RealNetworks Announces Second Quarter 2009 Results

* Reuters is not responsible for the content in this press release.

Thu Jul 30, 2009 4:00pm EDT

SEATTLE, July 30 /PRNewswire-FirstCall/ -- Digital entertainment services
company RealNetworks(R), Inc. (Nasdaq: RNWK) today announced results for the
second quarter ended June 30, 2009.

Quarterly Highlights:
    --  Revenue of $135.7 million
    --  Net loss of $(188.3) million or $(1.40) per share
    --  Adjusted EBITDA of $4.1 million

    --  Cash and short term investments of $362.8 million as of June 30, 2009



"In spite of a difficult consumer environment, our business remained
relatively stable in the second quarter," said Rob Glaser, RealNetworks'
Chairman and CEO.  "Looking forward, even though we expect the economy to
remain weak, we expect to show sequential improvement in the second half of
the year, based in part on new products such as our innovative RealPlayer SP."

Second Quarter Results

For the second quarter of 2009, revenue was $135.7 million, a decrease of 11%,
compared with $152.6 million in the second quarter of 2008.  Foreign currency
exchange rate fluctuations negatively affected 2009 second quarter revenue by
approximately $6.3 million compared with the year-ago quarter. Excluding the
effects of these foreign exchange rate changes, revenue declined 7% year over
year.  Revenue trends in each of Real's businesses in the second quarter of
2009, including the effects of foreign currency exchange rate changes,
compared with the year-earlier quarter were: a 9% increase in Music revenue to
$40.5 million, offset by a 10% decrease in Technology Products and Solutions
revenue to $46.2 million, a 15% decrease in Games revenue to $29.8 million,
and a 34% decrease in Media Software and Services revenue to $19.3 million.

Net loss for the second quarter of 2009 was $(188.3) million, or $(1.40) per
share, compared with a net loss of $(1.3) million, or $(0.01) per share, in
the second quarter of 2008.  Included in the second quarter 2009 net loss were
non-cash goodwill impairment charges of $175.6 million.  Adjusted EBITDA for
the second quarter of 2009 was $4.1 million compared with $17.4 million in the
second quarter of 2008.  A reconciliation of GAAP net income to adjusted
EBITDA is provided in the financial tables that accompany this release.

Gross margin was 59% in the second quarter of 2009 compared with 64% in the
second quarter of 2008.  Income tax provision was $(1.2) million in the second
quarter of 2009, compared with $(3.7) million in the year-earlier period. 
Interest income in the second quarter of 2009 was $754,000 compared with $3.4
million in the year-earlier period.

As of June 30, 2009, Real had approximately $362.8 million in unrestricted
cash, cash equivalents and short-term investments, of which nearly 90% is
located in the U.S.  In addition, Real had approximately $37 million in
restricted cash and equity investments at June 30, 2009.

Business Outlook
Due to the high level of uncertainty regarding consumer spending, global
economic trends, foreign currency exchange rate fluctuations and credit
markets, RealNetworks is not providing quantitative guidance. The company
expects 2009 to continue to be a challenging year for consumer spending,
online advertising and corporate infrastructure spending.

For the third quarter of 2009, Real expects overall revenue to increase
sequentially but to decline year-over-year.  Sequentially, the company expects
revenue to be flat or increase in each of our segments.  Compared with the
year-ago third quarter, Real expects third-quarter Media Software and Services
revenue to be flat, and revenue in Music, Games and Technology Products and
Solutions to decline.

The foregoing forward-looking statements reflect Real's expectations as of
July 30, 2009.  It is not Real's general practice to update these
forward-looking statements until its next quarterly results announcement.

Webcast and Conference Call Information
The company will host a webcast and conference call today at 5:00pm (Eastern)/
2:00pm (Pacific).  The live webcast featuring slides and audio will be
available at http://investor.realnetworks.com.  Listeners must use
RealPlayer(R) to listen to the conference call, which can be downloaded for
free at www.real.com.  The on-demand webcast will be available approximately
two hours following the conclusion of the live webcast.

    Conference Call Details
    5:00 p.m. (Eastern) / 2:00 p.m. (Pacific)
    Dial In:
    800-857-5305 Domestic
    773-681-5857 International
    Passcode: Second Quarter Earnings
    Leader: Rob Glaser
    Telephonic replay will be available until 8:00 p.m. (Eastern), Aug. 13,
    2009.
    Dial In:
    866-873-2049  Domestic
    402-220-5369  International


RNWK-F

For More Information Contact
Press: Bill Hankes, (206) 892-6614, bhankes@real.com
Financial: Marj Charlier, (206) 892-6718, mcharlier@real.com

About Real Networks
RealNetworks, Inc. delivers digital entertainment services to consumers via
PC, portable music player, home entertainment system and mobile phone. Real
created the streaming media category in 1995 and has continued to lead the
market with pioneering products and services, including: RealPlayer(R), the
first mainstream media player to enable one-click downloading and recording of
Internet video; the award-winning Rhapsody(R) digital music service, which
delivers more than 1 billion songs per year; RealArcade(R), one of the largest
casual games destinations on the Web; and a variety of mobile entertainment
services, such as ringback tones, offered to consumers through leading
wireless carriers around the world. RealNetworks' corporate information is
located at http://investor.realnetworks.com.

