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Vonage Delivers Strong Second Quarter 2017 Results Highlighted by 44% Vonage Business GAAP Revenue Growth

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   - Consolidated Revenues of $252 Million, an 8% GAAP Increase

   - Income from Operations of $7 Million, Adjusted OIBDA of $41 Million

   - Vonage Business Organic Growth of 23%; CPaaS Organic Revenue Growth of 44%

   - Best-ever Reported Consumer Customer Churn of 1.9%

HOLMDEL, N.J., Aug. 3, 2017 /PRNewswire/ -- Vonage Holdings Corp. (NYSE: VG), a leading provider of business cloud communications, today announced results for the quarter ended June 30, 2017.

Consolidated Results 

"We had an outstanding second quarter, and we are pleased with the team's performance," said Alan Masarek, Vonage Chief Executive Officer. "We've taken bold steps to transform Vonage into a market leading business cloud communications company. Our value proposition is resonating well, and we are confident that our focus on delivering better business outcomes for our customers will lead to accelerated long-term growth."

"Within Vonage Business, we continue to execute on our priorities to accelerate UCaaS revenue growth within the Mid-market and Enterprise segments, as well as drive strong revenue growth in CPaaS. We also continue to pull the right levers to optimize and extend the value of Consumer Services, highlighted by record low churn."

For the second quarter of 2017, Vonage reported revenues of $252 million, an 8% increase from the year ago quarter. Income from Operations was $7 million, up from $5 million in the prior year. Adjusted Operating Income Before Depreciation and Amortization ("Adjusted OIBDA")was $41 million, up from $40 million in the prior year. GAAP net income was $5 million or $0.02 per share, up from $218 thousand or $0.00 per share in the year ago quarter. Adjusted net incomewas $15 million or $0.07 per share, up from $10 million or $0.05 per share in the year ago quarter.

Business Segment Results

  • Vonage Business revenues, which include $35 million of Nexmo revenues, were $124 million. Nexmo revenues include an incremental $3.9 million as the Company determined it is required to report a portion of revenues on a gross rather than net basis. CPaaS organic revenue growth was 44%3.
  • The Company continues to see strong traction from Enterprise customers and signed four Enterprise deals representing $30 million in total contract value in the second quarter.
  • Ending seats at Vonage Business were 683,000, up from 592,000 seats in the year ago quarter, a 15% increase.
  • Vonage Business revenue churn was 1.4%, flat sequentially and from the prior year.
  • The Vonage API Platform increased its registered developers to 309,000, a sequential increase of 61,000, a record number of quarterly developer adds.

Consumer Segment Results

  • Consumer Services revenues were $128 million in the second quarter of 2017 compared to $132 million in the first quarter of 2017. This represents the lowest sequential dollar revenue decline in 13 quarters.
  • Consumer customer churn was a record reported low 1.9%.
  • Average revenue per line ("ARPU") in Consumer Services was $26.33, up from $26.10 sequentially and down from $26.61 in the year ago period.
  • The Consumer segment ended the second quarter with 1.6 million subscriber lines.

Patent Portfolio

Vonage continues to execute on its strategy to develop innovative technologies and to protect its valuable intellectual property. The Company was granted 11 new patents in the second quarter and now has more than 160 U.S. patents.

Guidance Update

Vonage is updating its CPaaS revenue expectations to reflect the Company's requirement to report a portion of Nexmo revenues on a gross rather than net basis, as well as higher organic growth. The Company now expects 2017 Business revenues, which includes both UCaaS and CPaaS, to increase from prior guidance by $15 million, equating to a range of $498 million to $504 million. Corresponding total revenue guidance is likewise adjusted to between $981 million and $996 million. The Company reaffirmed 2017 Adjusted OIBDA guidance of at least $165 million.

Conference Call and Webcast

Management will host a conference call to discuss the second quarter 2017 results and other matters on Thursday, August 3, 2017 at 8:30 AM Eastern Time. To participate, please dial (866) 807-9684 approximately 10 minutes prior to the call. International callers should dial (412) 317-5415.

A webcast will be available through Vonage's Investor Relations website at http://ir.vonage.com. A replay of the call and webcast will be available shortly after the conclusion of the call and may be accessed through Vonage's Investor Relations website at http://ir.vonage.com or by dialing (877) 344-7529. International callers should dial (412) 317-0088. The replay passcode is 10110947.

  1. This is a non-GAAP financial measure. Refer below to Table 3 for a reconciliation to GAAP income from operations.
  2. This is a non-GAAP financial measure. Refer below to Table 4 for a reconciliation to GAAP net income.
  3. We define organic growth as the increase in Business revenues after giving pro forma effect for the acquisition of Nexmo, the change in accounting treatment with respect to certain CPaaS revenues being recognized on a gross rather than net basis and the exclusion of one-time items. See Table 3 for reference.

 

VONAGE HOLDINGS CORP.

