SAN FRANCISCO, Feb. 21 /PRNewswire-FirstCall/ -- OpenTV (Nasdaq: OPTV), a leading provider of solutions for the delivery of advanced digital television and advanced advertising solutions, today announced financial results for its fourth quarter and year ended December 31, 2007.

"2007 marked an important year for OpenTV as we refocused our business strategy on our core middleware and advanced advertising businesses and took steps to move the company closer to achieving sustainable profitability. We streamlined our business, disposing of unprofitable operations and consolidating business units to effect a more efficient and nimble operating structure," commented OpenTV's Chief Operating Officer and Acting Chief Executive Officer, Ben Bennett. "The deployment of more than 100 million OpenTV-enabled digital devices clearly demonstrates OpenTV's leadership position. As we move into 2008, we are committed to further growing our business by expanding our distribution channels, remaining focused on the provision of end-to-end turnkey solutions, and continuing to penetrate rapidly growing digital television markets worldwide. In addition, we look to broaden the range of capabilities and technologies supported by our middleware as well as our advanced advertising solutions, in order to continue capitalizing on the growing industry interest in these products."

OpenTV completed the sale of its PlayJam unit in December 2007. All historic PlayJam-related revenues and costs have been reclassified as a discontinued operation. With the closure of this sale and the company's prior exit from its NASCAR and betting and gaming product lines, OpenTV has also reorganized its financial reporting to reflect two primary reporting segments: Middleware Solutions and Advertising Solutions. The product lines that were previously part of the Applications and BettingCorp segments now form the basis of the Advertising Solutions segment.





    Key Operating Measures of Continuing Operations



    USD           Three      Three             Twelve     Twelve
    Millions      months     months            months     months
                  ended      ended             ended      ended
                  December   December          December   December
                  31, 2007   31, 2006  Change  31, 2007   31, 2006     Change

    Revenues      $38.2m     $25.1m     52 %   $110.0m    $95.2m         16 %
    Adjusted
     EBITDA,
     before
     unusual
     items        $12.1m      $1.0m    $11.1     $8.3m     $5.0m       $3.3m
    Cash, Cash
     Equivalents
     and
     Marketable
     Debt
     Securities                                 $81.8m    $64.9m         26 %


Full-Year 2007 Results

For the year ended December 31, 2007, revenues were $110.0 million, 16% higher than revenues of $95.2 million in 2006, reflecting gains in the middleware and advertising product lines that were partially offset by declines in the NASCAR, Participate and betting and gaming product lines. Royalties and licenses for 2007 increased 12% to $73.7 million. Services and other revenues for 2007 increased 24% to $36.2 million. Adjusted EBITDA, before unusual items, improved to $8.3 million for 2007, compared to $5.0 million in 2006.

Net loss for the year ended December 31, 2007 was $5.2 million, or $(0.04) per share, compared to a net loss of $10.8 million, or $(0.08) per share, in 2006.

Cash flows from operations were $16.6 million for 2007, an improvement of $13.6 million over 2006.

As of December 31, 2007, the company had deferred revenue of $24.1 million compared with $25.6 million at the end of 2006.

As of December 31, 2007, OpenTV had cash, cash equivalents and short and long-term marketable debt securities totaling $81.8 million compared to $64.9 million as of December 31, 2006.

Fourth Quarter 2007 Results

For the quarter ended December 31, 2007, revenues were $38.2 million, an increase of 52% over revenues of $25.1 million for the fourth quarter of 2006, primarily driven by the recognition of $10.5 million of previously deferred revenue from UPC Broadband, a division of Liberty Global. Adjusted EBITDA, before unusual items, improved to $12.1 million for the quarter ended December 31, 2007, compared to $1.0 million for the fourth quarter of 2006.

Net income for the fourth quarter of 2007 was $11.0 million, or $0.08 per share, compared to a net loss of $3.4 million, or $(0.02) per share, for the fourth quarter of 2006.



    Segment Information

    Revenues
    -- For the full year 2007, Middleware Solutions revenues increased by
       24% to $97.6 million. In the fourth quarter of 2007, Middleware
       Solutions revenues were $35.0 million compared to $21.3 million for the
       same period in the prior year.
    -- For the full year 2007, revenues from the Advertising product line
       increased 17% to $11.5 million. Revenues for the overall Advertising
       segment, however, were down $4 million to $12.3 million, primarily
       reflecting the discontinuation of the NASCAR and betting and gaming
       product lines in December 2006. In the fourth quarter of 2007, revenues
       from the Advertising Solutions Segment were $3.2 million compared to
       $3.8 million for the same period in the prior year.