About Non-GAAP Financial Measures
To supplement RealNetworks' condensed consolidated financial statements
presented in accordance with GAAP in this press release, the company also
discloses certain non-GAAP financial measures, including adjusted revenue,
adjusted EBITDA excluding impairments, adjusted EBITDA, adjusted EBITDA by
reporting segment, adjusted cost of revenue and adjusted operating expenses,
which management believes provide investors with useful information.

In the financial tables of our earnings press release, RealNetworks has
included reconciliations of GAAP net income (loss) to adjusted EBITDA, to
adjusted EBITDA excluding impairments, and to adjusted EBITDA by reporting
segment; GAAP cost of revenue to adjusted cost of revenue; and GAAP operating
expenses to adjusted operating expenses for the relevant periods.

The rationale for management's use of non-GAAP measures is included in the
supplementary materials presented with the second quarter earnings materials,
available in Exhibit 99.2 ("Information Regarding Non-GAAP Financial
Measures") to the company's report on Form 8-K, which is being submitted today
to the SEC.

Forward-Looking Statements: This press release contains forward-looking
statements that involve risks and uncertainties, including statements relating
to Real's current expectations for future revenue and other financial results,
future success of Real's new products, continued weakness of the economy, and
future trends in consumer and corporate infrastructure spending and online
advertising.  All statements contained in this press release that do not
relate to matters of historical fact should be considered forward-looking
statements.  Actual results may differ materially from the results predicted.
Factors that could cause actual results to differ from the results predicted
include: fluctuations in foreign currencies; the potential outcomes and
effects of claims and legal proceedings, including those relating to Real DVD
and the ongoing VeriSign arbitration, on Real's business prospects, financial
condition or results of operations; development and consumer acceptance of
legal online music distribution services generally and RealNetworks' content
services in particular because these are relatively new and unproven business
models and markets; the potential that Real will be unable to continue to
enter into commercially attractive agreements with third parties for the
provision of compelling content for its subscription service offerings and the
distribution of Real's carrier application services; the emergence of new
entrants and competition in the market for digital media subscription
offerings, online music sales and downloadable casual games; competitive
risks, including the emergence or growth of competing technologies, products
and services; risks associated with business acquisitions and the introduction
of new products and services; changes in consumer and advertising spending in
response to disruptions in the global financial markets; risks inherent in
strategic relationships, especially with competitors, and with respect to
technology and service integration efforts; and risks relating to the ability
of Real's strategic partners to generate subscribers for Real's digital
content services. More information about potential risk factors that could
affect RealNetworks' business and financial results is included in
RealNetworks' annual report on Form 10-K for the most recent year ended
December 31, its quarterly reports on Form 10-Q and in other reports and
documents filed by RealNetworks from time to time with the Securities and
Exchange Commission. The preparation of RealNetworks' financial statements and
forward-looking financial guidance requires the company to make estimates and
assumptions that affect the reported amount of assets and liabilities and the
reported amounts of revenues and expenses during the reported period.  Actual
results may differ materially from these estimates under different assumptions
or conditions.  The company assumes no obligation to update any
forward-looking statements or information, which are in effect as of their
respective dates.
RealNetworks, Rhapsody, RealPlayer and RealArcade are trademarks or registered
trademarks of RealNetworks, Inc. or its subsidiaries.  All other companies or
products listed herein are trademarks or registered trademarks of their
respective owners.

                    RealNetworks, Inc. and Subsidiaries
              Condensed Consolidated Statements of Operations
                                (Unaudited)

                                  Quarters Ended      Six Months Ended
                                     June 30,             June 30,
                                  --------------       ---------------
                                  2009      2008       2009      2008
                                  ----      ----       ----      ----
                                (in thousands, except per share data)

     Net revenue               $135,725  $152,648   $276,498  $300,211

     Cost of revenue             55,614    55,645    111,635   111,038
                                 ------    ------    -------   -------

           Gross profit          80,111    97,003    164,863   189,173
                                 ------    ------    -------   -------

     Operating expenses:
       Research and
        development              28,923    29,065     57,482    54,071
       Sales and marketing       42,273    53,054     85,958   106,650
       Advertising with
        related party (A)         6,865     9,240     14,288    16,580
       General and
        administrative           19,338    18,337     42,169    35,421
       Impairment of
        goodwill                175,583         -    175,583         -
       Restructuring and
        other charges                 -         -        794       686
                                    ---       ---        ---       ---

           Total operating
            expenses            272,982   109,696    376,274   213,408
                                -------   -------    -------   -------

     Operating loss            (192,871)  (12,693)  (211,411)  (24,235)
                               --------   -------   --------   -------

     Other income (expenses):
       Interest income, net         754     3,375      1,937     8,333
       Equity in net loss of
        investments                (269)     (107)      (924)     (198)
       Gain on sale of equity
        investments, net             68       222        205       222
       Gain on sale of
        interest in Rhapsody
        America (B)                   -     3,371          -     7,097
       Other income
        (expense), net             (449)       50        406       818
                                   ----       ---        ---       ---

           Total other income
            (expense), net          104     6,911      1,624    16,272
                                    ---     -----      -----    ------

