ValueClick acquires Greystripe

Acquisition Provides Immediate Scale in the $1.1 Billion U.S. Mobile

Advertising Market

Company Announces Preliminary First Quarter Financial Results


ValueClick, Inc. (Nasdaq:VCLK) today announced the acquisition of

Greystripe, Inc., a leading brand-focused mobile advertising network.

The acquisition will provide ValueClick immediate scale in the U.S.

mobile advertising market, a $1.1 billion market that is expected to

nearly double by 20131.

Greystripe's proprietary advertising platform serves billions of rich

media impressions to over 30 million users of touch-driven devices

through more than 3,500 application titles and mobile websites across

all major mobile platforms. Greystripe has built strong relationships

with Fortune 500 advertisers across key brand advertising verticals,

including retail, consumer products (CPG), entertainment, technology,

and automotive. Greystripe is headquartered in San Francisco and has

offices in New York, Chicago, Los Angeles, Detroit, and Seattle.

"Greystripe accelerates ValueClick's move ‘up the marketing funnel' with

brand advertisers and gives ValueClick Media immediate scale and

expertise in the large and fast-growing mobile ad market," said

Zarley, chief executive officer of ValueClick. "We see great traffic and

revenue synergies between ValueClick and Greystripe, and we're looking

forward to working closely with the Greystripe team to take full

advantage of the opportunities that this combination offers."

"All of us at Greystripe are proud of our accomplishments, and joining

ValueClick positions us to accelerate our rapid growth in mobile brand

advertising," said
Michael Chang, chief executive officer of Greystripe.

"We are thrilled to continue to serve our major brand clients as a

mobile rich media leader while leveraging ValueClick's breadth and depth

in online marketing."

Under the terms of the transaction, ValueClick has acquired Greystripe

for approximately $70 million in cash. Greystripe's management team and

employee base have been retained by ValueClick, and the business will be

run as a wholly-owned subsidiary within ValueClick Media. For the

remainder of 2011, Greystripe is expected to contribute to ValueClick's

consolidated results approximately $24-$26 million in revenue and $2-$3

million in adjusted-EBITDA2. ValueClick anticipates that

Greystripe will be accretive on an adjusted-EBITDA multiple-basis in

2012. Montgomery & Co. acted as financial advisor to Greystripe.

Steamboat Ventures, Monitor Ventures, Peacock Equity, and Incubic

Venture Capital were investors in Greystripe.

ValueClick Announces Preliminary First Quarter

Financial Results

ValueClick today also announced preliminary results for the first

quarter ended March 31, 2011; the Company generated first quarter

revenue of $116.5 million and adjusted-EBITDA of $35.1 million, which

exceeded the high-end of the guidance ranges management provided on

February 15, 2011. Year-over-year revenue growth in the Company's

Affiliate Marketing, Media, and Owned & Operated Websites segments was

above the previously-issued guidance ranges, while year-over-year

revenue growth in the Company's Technology segment was in-line with the

previously issued guidance range. The results of operations of

Greystripe are not included in the Company's first quarter results, but

will be included in the Company's second quarter results beginning on

the date of acquisition.

The Company has not yet fully completed certain quarter-end accounting

procedures, including but not limited to the completion of its income

tax provision. As such, figures released today are preliminary.

ValueClick will host a conference call and announce final first quarter

financial results and second quarter guidance on Tuesday, May 3, as

previously announced. The Company will also provide more detail on the

Greystripe acquisition during the call.

ValueClick Announces Stock Repurchases

ValueClick today also announced that it repurchased approximately 2.2

million shares of its common stock in the first quarter of 2011 and an

additional 0.4 million shares in April 2011, for an aggregate cost of

$37.7 million. As of today, ValueClick has $62.3 million remaining

authorization under its stock repurchase program.

About ValueClick

ValueClick, Inc. (Nasdaq: VCLK) is one of the world's largest integrated

online marketing services companies, offering comprehensive and scalable

solutions to deliver cost-effective customer acquisition for advertisers

and transparent revenue streams for publishers. ValueClick's

performance-based solutions allow its customers to reach their potential

through multiple online marketing channels, including affiliate

marketing, display

advertising, ad

serving and related technologies, and comparison

shopping. ValueClick's brands include Commission Junction,

ValueClick Media, Mediaplex,,,, and PriceRunner. For more information, please visit

About Greystripe

Greystripe is the largest brand-focused mobile advertising network in

the US by reach. Greystripe delivers the highest engagement and most

sophisticated targeting for brand marketers, the maximum revenue for

publishers and app developers, and the best ad experience for users.

Greystripe's proprietary advertising platform serves billions of rich

media impressions to over 30 million users of touch-driven devices

through more than 3,500 application titles and mobile websites across

all major mobile platforms.

This release contains forward-looking statements that involve risks

and uncertainties, including, but not limited to, the risk that market

demand for on-line advertising in general, and performance based on-line

advertising in particular, will not grow as rapidly as predicted, and

the risk that legislation and governmental regulation could negatively

impact the Company's performance. Actual results may differ materially

from the results predicted, and reported results should not be

considered an indication of future performance. Important factors that

could cause actual results to differ materially from those expressed or

implied in the forward-looking statements are detailed under "Risk

Factors" and elsewhere in filings with the Securities and Exchange

Commission made from time to time by ValueClick, including, but not

limited to: its annual report on Form 10-K filed on February 28, 2011;

recent quarterly reports on Form 10-Q; and other current reports on Form


ValueClick undertakes no obligation to release publicly any revisions

to any forward-looking statements to reflect events or circumstances

after the date hereof or to reflect the occurrence of unanticipated


1 Source: eMarketer.

2 Adjusted-EBITDA is defined as GAAP (Generally Accepted

Accounting Principles) net income from continuing operations before

interest, income taxes, depreciation, amortization, and stock-based

compensation expenses. Please see the attached schedule for a

reconciliation of GAAP net income to adjusted-EBITDA, and a discussion

of why the Company believes adjusted-EBITDA is a useful financial

measure to investors and how Company management uses this financial


ValueClick, Inc.
Gary J. Fuges, CFA

Source: ValueClick, Inc.

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