UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_____________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): February 10, 2011
LivePerson,
Inc.
(Exact
Name of Registrant as Specified in its Charter)
|
Delaware
|
0-30141
|
13-3861628
|
|
(State
or other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer
Identification
No.)
|
|
462
Seventh Avenue, New York, New York
|
10018
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
Registrant's
telephone number, including area code: (212)
609-4200
|
|
_____________________
(Former
name or former address, if changed since last
report)
|
_____________________
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
|
Item
2.02.
|
Results
of Operations and Financial
Condition.
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A copy of
the press release issued by LivePerson, Inc. (the “Registrant”) on February 10,
2011, announcing its results of operations and financial condition for the
quarter and year ended December 31, 2010, is included herewith as Exhibit 99.1
and is incorporated herein by reference. The information included in
this Current Report on Form 8-K (including Exhibit 99.1 hereto) that is
furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that Section or Sections 11 and 12(a)
(2) of the Securities Act of 1933, as amended. The information contained herein
and in the accompanying exhibit shall not be incorporated by reference into any
filing of the Registrant, whether made before or after the date hereof,
regardless of any general incorporation language in such filing, unless
expressly incorporated by specific reference into such filing.
|
Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
|
As more fully described in the press
release attached as Exhibit 99.1 to this Form 8-K, Emmanuel Gill has
informed LivePerson that he will resign from LivePerson's Board of Directors and
each of the Audit Committee, the Compensation Committee and the Nominating and
Corporate Governance Committee, effective as of February 11, 2011. The
company intends to fill Mr. Gill’s board seat, and has commenced a search for a
replacement. William Wesemann has been appointed by the Board to
replace Mr. Gill on the company’s Audit Committee, effective as of Mr. Gill’s
departure.
|
Item
9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits.
The following document is included as an exhibit to this
report:
|
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99.1
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Press
release issued February 10, 2011.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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LIVEPERSON,
INC.
(Registrant)
|
|||
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Date:
February 10, 2011
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By:
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/s/ TIMOTHY E. BIXBY
|
|
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Timothy
E. Bixby
|
|||
|
President
and Chief Financial Officer
|
|||
EXHIBIT
INDEX
|
99.1
|
Press
release issued February 10, 2011.
|
For
Immediate Release
Media
Contacts:
|
Tim
Bixby
LivePerson,
Inc.
(212)
609-4200
bixby@liveperson.com
|
Budd
Zuckerman
Genesis
Select Corp.
(303)
415-0200
budd@genesisselect.com
|
LivePerson
Reports Fourth Quarter and Full Year
2010
Financial Results
|
|
·
|
Fourth quarter revenue
increased 21% from prior year and 6%
sequentially
|
|
|
·
|
Record EBITDA per share of
$0.15 in fourth quarter
|
|
|
·
|
Adjusted net income per share
of $0.09 in fourth quarter
|
|
|
·
|
EPS of $0.05 in fourth
quarter
|
|
|
·
|
Emmanuel Gill to retire from
LivePerson Board
|
NEW YORK,
NY – February 10, 2011 – LivePerson, Inc. (Nasdaq: LPSN), a leading provider of
online engagement solutions that facilitate real-time assistance and expert
advice, today announced financial results for the fourth quarter and full year
ended December 31, 2010.
Revenue
Revenue
for the fourth quarter was $29.9 million, a 21% increase from the fourth quarter
of 2009, and a 6% sequential increase as compared to the third quarter of 2010.
Revenue from business operations for the fourth quarter was $26.2 million, a 23%
increase as compared to the fourth quarter of 2009 and a 7% increase as compared
to the third quarter of 2010. Revenue from consumer operations for
the fourth quarter was $3.7 million, a 9% increase as compared to the fourth
quarter of 2009, and a 3% increase as compared to the third quarter of
2010.
Revenue
for the full year was $109.9 million, a 26% increase from $87.5 million in 2009.
Revenue from business operations for the full year was $95.7 million, a 27%
increase from $75.5 million in 2009. Revenue from consumer operations
for the full year was $14.2 million, a 19% increase from $11.9 million in
2009.