     Loss before income
      taxes                    (192,767)   (5,782)  (209,787)   (7,963)
     Income taxes                (1,210)   (3,700)    (2,759)   (7,708)
                                 ------    ------     ------    ------

     Net loss                  (193,977)   (9,482)  (212,546)  (15,671)
       Net loss attributable
        to the noncontrolling
        interest in Rhapsody
        America ( C )             5,648     8,177     12,081    16,792
                                  -----     -----     ------    ------
     Net income (loss)
      attributable to common
      shareholders            $(188,329)  $(1,305) $(200,465)   $1,121
                              =========   =======  =========    ======

     Basic net income (loss)
      per share available to
      common shareholders        $(1.40)   $(0.01)    $(1.51)    $0.01
     Diluted net income
      (loss) per share
      available to common
      shareholders               $(1.40)   $(0.01)    $(1.51)    $0.01

     Shares used to compute
      basic net income (loss)
      per share available to
      common shareholders       134,420   142,905    134,394   142,946
     Shares used to compute
      diluted net income
      (loss) per share
      available to common
      shareholders              134,420   142,905    134,394   156,000


    (A)   Consists of advertising purchased by Rhapsody America from MTV
          Networks (MTVN).  MTVN has a 49% ownership interest in Rhapsody
          America.

    (B)   Consists of gains realized from MTVN's note payments to Rhapsody
          America. Effective January 1, 2009, the Company adopted SFAS No. 160
          Non-controlling Interests in Consolidated Financial Statements, an
          amendment to ARB No. 51 (SFAS 160) which requires the appreciation
          of gains on the sale of non-controlling interest to be recorded as
          an equity transaction.

    ( C ) Noncontrolling interest in Rhapsody America reflects MTVN's 49%
          ownership share in the losses of Rhapsody America.



                        RealNetworks, Inc. and Subsidiaries
                       Condensed Consolidated Balance Sheets
                                    (Unaudited)


                                                       June 30,   December 31,
                                                         2009         2008
                                                         ----         ----
                                                          (in thousands)
                                      ASSETS

     Current assets:
       Cash and cash equivalents                       $197,492       $232,968
       Short-term investments                           165,266        137,766
       Trade accounts receivable, net                    64,413         70,201
       Deferred costs, current portion                    6,111          4,026
       Prepaid expenses and other current assets         36,699         34,599
                                                         ------         ------

             Total current assets                       469,981        479,560
                                                        -------        -------

     Equipment, software, and leasehold
      improvements, at cost:
       Equipment and software                           143,374        135,788
       Leasehold improvements                            30,954         30,719
                                                         ------         ------
         Total equipment, software, and leasehold
          improvements                                  174,328        166,507
       Less accumulated depreciation and amortization   114,109        103,500
                                                        -------        -------

         Net equipment, software, and leasehold
          improvements                                   60,219         63,007

     Restricted cash equivalents and investments         14,600         14,742
     Equity investments                                  22,384         18,582
     Other assets                                         3,782          3,775
     Deferred costs, non-current portion                  6,980          6,120
     Deferred tax assets, net, non-current portion        9,442          9,236
     Other intangible assets, net                        14,268         18,727
     Goodwill                                                 -        175,264
                                                            ---        -------

         Total assets                                  $601,656       $789,013
                                                       ========       ========

                       LIABILITIES AND SHAREHOLDERS' EQUITY

     Current liabilities:
       Accounts payable                                 $34,666        $36,575
       Accrued and other liabilities                    117,445        118,688
       Deferred revenue, current portion                 39,816         39,835
       Related party payable (A)                          6,930         13,155
       Accrued loss on excess office facilities,
        current portion                                   4,214          4,317
                                                          -----          -----

         Total current liabilities                      203,071        212,570
                                                        -------        -------

     Deferred revenue, non-current portion                2,003          1,961
     Accrued loss on excess office facilities, non-
      current portion                                     1,010          2,893
     Deferred rent                                        4,564          4,614
     Deferred tax liabilities, net, non-current
      portion                                               811          1,379
     Other long-term liabilities                         11,475         11,660
                                                         ------         ------

         Total liabilities                              222,934        235,077
                                                        -------        -------

     Noncontrolling interest in Rhapsody America (B)      3,627            378

     Shareholders' equity                               375,095        553,558
                                                        -------        -------

         Total liabilities and shareholders' equity    $601,656       $789,013
                                                       ========       ========

    (A) Related party payable reflects amounts owed to MTVN.

    (B) Noncontrolling interest in Rhapsody America reflects MTVN's 49%
        ownership interest in the net assets of Rhapsody America.