    Contribution Margin
    -- For the full year 2007, Middleware Solutions contribution margin
       increased by $4.3 million to $32.0 million. For the fourth quarter,
       Middleware Solutions contribution margin increased by $9.5 million to
       $16.4 million.
    -- For the full year 2007, Advertising Solutions contribution margin
       improved by $1.0 million to a loss of $0.3 million. For the fourth
       quarter, Advertising Solutions contribution margin improved by
       $1.2 million to $0.6 million.

For 2007, total contribution margin from our operating segments improved to $31.7 million, compared to $26.3 million in 2006. Unallocated corporate overhead was $23.4 million in 2007, $2.1 million more than unallocated corporate overhead of $21.3 million in 2006. For the fourth quarter, total contribution margin improved to $17.0 million in 2007, compared to $6.4 million for the same period in the prior year. Unallocated corporate overhead decreased by $0.5 million for the fourth quarter of 2007 compared to the prior year

Adjusted EBITDA before unusual items and contribution margin are non-GAAP financial measures. Reconciliations of the differences between these non-GAAP financial measures and net loss, which is the most directly comparable GAAP financial measure, are included at the end of this press release. Additional information regarding the derivation of Adjusted EBITDA and contribution margin and a statement of the relevance to management of this information and its possible usefulness to investors is also included at the end of this release and on the investor relations page of our Web site.

Conference Call Details


    OpenTV will conduct a conference call to discuss the Company's fourth
quarter and full year financial results. The details of the call are as
follows:

    Date and Time:                 Thursday, February 21, 2008 at 5 p.m. ET /
                                    2 p.m. PT
    Dial-in Number US:             866-578-5784
    Dial-in Number International:  617-213-8056
    Pass Code:                     32797203

    Participants:                  Ben Bennett, Chief Operating Officer and
                                    Acting Chief Executive Officer
                                   Shum Mukherjee, Chief Financial Officer
                                   Mark Beariault, General Counsel

To access a live Web cast of the conference call, please go to the Investor Relations section of the OpenTV Web site at http://www.opentv.com.

The conference call replay will be available from February 21, 2008 at 7:00pm ET / 4:00pm PT through March 6, 2008 at 11:59pm ET / 8:59pm PT.



    Replay Number US:              888-286-8010
    Replay Number International:   617-801-6888
    Pass Code:                     23008120

About Segment Information

Because our business segments reflect the manner in which management reviews our business, they necessarily involve judgments that management believes are reasonable in light of the circumstances under which they are made. These judgments may change over time or may be modified to reflect new facts or circumstances. Segments may also be changed or modified from time to time to reflect technologies and applications that are newly created or that have changed, or other business conditions that evolve, each of which may result in management reassessing specific segments, the elements included therein and the methodologies used to assess segment performance.

Non-GAAP Financial Measures

"EBITDA" is an acronym for earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA, as used in this release, removes from EBITDA the effects of amortization of intangible assets, share-based compensation expense, other income and expense, and minority interest. "Adjusted EBITDA before unusual items" removes from Adjusted EBITDA the effects of contract amendments that mitigated potential loss positions and restructuring costs.

"Contribution margin," as used in this release, is defined by the company as segment revenues less related direct or indirect allocable costs, including headcount and headcount-related overhead costs, consulting and subcontractor costs, travel, marketing and network infrastructure and bandwidth costs. Contribution margin excludes unallocated corporate support, interest, taxes, depreciation and amortization, amortization of intangible assets, share-based compensation, impairment of goodwill, impairment of intangibles, other income, minority interest, restructuring provisions, and unusual items such as contract amendments that mitigated potential loss positions. These exclusions reflect costs not considered directly allocable to individual business segments and result in a definition of contribution margin that does not take into account the substantial cost of doing business.

Management believes that "Adjusted EBITDA before unusual items" and "contribution margin" are relevant and useful measures, when considered in conjunction with the comparable GAAP measures, for use by investors in evaluating the operational performance of the company. They are some of the principal measures used by OpenTV's management to assess the financial performance of its business. OpenTV's management believes that both Adjusted EBITDA before unusual items and contribution margin provide meaningful information because each measure represents a transparent view of OpenTV's recurring operating performance and allows management to readily view operating trends, perform analytical comparisons and benchmarking between segments and identify strategies to improve operating performance. While OpenTV's management may consider Adjusted EBITDA before unusual items and contribution margin to be important measures of comparative operating performance, they should be considered in addition to, but not as a substitute for, loss from operations, net loss, cash flow and other measures of financial performance prepared in accordance with accounting principles generally accepted in the United States that are presented in the financial statements included in this press release. Additionally, OpenTV's calculation of Adjusted EBITDA before unusual items and contribution margin may be different from the calculation used by other companies and, therefore, comparability may be affected. OpenTV reconciles Adjusted EBITDA before unusual items and each reported segment's contribution margin to its consolidated net loss as presented in the accompanying financial statements, because OpenTV believes consolidated net loss is the most directly comparable financial measure presented in accordance with GAAP.

