SANTA MONICA, Calif.--(BUSINESS WIRE)--Aug. 24, 2012--
Demand
Media® (NYSE: DMD) today announced that it has filed a shelf
registration statement on Form S-3 with the Securities and Exchange
Commission (“SEC”).
Under the shelf registration statement, once declared effective by the
SEC, Demand Media may offer and sell from time to time in the future, in
one or more offerings, common stock, preferred stock, debt securities,
warrants, or any combination of the foregoing, either individually or as
units comprised of two or more securities. In addition, selling
stockholders to be named in a prospectus supplement may, from time to
time in one or more offerings, offer and sell shares of Demand Media’s
common stock. Demand Media will not receive any proceeds from the sale
of common stock by selling stockholders. The aggregate offering price of
all securities that may be sold under the registration statement will
not exceed $250,000,000.
The shelf registration statement is intended to give Demand Media
additional flexibility to finance business opportunities in the future
by accessing the capital markets on a timely and cost effective basis
and to provide the selling stockholders additional financial liquidity.
The specifics of any future offering, along with the prices and terms of
any such securities offered by Demand Media and/or the selling
stockholders, will be determined at the time of any such offering and
will be described in detail in a prospectus supplement filed in
connection with such offering.
The shelf registration statement relating to these securities has been
filed with the SEC but has not yet become effective. These securities
may not be sold nor may offers to buy be accepted prior to the time the
shelf registration statement becomes effective. This press release does
not constitute an offer to sell or the solicitation of an offer to buy
the securities, nor shall there be any sale of the securities in any
state or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the securities
laws of any such state or jurisdiction. Any offering of the securities
covered by the shelf registration statement will only be by means of a
prospectus and an accompanying prospectus supplement.
About Demand Media
Demand Media, Inc. (NYSE: DMD) is a leading digital media company that
informs and entertains one of the internet’s largest audiences, helps
advertisers find innovative ways to engage with their customers and
enables publishers to expand their online presence. Headquartered in
Santa Monica, CA, Demand Media has offices in North America, South
America and Europe. For more information about Demand Media, please
visit www.demandmedia.com
Cautionary Information Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995, as amended. These forward-looking
statements involve risks and uncertainties regarding the Company's
future financial performance, and are based on current expectations,
estimates and projections about our industry, financial condition,
operating performance and results of operations, including certain
assumptions related thereto. Statements containing words such as
“guidance,” “may,” “believe,” “anticipate,” “expect,” “intend,” “plan,”
“project,” “projections,” “business outlook,” and “estimate” or similar
expressions constitute forward-looking statements. Actual results
may differ materially from the results predicted, and reported results
should not be considered an indication of future performance. Potential
risks and uncertainties include, among others: changes in the
methodologies of Internet search engines, including ongoing algorithmic
changes made by Google to its search results as well as possible future
changes, and the impact such changes may have on page view growth and
driving search related traffic to our owned and operated websites and
the websites of our network customers; changes in our content creation
and distribution platform, including the possible repurposing of content
to alternate distribution channels, reduced investments in intangible
assets or the sale or removal of content; our ability to successfully
launch, produce and monetize new content formats; the inherent
challenges of estimating the overall impact on page views and search
driven traffic to our owned and operated websites based on the data
available to us as internet search engines continue to make adjustments
to their search algorithms; our ability to compete with new or existing
competitors; our ability to maintain or increase our advertising
revenue; our ability to continue to drive and grow traffic to our owned
and operated websites and the websites of our network customers; our
ability to effectively monetize our portfolio of content; our dependence
on material agreements with a specific business partner for a
significant portion of our revenue; future internal rates of return on
content investment and our decision to invest in different types of
content in the future, including premium video and other formats of text
content; our ability to attract and retain freelance creative
professionals; changes in our level of investment in media content
intangibles; the effects of changes or shifts in internet marketing
expenditures, including from text to video content as well as from
desktop to mobile content; the effects of seasonality on traffic to our
owned and operated websites and the websites of our network customers;
our ability to continue to add partners to our registrar platform on
competitive terms; our ability to successfully pursue and implement our
gTLD initiative; changes in stock-based compensation; changes in
amortization or depreciation expense due to a variety of factors;
potential write downs, reserves against or impairment of assets
including receivables, goodwill, intangibles, and media content or other
assets; changes in tax laws, our business or other factors that would
impact anticipated tax benefits or expenses; our ability to successfully
identify, consummate and integrate acquisitions, including integrating
our recent acquisitions; our ability to retain key customers and key
personnel; risks associated with litigation; the impact of governmental
regulation; and the effects of discontinuing or discontinued business
operations. From time to time, we may consider acquisitions or
divestitures that, if consummated, could be material. Any
forward-looking statements regarding financial metrics are based upon
the assumption that no such acquisition or divestiture is consummated
during the relevant periods. If an acquisition or divestiture
were consummated, actual results could differ materially from any
forward-looking statements. More information about potential risk
factors that could affect our operating and financial results are
contained in our annual report on Form 10-K for the fiscal year ending
December 31, 2011 filed with the Securities and Exchange Commission (http://www.sec.gov)
on February 24, 2012, and as such risk factors may be updated in our
quarterly reports on Form 10-Q filed with the Securities and Exchange
Commission, including, without limitation, information under the
captions “Risk Factors” and “Management's Discussion and Analysis of
Financial Condition and Results of Operations.”
Furthermore, as discussed above, the Company does not intend to
revise or update the information set forth in this press release, except
as required by law, and may not provide this type of information in the
future.

Source: Demand Media, Inc.
Investor Contact:
Demand Media
Julie MacMedan
(310)
917-6485
Julie.MacMedan@demandmedia.com