                    RealNetworks, Inc. and Subsidiaries
              Condensed Consolidated Statements of Cash Flows
                                (Unaudited)

                                                      Six Months Ended
                                                          June 30,
                                                     -----------------
                                                       2009      2008
                                                       ----      ----
                                                       (in thousands)

     Cash flows from operating activities:
       Net loss                                    $(212,546) $(15,671)
       Adjustments to reconcile net loss to net
        cash used in operating activities:
         Depreciation and amortization                15,522    25,701
         Stock-based compensation                     10,818    11,520
         (Gain) loss on disposal of equipment,
          software, and leasehold improvements           (34)      182
         Equity in net loss of investments               924       198
         Gain on sale of equity investment, net         (205)     (222)
         Excess tax benefit from stock option
          exercises                                       (9)      (88)
         Impairment of goodwill                      175,583         -
         Accrued restructuring and other charges      (3,675)        -
         Accrued loss on excess office facilities     (1,986)   (1,592)
         Deferred income taxes, net                     (682)   (2,138)
         Gain on sale of interest in Rhapsody
          America                                          -    (7,097)
         Other                                            24        89
         Net change in certain operating assets
          and liabilities, net of acquisitions        (1,975)  (39,160)
                                                      ------   -------

         Net cash used in operating activities       (18,241)  (28,278)
                                                     -------   -------

     Cash flows from investing activities:
       Purchases of equipment, software, and
        leasehold improvements                        (7,608)  (15,231)
       Purchases of short-term investments           (66,192)  (95,671)
       Proceeds from sales and maturities of short-
        term investments                              38,692    68,741
       Proceeds from the sales of equity
        investments                                      205     1,225
       Purchases of equity investments                (2,000)        -
       Payment of acquisition costs, net of cash
        acquired                                      (3,154)  (10,164)
       Decrease in restricted cash equivalents and
        investments, net                                 141       839
                                                         ---       ---

         Net cash used in investing activities       (39,916)  (50,261)
                                                     -------   -------

     Cash flows from financing activities:
       Net proceeds from sales of common stock under
       employee stock purchase plan and exercise of
       stock options                                     819     6,041
       Net proceeds from sales of interest in
        Rhapsody America                              19,537    14,607
       Excess tax benefit from stock option
        exercises                                          9        88
       Repurchases of common stock                         -      (681)
                                                         ---      ----

         Net cash provided by financing
          activities                                  20,365    20,055
                                                      ------    ------

     Effect of exchange rate changes on cash and
      cash equivalents                                 2,316    (2,408)
                                                       -----    ------

         Net increase (decrease) in cash and cash
          equivalents                                (35,476)  (60,892)

     Cash and cash equivalents, beginning of
      period                                         232,968   476,697
                                                     -------   -------

     Cash and cash equivalents, end of period       $197,492  $415,805
                                                    ========  ========



                       RealNetworks, Inc. and Subsidiaries
                        Supplemental Financial Information
                                     (Unaudited)

                              2009                      2008
                              ----                      ----
                          Q2       Q1       Q4       Q3       Q2       Q1
                         ----     ----     ----     ----     ----     ----
                                           (in thousands)
     Net Revenue by Line of Business:
     Consumer products
      and services
      (A)               $89,517  $97,194 $100,282 $100,322 $101,353  $96,286
     Technology
      products and
      solutions (B)      46,208   43,579   52,362   51,633   51,295   51,277
                         ------   ------   ------   ------   ------   ------

     Total net
      revenue          $135,725 $140,773 $152,644 $151,955 $152,648 $147,563
                       ======== ======== ======== ======== ======== ========

     Consumer Products
      and Services:
     Subscriptions( C ) $54,446  $59,052  $57,853  $57,776  $55,658  $55,193
     Media
      properties (D)     14,753   15,536   18,337   19,946   23,472   18,702
     E-commerce and
      other (E)          20,318   22,606   24,092   22,600   22,223   22,391
                         ------   ------   ------   ------   ------   ------

     Total consumer
      products and
      services
      revenue           $89,517  $97,194 $100,282 $100,322 $101,353  $96,286
                        =======  ======= ======== ======== ========  =======

     Consumer Products
      and Services:
     Music (F)          $40,452  $44,053  $43,882  $41,591  $37,170  $38,079
     Media software
      and services (G)   19,291   20,318   22,695   24,531   29,238   26,409
     Games (H)           29,774   32,823   33,705   34,200   34,945   31,798
                         ------   ------   ------   ------   ------   ------

     Total consumer
      products and
      services
      revenue           $89,517  $97,194 $100,282 $100,322 $101,353  $96,286
                        =======  ======= ======== ======== ========  =======

     Net Revenue by
      Geography:
     United States      $90,685  $96,666 $101,369 $102,363 $100,898  $99,169
     Rest of world       45,040   44,107   51,275   49,592   51,750   48,394
                         ------   ------   ------   ------   ------   ------

     Total net
      revenue          $135,725 $140,773 $152,644 $151,955 $152,648 $147,563
                       ======== ======== ======== ======== ======== ========

    Subscribers (presented
     as greater than) *:
      Total
       subscribers (I)   37,700   36,450   34,100   32,650   35,000   32,200

      Technology
       products and
       solutions
       application
       services
       subscribers (J)   36,300   33,850   31,500   29,950   32,450   29,500
    Music subscribers:
      Consumer music
        subscribers:
         Rhapsody
          subscribers       750      800      775      750      600      600
         Radio
          subscribers        75    1,200    1,225    1,250    1,225    1,275
                             --    -----    -----    -----    -----    -----
          Total
           consumer
           music
           subscribers      825    2,000    2,000    2,000    1,825    1,875

      Technology
       products and
       solutions
       application
       services music
       subscribers (K)      975      900      875      850      800      800
                            ---      ---      ---      ---      ---      ---

        Total Music
         Subscribers**    1,800    2,900    2,875    2,850    2,625    2,675


    *  Total music subscribers includes subscribers from our technology
    products and solutions application subscription services, such as music-
    on-demand, as well as our consumer music services, such as Rhapsody and
    Premium Radio. Although music-on-demand subscribers are included in the
    technology products and solutions application services subscribers and
    total music subscribers, these subscribers are only counted once as part
    of our total subscribers.