While OpenTV believes that the presentation of non-GAAP financial measures contained in this press release complies with the rules and guidance of the SEC, it can give no assurance that it will be able to provide the same or comparable measures in future press releases or announcements. OpenTV may, in the future, present non-GAAP financial measures other than "Adjusted EBITDA before unusual items," "Adjusted EBITDA" and "contribution margin" that it believes may be useful to investors. Any such determinations will be made with the intention of providing the most useful information to investors and will reflect the information used by OpenTV's management in assessing its business, which may change from time to time.

Cautionary Language Regarding Forward-Looking Information

This press release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to changes in political, economic, business, competitive, market and regulatory factors. In particular, factors that could cause our actual results to differ include risks related to: delays in the development or introduction of new versions of our products; technical difficulties with networks or operating systems; our ability to manage our resources effectively; changes in technologies that affect the television industry; and the protection of our proprietary information. These and other risks are more fully described in our periodic reports and registration statements filed with the Securities and Exchange Commission and can be obtained online at the Commission's web site at http://www.sec.gov. Readers should consider the information contained in this release together with other publicly available information about our company for a more informed overview of our company. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

About OpenTV

OpenTV is one of the world's leading providers of solutions for the delivery of digital and interactive television. The company's software has been integrated in more than 100 million digital set-top boxes and digital televisions around the world, and enables enhanced program guides, video-on-demand, personal video recording, enhanced television, interactive shopping, interactive and addressable advertising, games and a variety of consumer care and communication applications. For more information, please visit http://www.opentv.com.





                                 OPENTV CORP.
               UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

                                                December 31,      December 31,
                                                    2007             2006 *
                                          (In thousands, except share amounts)
                             ASSETS
    Current assets:
         Cash and cash equivalents                 $58,599           $48,309
         Short-term marketable debt
          securities                                20,404             8,681
         Accounts receivable, net of
          allowance for doubtful accounts
          of $565 and $348 at December 31, 2007
          and 2006, respectively                    16,655            18,684
         Prepaid expenses and other
          current assets                             5,465             5,478
         Current assets of discontinued
          operations                                   -               2,504
              Total current assets                 101,123            83,656

    Long-term marketable debt securities             2,811             7,928
    Property and equipment, net                      6,554             7,102
    Goodwill                                        95,082            95,019
    Intangible assets, net                          12,589            18,477
    Other assets                                     1,896             4,636
    Non-current assets of discontinued
     operations                                        -               3,946
              Total assets                        $220,055          $220,764

     LIABILITIES, MINORITY INTEREST AND SHAREHOLDERS' EQUITY
    Current liabilities:
         Accounts payable                           $2,687            $3,879
         Accrued liabilities                        17,360            15,816
         Accrued restructuring                         883               416
         Deferred revenue                           14,992            12,614
         Current liabilities of
          discontinued operations                      -               1,660
              Total current liabilities             35,922            34,385

    Accrued liabilities, net of current portion      2,764             3,121
    Accrued restructuring, net of current portion    1,297             1,954
    Deferred revenue, net of current portion         9,142            12,987
              Total liabilities                     49,125            52,447

    Commitments and contingencies

    Minority interest                                  451               486

    Shareholders' equity:
         Class A ordinary shares, no par
          value, 500,000,000 shares
          authorized; 109,657,613 and
          107,906,960 shares issued and
          outstanding, including treasury
          shares, at December 31, 2007 and
          2006, respectively                     2,234,614         2,235,495
         Class B ordinary shares, no par
          value, 200,000,000 shares
          authorized; 30,206,154 and 30,631,746
          shares issued and outstanding
          at December 31, 2007 and
          2006, respectively                        35,953            35,953
         Additional paid-in capital                500,162           491,630
         Treasury shares at cost, zero
          and 76,327 shares at December
          31, 2007 and 2006, respectively              -                 (38)
         Accumulated other comprehensive loss         (141)             (261)
         Accumulated deficit                    (2,600,109)       (2,594,948)
             Total shareholders' equity            170,479           167,831
    Total liabilities, minority interest
     and shareholders' equity                     $220,055          $220,764


    * The condensed consolidated balance sheet at December 31, 2006 has been
      derived from the company's audited consolidated financial statements at
      that date.