“The
fourth quarter capped a very strong 2010 for LivePerson,” said CEO Robert
LoCascio. “We were able to exceed our original revenue guidance for the year by
4%, successfully launched our developer platform, and continued investing in new
product initiatives and infrastructure, all while maintaining impressive
operating margins.”
Customer
Expansion
LivePerson
added 14 new enterprise clients in the quarter, including:
|
|
·
|
A
leading specialty retailer
|
|
|
·
|
Petco,
a leading pet specialty retailer
|
|
|
·
|
One
of Europe’s 10 largest banks
|
The
company also expanded business with
|
|
·
|
One
of the largest US-based cellular service
providers
|
|
|
·
|
Vodaphone
UK
|
|
|
·
|
One
of the leading global entertainment
companies
|
|
|
·
|
A
leading provider of software, services and solutions for consumers and
businesses
|
|
|
·
|
A
leading automotive credit provider
|
|
|
·
|
Adobe
|
|
|
·
|
A
leading corporate information services
provider
|
|
|
·
|
One
of the top 3 US banks
|
Net
Income
Net
income for the fourth quarter of 2010 was $2.7 million or $0.05 per share as
compared to $3.1 million or $0.06 per share in the fourth quarter of 2009, and
net income of $2.8 million or $0.05 per share in the third quarter of
2010. Net income for the full year was $9.3 million or $0.18
per share, as compared to $7.8 million or $0.16 per share in the prior
year.
Adjusted
Net Income and EBITDA
LivePerson
considers adjusted net income and earnings before other income/(expense), taxes,
depreciation, amortization and stock-based compensation (EBITDA) to be important
financial indicators of the company's operational strength and the performance
of its business. These results should be considered in addition to results
prepared in accordance with generally accepted accounting principles (GAAP), but
should not be considered as a substitute for, or superior to, GAAP
results.
A
reconciliation of the differences between EBITDA and adjusted net income, and
the most comparable financial measure calculated and presented in accordance
with GAAP, is presented under the heading “Reconciliation of Non-GAAP Financial
Information to GAAP” immediately following the Condensed Consolidated Statements
of Operations included below.
The
difference between EBITDA per share, a non-GAAP measure, and GAAP EPS, is
interest, taxes, depreciation, amortization, stock-based compensation and other
non-cash charges, if any. The difference between adjusted net income
per share and GAAP EPS is amortization of intangible assets and stock-based
compensation.
Adjusted
net income for the fourth quarter of 2010 was $4.6 million or $0.09 per share,
as compared to $4.7 million or $0.09 per share in the fourth quarter of 2009,
and $4.6 million or $0.09 per share in the third quarter of
2010. Adjusted net income for the full year was $15.9 million or
$0.30 per share, as compared to $14.5 million or $0.30 per share in the prior
year.
EBITDA
for the fourth quarter of 2010 was $7.9 million or $0.15 per share, as compared
to $7.1 million or $0.14 per share in the fourth quarter of 2009, and $7.5
million or $0.14 per share in the third quarter of 2010. EBITDA
for the full year 2010 was $26.8 million or $0.51 per share, as compared to
$22.8 million or $0.47 per share in the prior year.
Cash
The
company’s cash balance was $61.3 million at December 31, 2010 as compared to
$50.4 million as of September 30, 2010, and $45.6 million at December 31,
2009. The company generated $7.9 million of cash from operations in
the fourth quarter. Also during the fourth quarter, the company
incurred planned capital expenditures related primarily to the purchase of
servers and computer networking equipment, resulting in a cash outlay of
approximately $2.0 million.
For the
full year, the company generated $15.5 million of cash from operations, and
incurred planned capital expenditures related primarily to the purchase of
servers and computer networking equipment, resulting in a cash outlay of
approximately $8.0 million.