    ** Prior periods have been changed to reflect current period
    presentation. Totals may not equal due to rounding convention.

    (A)   Revenue is derived from consumer digital media subscription
          services, RealPlayer Plus and related products, sales and
          distribution of third party software products, content such as games
          and music and advertising.

    (B)   The Technology Products and Solutions (TPS) segment includes revenue
          and related costs from: sales of ringback tones, music-on-demand,
          video-on-demand, messaging, and information services; sales of media
          delivery system software, including Helix system software and
          related authoring and publishing tools, both directly to customers
          and indirectly through original equipment manufacturer channels;
          support and maintenance services sold to customers who purchase
          software products; broadcast hosting services; and consulting and
          professional services that are offered to customers.

    ( C ) Revenue is derived from consumer digital media subscription services
          including:  SuperPass, RadioPass, Rhapsody, GamePass and FunPass.

    (D)   Revenue is derived from advertising and through the distribution of
          third party products.

    (E)   Revenue is derived from RealPlayer Plus and related products, sales
          of third party software products, and content such as games and
          music.

    (F)   The Music segment primarily includes revenue and related costs from:
          Rhapsody America's Rhapsody and Radiopass subscription services;
          sales of digital music content through the Rhapsody service and the
          RealPlayer music store; and advertising from music websites.

    (G)   The Media Software and Services (MSS) segment primarily includes
          revenue and related costs from: the SuperPass premium subscription
          service; RealPlayer Plus and related products; sales and
          distribution of third-party software products; and all advertising
          other than that related directly to our Music and Games businesses.

    (H)   The Games segment primarily includes revenue and related costs from:
          the sale of individual games on our websites RealArcade.com,
          GameHouse.com and Zylom.com; the sales of games subscription
          services; advertising through our games websites; the sale of games
          through the syndication on partner sites, and sales of games through
          wireless carriers.

    (I)   Total subscribers include technology products and solutions
          application services and consumer subscription services
          including: ringback tones, music-on-demand, video-on-demand,
          Rhapsody, Rhapsody-to-Go, RadioPass, SuperPass, and GamePass.

    (J)   Technology products and solutions application service subscribers
          include: ringback tones, music-on-demand and video-on-demand.

    (K)   Technology products and solutions application services music
          subscribers include music-on-demand.



                           RealNetworks, Inc. and Subsidiaries
                            Supplemental Financial Information
                                       (Unaudited)

    Reconciliation of GAAP net income (loss) attributable to common
    shareholders to adjusted EBITDA excluding impairments and adjusted EBITDA
    is as follows:

                                           Quarters Ended
                                          ----------------
                  June 30,  March 31,  Dec. 31,   Sept. 30, June 30, March 31,
                    2009      2009       2008       2008      2008    2008
                    ----      ----       ----       ----      ----    ----
                                           (in thousands)

     Net income (loss)
      attributable to
      common
      shareholders $(188,329) $(12,136)  $(240,499) $(4,500)  $(1,305) $2,426
     Interest
      income,
      net               (754)   (1,183)     (2,255)  (2,865)   (3,375) (4,958)
     Stock-based
      compensation     5,596     5,222       6,056    5,955     6,031   5,489
     Loss (gain) on
      equity
      investments, net   (68)     (137)         12        -      (222)      -
     Conversion of
      WiderThan stock
      options to a cash
      equivalent           3        17          11       16        26      89
     Depreciation and
      amortization (net
      of noncontrolling
      interest effect) 5,815     5,726       5,784    6,165     6,186   6,282
     Acquisitions
      related intangible
      asset amortization
      (net of
      noncontrolling
      interest
      effect)          1,649     1,768       1,872    5,752     6,171   6,315
     Impairment of
      goodwill and
      long-lived
      assets         175,583         -     190,347        -         -       -
     Impairment of
      deferred costs and
      prepaid
      royalties            -         -      19,666        -         -       -
     Restructuring and
      other charges        -       794       6,147        -         -     686
     Pro forma gain on
      sale of interest
      in Rhapsody
      America          3,444     4,010       6,568        -         -       -
     Expenses related
      to antitrust
      litigation           -         -         179      174       202     202
     Income taxes      1,210     1,549      17,392      728     3,700   4,008
                       -----     -----      ------      ---     -----   -----

         Adjusted
          EBITDA
          excluding
          impairments $4,149    $5,630     $11,280  $11,425   $17,414 $20,539
                      ------    ------     -------  -------   ------- -------

     Impairments:
       Impairment of
        deferred costs
        and prepaid
        royalties          -         -     (19,666)       -         -       -
       Restructuring
        and other
        charges            -      (794)     (6,147)       -         -    (686)
                         ---      ----      ------      ---       ---     ---
          Adjusted
           EBITDA     $4,149    $4,836    $(14,533) $11,425   $17,414 $19,853
                      ======    ======    ========  =======   ======= =======



                     RealNetworks, Inc. and Subsidiaries
                        Segment Results of Operations
                                 (Unaudited)