                                 OPENTV CORP.
          UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
              (In thousands, except share and per share amounts)

                               Three Months Ended            Year Ended
                                   December 31,              December 31,
                                2007         2006         2007         2006
    Revenues:
         Royalties and
          licenses             $25,620      $17,446      $73,735      $65,886
         Services and other     12,612        7,645       36,242       29,324
            Total revenues      38,232       25,091      109,977       95,210
    Cost of revenues:
         Royalties and
          licenses                  24        2,091        5,115        7,788
         Services and other     13,825       10,019       42,944       33,208
            Total cost of
             revenues           13,849       12,110       48,059       40,996
    Gross profit                24,383       12,981       61,918       54,214
    Operating expenses:
         Research and
          development            7,669        7,563       32,718       30,687
         Sales and
          marketing              2,147        2,880       10,829       11,857
         General and
          administrative         4,813        4,089       21,563       18,041
         Restructuring and
          impairment costs         295        1,304          267        1,324
         Amortization of
          intangible assets        186          508        1,618        2,082
         Impairment of
          goodwill                 -            747          -            747
            Total operating
             expenses           15,110       17,091       66,995       64,738
    Gain / (loss) from
     operations                  9,273       (4,110)      (5,077)     (10,524)
    Interest income                789          746        3,195        3,016
    Other income                 2,124          568        2,788          407
    Minority interest                9            9           36           37
              Profit / (loss)
               before income
               taxes            12,195       (2,787)         942       (7,064)
    Income tax expense /
     (benefit)                     (77)         701        1,248        2,896
              Net profit /
               (loss) from
               continuing
               operations       12,272       (3,488)        (306)      (9,960)
    Discontinued operations:
              Gain / (loss)
               from
               discontinued
               operations,
               net of tax       (1,153)          72       (1,091)        (858)
              Impairment
               of assets of
               discontinued
               operations,
               net of tax         (112)         -         (3,764)         -
              Net profit /
               (loss) from
               discontinued
               operations       (1,265)          72       (4,855)        (858)
    Net profit / (loss)        $11,007      $(3,416)     $(5,161)    $(10,818)

    Net income / (loss)
     per share from continuing
     operations, basic and
     diluted                     $0.09       $(0.02)        $-         $(0.07)
    Net loss per share
     from discontinued
     operations, basic and
     diluted                     (0.01)         -          (0.04)       (0.01)
    Net income / (loss)
     per share, basic and
     diluted                     $0.08       $(0.02)      $(0.04)      $(0.08)

    Shares used in per
     share calculation,
     basic                 139,845,242  137,951,811  139,012,431  137,242,329

    Shares used in per
     share calculation,
     diluted               140,575,305  137,951,811  139,012,431  137,242,329



                                 OPENTV CORP.
          UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (In thousands)

                                                      Year Ended December 31,
                                                      2007              2006
    Cash flows from operating activities:
    Net loss                                       $(5,161)          $(10,818)
         Less: Loss from discontinued operations    (4,855)              (858)
         Net loss from continuing operations          (306)            (9,960)
    Adjustments to reconcile net loss to
     net cash provided by operating activities:
         Depreciation and amortization of
          property and equipment                     3,819              3,059
         Amortization of intangible assets           5,888              6,981
         Share-based compensation                    3,267              3,274
         Non-cash employee compensation                 88                121
         Provision for doubtful accounts               700                 82
         Write-off of accounts receivable             (483)               -
         Impairment costs                              -                  747
         Gain on sale of cost investment            (1,739)               -
         Loss on disposal of fixed assets              346                 24
         Minority interest                             (35)               (37)
         Changes in operating assets and liabilities:
             Accounts receivable                     1,812             (5,299)
             Prepaid expenses and other
              current assets                         1,752             (1,115)
             Other assets                            2,737             (1,909)
             Accounts payable                       (1,192)               811
             Accrued liabilities                     1,187              2,844
             Accrued restructuring                    (190)               439
             Deferred revenue                       (1,467)             3,017
             Net cash provided by
              operating activities of
              continuing operations                 16,184              3,079
             Net cash provided by (used
              in) operating activities of
              discontinued operations                  403               (106)
             Total net cash provided by
              operating activities                  16,587              2,973

    Cash flows from investing activities:
    Purchase of property and equipment              (3,398)            (4,642)
    Proceeds from disposal of property
     and equipment                                      27                -
    Proceeds from sale of marketable debt
     securities                                     17,646             12,448
    Purchase of marketable debt securities         (24,235)           (11,777)
             Net cash used in investing
              activities of continuing
              operations                            (9,960)            (3,971)
             Net cash used in investing
              activities of discontinued
              operations                              (553)               -
             Total net cash used in
              investing activities                 (10,513)            (3,971)