Board
of Directors Transition
In
addition, the company announced today that Emmanuel Gill will retire from
LivePerson's Board of Directors after nearly 10 years of dedicated service,
effective as of February 11, 2011. "We are extremely grateful for
Emmanuel's many years of contribution and service to
the company, having been with us through nearly a decade of
extraordinary change and growth," said Mr. LoCascio. Mr. Gill
indicated that he is very proud of the company's growth and achievements to
date, and is leaving for personal reasons in the interest of dedicating more of
his time to other businesses. The company intends to fill Mr. Gill’s board
seat, and has commenced a search for a replacement. Longstanding
director William Wesemann has been appointed by the Board to replace Mr. Gill on
the company’s Audit Committee, effective as of Mr. Gill’s
departure.
Financial
Expectations
Following
is the company’s current expectation for financial and operating
performance:
First Quarter
2011
|
|
·
|
Revenue
of $30.0 - $30.5 million
|
|
|
·
|
EBITDA
of $0.12 - $0.14 per share
|
|
|
·
|
Adjusted
net income per share of $0.06 -
$0.08
|
|
|
·
|
GAAP
EPS of $0.04 - $0.05
|
|
|
·
|
Fully
diluted share count of approximately 54.5
million
|
Full Year
2011
|
|
·
|
Revenue
of $133 - $136 million
|
|
|
·
|
EBITDA
of $0.60 - $0.63 per share
|
|
|
·
|
Adjusted
net income per share of $0.33 -
$0.36
|
|
|
·
|
GAAP
EPS of $0.20 - $0.22
|
|
|
·
|
Fully
diluted share count of approximately 55.5
million
|
Other Full Year 2011
Assumptions
|
|
·
|
Amortization
of intangibles of approximately $1.0
million
|
|
|
·
|
Stock-compensation
expense of approximately $6.0
million
|
|
|
·
|
Depreciation
of approximately $8.0 million
|
|
|
·
|
Effective
tax rate of approximately 36%
|
|
|
·
|
Cash
tax rate of approximately 36%
|
|
|
·
|
Capital
expenditures of approximately $8.0
million
|
Stock-Based
Compensation
Included
in the accompanying financial results are expenses related to stock-based
compensation, as follows (in thousands):
| Q4 2010 | Q4 2009 |
FY
2010
|
FY
2009
|
|||||||||||||
|
Cost
of revenue
|
$ | 211 | $ | 211 | $ | 865 | $ | 790 | ||||||||
|
Product
development
|
307 | 372 | 1,329 | 1,402 | ||||||||||||
|
Sales
and marketing
|
401 | 376 | 1,371 | 1,337 | ||||||||||||
|
General
and administrative
|
620 | 276 | 1,577 | 1,197 | ||||||||||||
|
Total
|
$ | 1,539 | $ | 1,235 | $ | 5,142 | $ | 4,726 | ||||||||
Amortization
of Intangible Assets
Included
in the accompanying financial results are expenses related to the amortization
of intangible assets, as follows (in thousands):
|
Q4
2010
|
Q4 2009 |
FY
2010
|
FY
2009
|
|||||||||||||
|
Cost
of revenue
|
$ | 307 | $ | 307 | $ | 1,226 | $ | 1,228 | ||||||||
|
General
and administrative
|
11 | 83 | 260 | 745 | ||||||||||||
|
Total
|
$ | 318 | $ | 390 | $ | 1,486 | $ | 1,973 | ||||||||
Earnings
Teleconference and Video Discussion Information
The
company will discuss its fourth quarter and full year 2010 financial results
during a teleconference today, February 10, 2011, at 5:00 p.m. ET. To
participate, please call 877-507-3684 before 5:00 p.m. ET. International
callers, please dial 706-634-9559. Please reference the conference ID
“40530761.”
If you
are unable to participate, the teleconference will be available for replay at
6:00 p.m. ET on February 10, 2011 until May 10, 2011. To access the replay,
please call 800-642-1687 (U.S. and Canada) or 706-645-9291 (international).
Please reference the conference ID “40530761.”