                                       Quarter Ended June 30, 2009
                                       ---------------------------
                                                                        Grand
                    Music (A)   MSS (B)  Games( C ) TPS (D)   Other     Total
                    ---------   -------  --------   -------   -----     ------
                                              (in thousands)

    Net revenue     $40,452   $19,291   $29,774   $46,208       $-   $135,725

    Cost of revenue  24,945     2,590     8,801    19,278        -     55,614
                     ------     -----     -----    ------      ---     ------

    Gross profit     15,507    16,701    20,973    26,930        -     80,111
                     ------    ------    ------    ------      ---     ------
      Gross margin       38%       87%       70%       58%       -         59%

    Operating expenses:
      Advertising
       with related
       party          6,865         -         -         -        -      6,865
      Impairment of
       goodwill      37,029    46,776    41,247    50,531        -    175,583
      Other operating
       expenses      19,808    18,417    26,761    25,512       36     90,534
                     ------    ------    ------    ------      ---     ------
        Total
         operating
         expenses    63,702    65,193    68,008    76,043       36    272,982
                     ------    ------    ------    ------      ---    -------

    Income (loss)
     from
     operations     (48,195)  (48,492)  (47,035)  (49,113)     (36)  (192,871)
                    -------   -------   -------   -------      ---   --------

    Other income (expenses):
      Interest
       income, net        -         -         -         -      754        754
      Equity in net
       loss of
       investments        -         -         -         -     (269)      (269)
      Gain on sale of
       equity
       investments,
       net                -         -         -         -       68         68
      Other income
       (expenses),
       net                -         -         -         -     (449)      (449)
                        ---       ---       ---       ---     ----       ----

        Total other
         income
         (expenses),
         net              -         -         -         -      104        104
                        ---       ---       ---       ---      ---        ---

    Income (loss)
     before income
     taxes          (48,195)  (48,492)  (47,035)  (49,113)      68   (192,767)
    Income taxes          -         -         -         -   (1,210)    (1,210)
                        ---       ---       ---       ---   ------     ------
    Net income
     (loss)         (48,195)  (48,492)  (47,035)  (49,113)  (1,142)  (193,977)
    Net income (loss)
     attributable to
     noncontrolling
     interest in
     Rhapsody
     America          5,648         -         -         -        -      5,648
                      -----       ---       ---       ---      ---      -----
    Net income (loss)
     attributable to
     common
     shareholders  $(42,547) $(48,492) $(47,035) $(49,113) $(1,142) $(188,329)
                   ========  ========  ========  ========  =======  =========

    Reconciliation of segment GAAP net income (loss) attributable to common
    shareholders to segment adjusted EBITDA is as follows:

     Net income
      (loss)
      attributable to
      common
      shareholders $(42,547) $(48,492) $(47,035) $(49,113) $(1,142) $(188,329)
     Income taxes         -         -         -         -    1,210      1,210
     Interest
      income, net         -         -         -         -     (754)      (754)
     Stock-based
      compensation      738       798     1,596     2,464        -      5,596
     Conversion of
      WiderThan stock
      options to a
      cash equivalent     -         -         -         3        -          3
     Acquisitions
      related
      intangible
      asset
      amortization
      (F)               278         -       101     1,270        -      1,649
     Pro forma gain
      on sale of
      interest in
      Rhapsody
      America         3,444         -         -         -        -      3,444
     Impairment of
      goodwill       37,029    46,776    41,247    50,531        -    175,583
     Gain on
      sale of
      equity
      investments,
      net                 -         -         -         -      (68)       (68)
     Depreciation
      and
      amortization
      (F)             1,071       856     1,041     2,847        -      5,815
                      -----       ---     -----     -----      ---      -----
          Adjusted
           EBITDA       $13      $(62)  $(3,050)   $8,002    $(754)    $4,149
                        ===      ====   =======    ======    =====     ======


                                       Quarter Ended June 30, 2008
                                       ---------------------------
                                                                      Grand
                  Music (A)   MSS (B)  Games( C ) TPS (D)   Other     Total
                  ---------   -------  --------   -------   -----     ------
                                         (in thousands)

    Net revenue     $37,170   $29,238   $34,945   $51,295        -   $152,648

    Cost of revenue  20,693     3,707    10,655    20,590        -     55,645
                     ------     -----    ------    ------      ---     ------

    Gross profit     16,477    25,531    24,290    30,705        -     97,003
                     ------    ------    ------    ------      ---     ------
      Gross margin       44%       87%       70%       60%       -         64%

    Operating expenses:
      Advertising
       with related
       party          9,240         -         -         -        -      9,240
      Other operating
       expenses      23,412    15,605    28,424    32,778      237    100,456
                     ------    ------    ------    ------      ---    -------
        Total
         operating
         expenses    32,652    15,605    28,424    32,778      237    109,696
                     ------    ------    ------    ------      ---    -------

    Income (loss)
     from
     operations     (16,175)    9,926    (4,134)   (2,073)    (237)   (12,693)
                    -------     -----    ------    ------     ----    -------

