well as the related income tax effects when applicable:

Purchased intangible asset amortization: We incur amortization of purchased intangibles in connection with our acquisitions. Purchased intangibles include (i) developed technology, (ii) customer and publisher relationships, and (iii) trade names. We expect to amortize for accounting purposes the fair value of the purchased intangibles based on the pattern in which the economic benefits of the intangible assets will be consumed as revenue is generated. Although the intangible assets generate revenue for us, we exclude this item because this expense is non-cash in nature and because we believe the non-GAAP financial measures excluding this item provide meaningful supplemental information regarding our operational performance.

Non-cash stock compensation: Non-cash stock compensation consists of charges for associate restricted stock units, performance shares and stock options in accordance with current GAAP related to stock-based compensation including expense associated with stock-based compensation related to unvested options assumed in connection with our acquisitions. As we apply stock-based compensation standards, we believe that it is useful to investors to understand the impact of the application of these standards to our operational performance. Although stock-based compensation expense is calculated in accordance with current GAAP and constitutes an ongoing and recurring expense, such expense is excluded from non-GAAP results because it is not an expense that typically requires or will require cash settlement by us and because such expense is not used by us to assess the core profitability of our business operations.

Restructuring charges: During the past several years, we have initiated certain restructuring activities in order to align our costs in connection with both our operating plans and our business strategies based on then-current economic conditions. As a result, we recognized costs related to termination benefits for employees whose positions were eliminated, lease and other contract termination charges, and asset impairments. These items, as well as third party expenses associated with business acquisitions in the current year, reported as gains, losses, and other items, net, are excluded from non-GAAP results because such amounts are not used by us to assess the core profitability of our business operations.

Transformation costs: In previous years, we incurred significant expenses to separate the financial statements of our operating segments, with particular focus on segment-level balance sheets, and to evaluate portfolio priorities. Our criteria for excluding transformation expenses from our non-GAAP measures is as follows: 1) projects are discrete in nature; 2) excluded expenses consist only of third-party consulting fees that we would not incur otherwise; and 3) we do not exclude employee related expenses or other costs associated with the ongoing operations of our business. We substantially completed those projects during the third quarter of fiscal year 2018. Beginning in the fourth quarter of fiscal 2018, and through most of fiscal 2019, we incurred transaction support expenses and system separation costs related to the Company's announced evaluation of strategic options for its Marketing Solutions (AMS) business. In the first and second quarters of fiscal 2021 in response to the potential COVID-19 pandemic impact on our business and again during fiscal 2023 in response to macroeconomic conditions, we incurred significant costs associated with the assessment of strategic and operating plans, including our long-term location strategy, and assistance in implementing the restructuring activities as a result of this assessment. Our criteria for excluding these costs are the same. We believe excluding these items from our non-GAAP financial measures is useful for investors and provides meaningful supplemental information.

Our non-GAAP financial schedules are:

Non-GAAP EPS, Non-GAAP Income from Operations, and Non-GAAP expenses: Our Non-GAAP earnings per share, Non-GAAP income from operations, and Non-GAAP expenses reflect adjustments as described above, as well as the related tax effects where applicable.

Adjusted EBITDA: Adjusted EBITDA is defined as net income from continuing operations before income taxes, other expenses, depreciation and amortization, and including adjustments as described above. We use Adjusted EBITDA to measure our performance from period to period both at the consolidated level as well as within our operating segments and to compare our results to those of our competitors. We believe that the inclusion of Adjusted EBITDA provides useful supplementary information to and facilitates analysis by investors in evaluating the Company's performance and trends. The presentation of Adjusted EBITDA is not meant to be considered in isolation or as an alternative to net earnings as an indicator of our performance.

Free Cash Flow to Equity: To supplement our statement of cash flows, we use a non-GAAP measure of cash flow to analyze cash flows generated from operations. Free cash flow to equity is defined as operating cash flow less cash used by investing activities (excluding the impact of cash paid in acquisitions), less required payments of debt, and excluding the impact of discontinued operations. Management believes that this measure of cash flow is meaningful since it represents the amount of money available from continuing operations for the Company's discretionary spending after funding all required obligations including scheduled debt payments. The presentation of non-GAAP free cash flow to equity is not meant to be considered in isolation or as an alternative to cash flows from operating activities as a measure of liquidity.

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1 Unless otherwise indicated, all comparisons are to the prior year period.