The
company will also post a video discussion of its fourth quarter 2010 results on
YouTube. To view, click on the following link: http://www.youtube.com/user/myliveperson.
|
LivePerson,
Inc.
|
|
Condensed
Consolidated Statements of Income
|
|
(In
Thousands, Except Share and Per Share Data)
|
|
Unaudited
|
|
Three
Months Ended
|
Twelve
Months Ended
|
|||||||||||||||
|
December 31,
|
December 31,
|
|||||||||||||||
|
2010
|
2009
|
2010
|
2009
|
|||||||||||||
|
Revenue
|
$ | 29,935 | $ | 24,768 | $ | 109,862 | $ | 87,490 | ||||||||
|
Operating
expenses:
|
||||||||||||||||
|
Cost
of revenue
|
8,235 | 6,068 | 29,640 | 21,076 | ||||||||||||
|
Product
development
|
4,257 | 3,163 | 15,711 | 12,111 | ||||||||||||
|
Sales
and marketing
|
8,404 | 7,408 | 32,835 | 27,355 | ||||||||||||
|
General
and administrative
|
4,931 | 3,427 | 17,077 | 13,417 | ||||||||||||
|
Amortization
of intangibles
|
11 | 83 | 259 | 745 | ||||||||||||
|
Total
operating expenses
|
25,838 | 20,149 | 95,522 | 74,704 | ||||||||||||
|
Income
from operations
|
4,097 | 4,619 | 14,340 | 12,786 | ||||||||||||
|
Other
income (expense), net
|
(43 | ) | (35 | ) | (7 | ) | 14 | |||||||||
|
Income
before provision for income taxes
|
4,054 | 4,584 | 14,333 | 12,800 | ||||||||||||
|
Provision
for income taxes
|
1,312 | 1,493 | 5,074 | 5,037 | ||||||||||||
|
Net
income
|
$ | 2,742 | $ | 3,091 | $ | 9,259 | $ | 7,763 | ||||||||
|
Basic
net income per common share
|
$ | 0.05 | $ | 0.06 | $ | 0.18 | $ | 0.16 | ||||||||
|
Diluted
net income per common share
|
$ | 0.05 | $ | 0.06 | $ | 0.18 | $ | 0.16 | ||||||||
|
Weighted
average shares outstanding used in basic net
|
||||||||||||||||
|
income
per common share calculation
|
51,133,917 | 48,786,986 | 50,721,880 | 47,962,688 | ||||||||||||
|
Weighted
average shares outstanding used in diluted net
|
||||||||||||||||
|
income
per common share calculation
|
53,831,339 | 51,065,181 | 52,907,541 | 49,008,440 | ||||||||||||
|
LivePerson,
Inc.
|
|
Reconciliation
of Non-GAAP Financial Information to GAAP
|
|
(In
Thousands, Except Share and Per Share Data)
|
|
Unaudited
|
Unaudited Supplemental
Data
The
following information is not a financial measure under generally accepted
accounting principles (GAAP). In addition, it should not be construed as an
alternative to any other measures of performance determined in accordance with
GAAP, or as an indicator of our operating performance, liquidity or cash flows
generated by operating, investing and financing activities as there may be
significant factors or trends that it fails to address. We present this
financial information because we believe that it is helpful to some investors as
one measure of our operations. We caution investors that non-GAAP financial
information, by its nature, departs from traditional accounting conventions;
accordingly, its use can make it difficult to compare our results with our
results from other reporting periods and with the results of other
companies.