    Other income
     (expenses):
      Interest
       income, net        -         -         -         -    3,375      3,375
      Equity in net
       loss of
       investments        -         -         -         -     (107)      (107)
      Gain on sale of
       equity
       investments,
       net                -         -         -         -      222        222
      Gain on sale of
       interest in
       Rhapsody
       America (E)    3,371         -         -         -        -      3,371
      Other income
       (expenses),
       net                -         -         -         -       50         50
                        ---       ---       ---       ---      ---        ---

        Total other
         income
         (expenses),
         net          3,371         -         -         -    3,540      6,911
                      -----       ---       ---       ---    -----      -----

    Income (loss)
     before income
     taxes          (12,804)    9,926    (4,134)   (2,073)   3,303     (5,782)
    Income taxes          -         -         -         -   (3,700)    (3,700)
                        ---       ---       ---       ---   ------     ------
    Net income
     (loss)         (12,804)    9,926    (4,134)   (2,073)    (397)    (9,482)
    Net income (loss)
     attributable to
     noncontrolling
     interest in
     Rhapsody
     America          8,177         -         -         -        -      8,177
                      -----       ---       ---       ---      ---      -----
    Net income (loss)
     attributable to
     common
     shareholders   $(4,627)   $9,926   $(4,134)  $(2,073)   $(397)   $(1,305)
                    =======    ======   =======   =======    =====    =======

    Reconciliation of segment GAAP net income (loss) attributable to common
    shareholders to segment adjusted EBITDA is as follows:

      Net income
       (loss)
       attributable to
       common
       shareholders $(4,627)   $9,926   $(4,134)  $(2,073)   $(397)   $(1,305)
      Income taxes        -         -         -         -    3,700      3,700
      Interest
       income, net        -         -         -         -   (3,375)    (3,375)
      Stock-based
       compensation   1,089       801     1,530     2,611        -      6,031
      Conversion of
       WiderThan stock
       options to a
       cash equivalent    -         -         -        26        -         26
      Acquisitions
       related
       intangible
       asset
       amortization
       (F)              384         -       914     4,873        -      6,171
      Gain on sale of
       equity
       investments,
       net                -         -         -         -     (222)      (222)
      Depreciation
       and
       amortization
       (F)            1,262       897       918     3,109        -      6,186
      Expenses
       (benefit)
       related to
       antitrust
       litigation:
        Income            -         -         -         -        -          -
        Expenses          -         -         -         -      202        202
        Charitable
         contributions    -         -         -         -        -          -
                        ---       ---       ---       ---      ---        ---
           Adjusted
            EBITDA  $(1,892)  $11,624     $(772)   $8,546     $(92)   $17,414
                    =======   =======     =====    ======     ====    =======

    Note:  Cost of revenue and operating expenses of the segments shown above
    include costs directly attributable to those segments and an allocation
    of general and administrative and other common or shared costs.

    (A)   The Music segment primarily includes revenue and related costs from:
          Rhapsody America's Rhapsody and Radiopass subscription services;
          sales of digital music content through the Rhapsody service and the
          RealPlayer music store; and advertising from music websites.

    (B)   The Media Software and Services (MSS) segment primarily includes
          revenue and related costs from: the SuperPass premium subscription
          service; RealPlayer Plus and related products; sales and
          distribution of third-party software products; and all advertising
          other than that related directly to our Music and Games businesses.

    ( C ) The Games segment primarily includes revenue and related costs from:
          the sale of individual games on our websites RealArcade.com,
          GameHouse.com and Zylom.com; the sales of games subscription
          services; advertising through our games websites; the sale of games
          through the syndication on partner sites, and sales of games through
          wireless carriers.

    (D)   The Technology Products and Solutions (TPS) segment includes revenue
          and related costs from: sales of ringback tones, music-on-demand,
          video-on-demand, messaging, and information services; sales of media
          delivery system software, including Helix system software and
          related authoring and publishing tools, both directly to customers
          and indirectly through original equipment manufacturer channels;
          support and maintenance services sold to customers who purchase
          software products; broadcast hosting services; and consulting and
          professional services that are offered to customers.

    (E)   Comprises gains realized from MTVN's note payments to Rhapsody
          America.  Effective January 1, 2009, the Company adopted SFAS 160
          which requires the appreciation of gains on the sale of non-
          controlling interest to be recorded as an equity transaction.
    (F)   Net of noncontrolling interest effect.



                                 RealNetworks, Inc. and Subsidiaries
                                  Supplemental Financial Information
                                             (Unaudited)


                                       Quarter Ended June 30, 2009
                                       -----------------------------

                                         Acquis-    WiderThan
                                          itions     Options
                                         Related    Converted  Anti-
                               Stock-   Intangible    to a    trust
                               Based       Asset      Cash    Litiga-
                      As       Compen-    Amorti-     Equiv-   tion
                   Reported    sation    zation (A)   alent   Related Adjusted
                   -----------------------------------------------------------
                                           (in thousands)
     Expenses in
     accordance
     with GAAP

     Cost of revenue  $55,614    $(363)    $(553)     $-       $-     $54,698

     Operating
      expenses:
       Research and
        development   $28,923  $(2,234)       $-      $(3)      $-    $26,686
       Sales and
        marketing      42,273   (1,199)   (1,096)       -        -     39,978
       General and
        administrative 19,338   (1,800)        -        -        -     17,538
                       ------   ------       ---      ---      ---     ------