    Cash flows from financing activities:
    Repurchase of employee stock options              (167)               -
    Repurchase of treasury shares                   (1,305)               -
    Capital contribution from the
     controlling shareholder                         5,395                -
    Proceeds from issuance of ordinary shares          321              2,454
             Net cash provided by
              financing activities of
              continuing operations                  4,244              2,454

    Effect of exchange rate changes on
     cash and cash equivalents of
     continuing operations                            (178)               480
    Effect of exchange rate changes on
     cash and cash equivalents of
     discontinuing operations                         (157)              (549)
             Total effect of exchange
              rate changes on cash and
              cash equivalents                        (335)               (69)

    Net increase in cash and cash
     equivalents of continuing operations           10,290              2,042
    Net decrease in cash and cash
     equivalents of discontinued
     operations                                       (307)              (655)
    Net increase in cash and cash
     equivalents                                     9,983              1,387

    Cash and cash equivalents, beginning
     of period, of continuing operations            48,309             46,267
    Cash and cash equivalents, beginning
     of period, of discontinued operations             307                962
    Cash and cash equivalents, beginning
     of period                                      48,616             47,229

    Cash and cash equivalents, end of
     period, of continuing operations               58,599             48,309
    Cash and cash equivalents, end of
     period, of discontinued operations                -                  307
    Cash and cash equivalents, end of period       $58,599            $48,616

    Supplemental disclosure of cash flow
     information:
    Cash paid for income taxes                     $(1,617)           $(1,415)

    Non-cash investing and financing activities:
    Conversion of exchangeable shares                  $63            $17,576
    Value of bonus shares issued to employees         $-               $2,658
    Retirement of treasury shares                   $1,343               $-



                                 OPENTV CORP.
             UNAUDITED SEGMENT INFORMATION AND RECONCILIATION OF
        CONTRIBUTION MARGIN AND ADJUSTED EBITDA TO NET PROFIT / (LOSS)
                                (In thousands)

                                        Three Months Ended    Year Ended
                                           December 31,       December 31,
                                          2007     2006      2007      2006
    Revenues:
    Middleware solutions
      Royalties and licenses             $24,283  $16,022   $68,673   $60,635
      Services and other                  10,771    5,246    28,973    18,238
        Subtotal - Middleware solutions   35,054   21,268    97,646    78,873
    Advertising solutions
      Royalties and licenses               1,337    1,424     5,062     5,251
      Services and other                   1,841    2,399     7,269    11,086
        Subtotal - Advertising solutions   3,178    3,823    12,331    16,337
          Total revenues                 $38,232  $25,091  $109,977   $95,210

    Contribution Margin / (Loss):
      Middleware solutions               $16,420   $6,928   $32,042   $27,713
      Advertising solutions                  611     (548)     (374)   (1,382)
          Total contribution margin       17,031    6,380    31,668    26,331

    Unallocated corporate support         (4,899)  (5,363)  (23,416)  (21,349)
      Adjusted EBITDA before unusual
       items                              12,132    1,017     8,252     4,982

    Restructuring and impairment costs      (295)  (1,304)     (267)   (1,324)
      Adjusted EBITDA                     11,837     (287)    7,985     3,658

    Depreciation and amortization         (1,013)    (871)   (3,819)   (3,059)
    Amortization of intangible assets     (1,025)  (1,701)   (5,888)   (6,981)
    Share-based and non-cash
     compensation                           (526)    (504)   (3,355)   (3,395)
    Interest income                          789      746     3,195     3,016
    Other income                           2,124      568     2,788       407
    Minority interest                          9        9        36        37
    Impairment of goodwill                   -       (747)      -        (747)
      Profit / (loss) before income
       taxes                              12,195   (2,787)      942    (7,064)
    Income tax expense / (benefit)           (77)     701     1,248     2,896

      Net profit / (loss) from
       continuing operations              12,272   (3,488)     (306)   (9,960)
    Discontinued operations:
      Gain / (loss) from discontinued
       operations, net of tax             (1,153)      72    (1,091)     (858)
      Impairment of assets of
       discontinued operations, net of
       tax                                  (112)     -      (3,764)      -
      Net profit / (loss) from
       discontinued operations            (1,265)      72    (4,855)     (858)
    Net profit / (loss)                  $11,007  $(3,416)  $(5,161) $(10,818)

SOURCE OpenTV