|
Three
Months Ended
|
Twelve
Months Ended
|
|||||||||||||||||
|
December 31,
|
December 31,
|
|||||||||||||||||
|
2010
|
2009
|
2010
|
2009
|
|||||||||||||||
|
Net
income in accordance with generally
|
||||||||||||||||||
|
accepted
accounting principles
|
$ | 2,742 | $ | 3,091 | $ | 9,259 | $ | 7,763 | ||||||||||
|
Add/(less):
|
||||||||||||||||||
|
(a)
|
Amortization
of intangibles
|
318 | 390 | 1,486 | 1,973 | |||||||||||||
|
(b)
|
Stock-based
compensation
|
1,539 | 1,235 | 5,142 | 4,726 | |||||||||||||
|
(c)
|
Depreciation
|
1,903 | 899 | 5,791 | 3,347 | |||||||||||||
|
(d)
|
Provision
for income taxes
|
1,312 | 1,493 | 5,074 | 5,037 | |||||||||||||
|
(e)
|
Other
(income) expense, net
|
43 | 35 | 7 | (14 | ) | ||||||||||||
|
EBITDA
(1)
|
$ | 7,857 | $ | 7,143 | $ | 26,759 | $ | 22,832 | ||||||||||
|
Diluted
EBITDA per common share
|
$ | 0.15 | $ | 0.14 | $ | 0.51 | $ | 0.47 | ||||||||||
|
Weighted
average shares used in diluted EBITDA
|
||||||||||||||||||
|
per
common share
|
53,831,339 | 51,065,181 | 52,907,541 | 49,008,440 | ||||||||||||||
|
Net
income in accordance with generally
|
||||||||||||||||||
|
accepted
accounting principles
|
$ | 2,742 | $ | 3,091 | $ | 9,259 | $ | 7,763 | ||||||||||
|
Add:
|
||||||||||||||||||
|
(a)
|
Amortization
of intangibles
|
318 | 390 | 1,486 | 1,973 | |||||||||||||
|
(b)
|
Stock-based
compensation
|
1,539 | 1,235 | 5,142 | 4,726 | |||||||||||||
|
Adjusted
net income
|
$ | 4,599 | $ | 4,716 | $ | 15,887 | $ | 14,462 | ||||||||||
|
Diluted
adjusted net income per common share
|
$ | 0.09 | $ | 0.09 | $ | 0.30 | $ | 0.30 | ||||||||||
|
Weighted
average shares used in diluted adjusted net income
|
||||||||||||||||||
|
per
common share
|
53,831,339 | 51,065,181 | 52,907,541 | 49,008,440 | ||||||||||||||
|
EBITDA
|
$ | 7,857 | $ | 7,143 | $ | 26,759 | $ | 22,832 | ||||||||||
|
Add/(less):
|
||||||||||||||||||
|
(a)
|
Changes
in operating assets and liabilities
|
585 | 308 | (7,127 | ) | 293 | ||||||||||||
|
(b)
|
Provision
for doubtful accounts
|
101 | 25 | 166 | 55 | |||||||||||||
|
(c)
|
Provision
for income taxes
|
(1,312 | ) | (1,493 | ) | (5,074 | ) | (5,037 | ) | |||||||||
|
(d)
|
Deferred
income taxes
|
694 | 2,229 | 832 | 2,865 | |||||||||||||
|
(e)
|
Other
income (expense), net
|
(43 | ) | (35 | ) | (7 | ) | 14 | ||||||||||
|
Net
cash provided by operating activities
|
$ | 7,882 | $ | 8,177 | $ | 15,549 | $ | 21,022 | ||||||||||
|
(1)
|
Earnings/(loss)
before other income/(expense), taxes, depreciation, amortization,
stock-based compensation and other non-cash
charges.
|
|
LivePerson,
Inc.
|
|
Condensed
Consolidated Balance Sheets
|
|
(In
Thousands)
|
|
Unaudited
|
|
December 31, 2010
|
December 31, 2009
|
|||||||
|
ASSETS
|
||||||||
|
Current
assets:
|
||||||||
|
Cash
and cash equivalents
|
$ | 61,336 | $ | 45,572 | ||||
|
Accounts
receivable, net
|
16,491 | 10,265 | ||||||
|
Prepaid
expenses and other current assets
|
6,341 | 3,661 | ||||||
|
Deferred
tax assets, net
|
1,529 | 1,460 | ||||||
|
Total
current assets
|
85,697 | 60,958 | ||||||
|
Property
and equipment, net
|
12,762 | 9,551 | ||||||
|
Intangibles,
net
|
2,124 | 2,821 | ||||||
|
Goodwill
|
24,015 | 23,920 | ||||||
|
Deferred
tax assets, net
|
3,876 | 4,777 | ||||||
|
Deferred
implementation costs, net of current
|
164 | 136 | ||||||
|
Security
deposits
|
499 | 326 | ||||||
|
Other
assets
|
2,006 | 1,792 | ||||||
|
Total
assets
|
$ | 131,143 | $ | 104,281 | ||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
|
Current
liabilities:
|
||||||||
|
Accounts
payable
|
$ | 6,416 | $ | 5,375 | ||||
|
Accrued
expenses
|
12,111 | 10,895 | ||||||
|
Deferred
revenue
|
5,570 | 4,692 | ||||||
|
Total
current liabilities
|
24,097 | 20,962 | ||||||
|
Deferred
revenue, net of current
|
513 | 506 | ||||||
|
Other
liabilities
|
1,890 | 1,676 | ||||||
|
Total
liabilities
|
26,500 | 23,144 | ||||||
|
Commitments
and contingencies
|
||||||||
|
Total
stockholders' equity
|
104,643 | 81,137 | ||||||
|
Total
liabilities and stockholders' equity
|
$ | 131,143 | $ | 104,281 | ||||
About
LivePerson
LivePerson
is a leading provider of online engagement solutions that facilitate real-time
assistance and expert advice. Connecting businesses and experts with consumers
seeking help on the Web, LivePerson's hosted software platform creates more
relevant, compelling and personalized online experiences. Every month,