         Adjusted
          operating
          expenses,
          net         $90,534  $(5,233)  $(1,096)     $(3)      $-    $84,202
                      =======  =======   =======      ===      ===    =======


                                      Quarter Ended June 30, 2008
                                     -----------------------------
                                         Acquis-    WiderThan
                                          itions     Options
                                         Related    Converted  Anti-
                               Stock-   Intangible    to a    trust
                               Based       Asset      Cash    Litiga-
                      As       Compen-    Amorti-     Equiv-   tion
                   Reported    sation    zation (A)   alent   Related Adjusted
                   -----------------------------------------------------------
                                           (in thousands)
    Expenses in
     accordance
     with GAAP

    Cost of revenue   $55,645    $(662)  $(2,282)     $(1)      $-    $52,700

     Operating
      expenses:
       Research and
        development   $29,065  $(2,146)       $-       $-       $-    $26,919
       Sales and
        marketing      53,054   (1,433)   (3,889)      (7)       -     47,725
       General and
        administrative 18,337   (1,790)        -      (18)    (202)    16,327
                       ------   ------       ---      ---     ----     ------

        Adjusted
         operating
         expenses,
         net         $100,456  $(5,369)  $(3,889)    $(25)   $(202)   $90,971
                     ========  =======   =======     ====    =====    =======


                                    Six Months Ended June 30, 2009
                                   --------------------------------
                                         Acquis-    WiderThan
                                          itions     Options
                                         Related    Converted  Anti-
                               Stock-   Intangible    to a    trust
                               Based       Asset      Cash    Litiga-
                      As       Compen-    Amorti-     Equiv-   tion
                   Reported    sation    zation (A)   alent   Related Adjusted
                   -----------------------------------------------------------
                                           (in thousands)
    Expenses in
     accordance
     with GAAP

     Cost of revenue $111,635    $(993)  $(1,099)     $(1)      $-   $109,542

     Operating expenses:
       Research and
        development   $57,482  $(4,058)       $-      $(8)      $-    $53,416
       Sales and
        marketing      85,958   (2,265)   (2,318)     (11)       -     81,364
       General and
        administrative 42,169   (3,502)        -        -        -     38,667
                       ------   ------       ---      ---      ---     ------

         Adjusted
          operating
          expenses,
          net        $185,609  $(9,825)  $(2,318)    $(19)      $-   $173,447
                     ========  =======   =======     ====      ===   ========


                                    Six Months Ended June 30, 2008
                                   --------------------------------
                                         Acquis-    WiderThan
                                          itions     Options
                                         Related    Converted  Anti-
                               Stock-   Intangible    to a    trust
                               Based       Asset      Cash    Litiga-
                      As       Compen-    Amorti-     Equiv-   tion
                   Reported    sation    zation (A)   alent   Related Adjusted
                   -----------------------------------------------------------
                                           (in thousands)
    Expenses in
     accordance
     with GAAP

    Cost of revenue  $111,038    $(896)  $(4,597)    $(22)      $-   $105,523

     Operating expenses:
       Research and
        development   $54,071  $(4,059)       $-     $(46)      $-    $49,966
       Sales and
        marketing     106,650   (3,341)   (7,889)     (29)       -     95,391
       General and
        administrative 35,421   (3,224)        -      (18)    (404)    31,775
                       ------   ------       ---      ---     ----     ------

        Adjusted
         operating
         expenses,
         net         $196,142 $(10,624)  $(7,889)    $(93)   $(404)  $177,132
                     ========  =======   =======     ====    =====   ========

    (A) - Net of noncontrolling interest effect.



                            RealNetworks, Inc. and Subsidiaries
                             Earnings Per Share Reconciliation
                                        (Unaudited)


                                     Quarters Ended     Six Months Ended
                                        June 30,             June 30,
                                     ---------------    ----------------
                                       2009     2008       2009     2008
                                       ----     ----       ----     ----
                                   (in thousands, except per share data)

     Net income (loss)
      attributable to common
      shareholders                 $(188,329) $(1,305) $(200,465)  $1,121
     Less accretion of MTVN's
      preferred return in Rhapsody
      America                           (416)       -     (1,850)       -
                                        ----      ---     ------      ---
     Net income (loss) available
      to common shareholders       $(188,745) $(1,305) $(202,315)  $1,121
                                   =========  =======  =========   ======


     Shares used to compute basic
      net income (loss) per share
      available to common
      shareholders                   134,420  142,905    134,394  142,946
     Dilutive potential common shares:
       Stock options and
        restricted stock                   -        -          -    2,304
       Convertible debt                    -        -          -   10,750
                                         ---      ---        ---   ------
        Shares used to compute
         diluted net income (loss)
         per share available to
         common shareholders         134,420  142,905    134,394  156,000

     Basic net income (loss) per
      share available to common
      shareholders                    $(1.40)  $(0.01)    $(1.51)   $0.01
     Diluted net income (loss) per
      share available to common
      shareholders                    $(1.40)  $(0.01)    $(1.51)   $0.01







SOURCE  RealNetworks, Inc.

Press, Bill Hankes, +1-206-892-6614, bhankes@real.com, or Financial, Marj
Charlier, +1-206-892-6718, mcharlier@real.com, both of RealNetworks, Inc.
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