LivePerson's intelligent platform helps millions of people succeed online; more
than 8,500 companies, including Cisco, Hewlett-Packard, IBM, Microsoft and
Verizon, rely on LivePerson to maximize the impact of the online channel.
LivePerson is headquartered in New York City.
Non-GAAP
Financial Disclosure
Investors
are cautioned that the EBITDA, or earnings/(loss) before other income/(expense),
taxes, depreciation, amortization and stock-based compensation, and adjusted net
income, or net income excluding amortization of intangible assets and
stock-based compensation, information contained in this press release are not
financial measures under generally accepted accounting principles. In addition,
they should not be construed as alternatives to any other measures of
performance determined in accordance with generally accepted accounting
principles, or as indicators of our operating performance, liquidity or cash
flows generated by operating, investing and financing activities, as there may
be significant factors or trends that they fail to address. We present this
financial information because we believe that it is helpful to some investors as
a measure of our performance. We caution investors that non-GAAP financial
information, by its nature, departs from traditional accounting conventions;
accordingly, its use can make it difficult to compare our current results with
our results from other reporting periods and with the results of other
companies.
Safe
Harbor Provision
Statements
in this press release regarding LivePerson that are not historical facts are
forward-looking statements and are subject to risks and uncertainties that could
cause actual future events or results to differ materially from such statements.
Any such forward-looking statements are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. It is
routine for our internal projections and expectations to change as the quarter
and year progresses, and therefore it should be clearly understood that the
internal projections and beliefs upon which we base our expectations may change.
Although these expectations may change, we are under no obligation to inform you
if they do. Actual events or results may differ materially from those
contained in the projections or forward-looking statements. Some of the factors
that could cause actual results to differ materially from the forward-looking
statements contained herein include, without limitation: potential fluctuations
in our quarterly and annual results; the adverse effect that the global
recession may have on our business; competition in the real-time sales,
marketing, customer service and online engagement solutions market; risks
related to the operational integration of acquisitions; risks related to new
regulatory or other legal requirements that could materially impact our
business; risks related to our international operations, particularly our
operations in Israel, and the civil and political unrest in that region;
impairments to goodwill that result in significant charges to earnings;
volatility of the value of certain currencies in relation to the US dollar,
particularly the New Israeli Shekel, U.K. pound and Euro; continued
use by our clients of the LivePerson services and their purchase of additional
services; responding to rapid technological change and changing client
preferences; technology systems beyond our control and technology-related
defects that could disrupt the LivePerson services; privacy concerns relating to
the Internet that could result in new legislation or negative public perception;
risks related to the regulation or possible misappropriation of personal
information; legal liability and/or negative publicity for the services provided
to consumers via our technology platforms; and risks related to protecting our
intellectual property rights or potential infringement of the intellectual
property rights of third parties. This list is intended to identify only certain
of the principal factors that could cause actual results to differ from those
discussed in the forward-looking statements. Readers are referred to the reports
and documents filed from time to time by us with the Securities and Exchange
Commission for a discussion of these and other important risk factors that could
cause actual results to differ from those discussed in forward-looking
statements.