TABLE 1. CONSOLIDATED FINANCIAL DATA

(Dollars in thousands, except per share amounts)

       
 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

         

(revised) (1)

     

(revised) (1)

Statement of Income Data:

                 

Revenues

$

251,836

   

$

243,347

   

$

233,675

   

$

495,183

   

$

460,499

 
                   

Operating Expenses:

                 

Cost of service (excluding depreciation and amortization of $6,863,
$6,782, $6,985, $13,645, and $13,818, respectively)

97,674

   

87,596

   

76,078

   

185,270

   

145,228

 

Cost of goods sold

6,187

   

7,293

   

8,352

   

13,480

   

17,418

 

Sales and marketing

79,738

   

81,931

   

83,344

   

161,669

   

162,945

 

Engineering and development

6,670

   

8,370

   

7,243

   

15,040

   

14,077

 

General and administrative

36,514

   

35,086

   

35,053

   

71,600

   

61,723

 

Depreciation and amortization

18,394

   

17,947

   

18,218

   

36,341

   

35,197

 
 

245,177

   

238,223

   

228,288

   

483,400

   

436,588

 

Income from operations

6,659

   

5,124

   

5,387

   

11,783

   

23,911

 

Other income (expense):

                 

Interest income

4

   

5

   

25

   

9

   

46

 

Interest expense

(3,861)

   

(3,703)

   

(3,057)

   

(7,564)

   

(5,503)

 

Other income (expense), net

686

   

(220)

   

104

   

466

   

258

 
 

(3,171)

   

(3,918)

   

(2,928)

   

(7,089)

   

(5,199)

 

Income before income tax expense

3,488

   

1,206

   

2,459

   

4,694

   

18,712

 

Income tax benefit (expense)

1,337

   

4,707

   

(2,241)

   

6,044

   

(10,563)

 

Net income

4,825

   

5,913

   

218

   

10,738

   

8,149

 

Earnings per common share:

                 

Basic

$

0.02

   

$

0.03

   

$

   

$

0.05

   

$

0.04

 

Diluted

$

0.02

   

$

0.02

   

$

   

$

0.04

   

$

0.04

 

Weighted-average common shares outstanding:

                 

Basic

223,492

   

220,371

   

213,558

   

221,930

   

213,800

 

Diluted

239,938

   

239,486

   

222,700

   

239,923

   

223,978

 
 

(1) Revised due to the correction of prior period financial statements.

 

VONAGE HOLDINGS CORP.

TABLE 1. CONSOLIDATED FINANCIAL DATA  - (Continued)

(Dollars in thousands, except per share amounts)

 
 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

 

(unaudited)

 

(unaudited)

 

(unaudited)

 

(unaudited)

         

(revised) (1)

     

(revised) (1)

Statement of Cash Flow Data:

                 

Net cash provided by operating activities

$

15,432

   

$

17,261

   

$

25,059

   

$

32,693

   

$

42,527

 

Net cash used in investing activities

(7,518)

   

(6,759)

   

(171,908)

   

(14,277)

   

(182,785)

 

Net cash used in financing activities

(7,838)

   

(13,540)

   

135,318

   

(21,378)

   

106,323

 

Capital expenditures, intangible assets, and development of software
assets

(8,798)

   

(7,081)

   

(10,396)

   

(15,879)

   

(21,603)

 
 

     (1) Revised due to the adoption of new Accounting Standard Updates and the correction of prior period financial statements.

 

   

June 30,

 

December 31,

   

2017

 

2016

   

(unaudited)

 

(revised) (1)

Balance Sheet Data (at period end):

       

Cash and cash equivalents

 

$

26,825

   

$

29,078

 

Marketable securities

 

   

601

 

Restricted cash

 

1,802

   

1,851

 

Accounts receivable, net of allowance

 

36,185

   

36,688

 

Inventory, net of allowance

 

3,503

   

4,116

 

Prepaid expenses and other current assets

 

28,111

   

29,188

 

Deferred customer acquisition costs, current and non-current

 

1,945

   

3,136

 

Property and equipment, net

 

44,688

   

48,415

 

Goodwill

 

366,806

   

360,363

 

Software, net

 

23,867

   

21,971

 

Intangible assets, net

 

188,076

   

199,256

 

Deferred tax assets

 

204,286

   

184,210

 

Other assets

 

15,302

   

16,793

 

Total assets

 

$

941,396

   

$

935,666

 

Accounts payable and accrued expenses

 

$

107,215

   

$

139,946

 

Deferred revenue, current and non-current

 

31,531

   

32,892

 

Total notes payable, net of debt related costs and indebtedness under revolving credit facility, including current portion

 

314,703

   

318,874

 

Capital lease obligations

 

1,067

   

3,428

 

Other liabilities

 

4,710

   

3,985

 

Total liabilities

 

$

459,226

   

$

499,125

 

Total stockholders' equity

 

$

482,170

   

$

436,541

 
                 

     (1) Revised due to the correction of prior period financial statements.

 

VONAGE HOLDINGS CORP.

TABLE 2. SUMMARY CONSOLIDATED OPERATING DATA

(unaudited)

 

     The table below includes revenues and cost of revenues that our management uses to measure the growth and operating performance of the business focused portion of our business:

 

 Business

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

Revenues:

                 

   Service

$

103,825

   

$

92,291

   

$

67,079

   

$

196,116

   

$

123,552

 

   Product (1)

13,392

   

13,360

   

13,265

   

26,752

   

26,177

 

      Service and Product

117,217

   

105,651

   

80,344

   

222,868

   

149,729

 

   USF

6,497

   

6,151

   

5,368

   

12,648

   

9,803

 

Total Business Revenues

$

123,714

   

$

111,802

   

$

85,712

   

$

235,516

   

$

159,532

 
                   

Cost of Revenues:

                 

   Service (2)

$

49,246

   

$

39,195

   

$

22,527

   

$

88,441

   

$

37,930

 

   Product (1)

12,456

   

13,202

   

12,902

   

25,658

   

25,364

 

      Service and Product

61,702

   

52,397

   

35,429

   

114,099

   

63,294

 

   USF

6,497

   

6,151

   

5,369

   

12,648

   

9,814

 

Cost of Revenues

$

68,199

   

$

58,548

   

$

40,798

   

$

126,747

   

$

73,108

 
                   

Service margin %

52.6%

   

57.5%

   

66.4%

   

54.9%

   

69.3%

 

Gross margin % ex-USF (Service and product margin %)

47.4%

   

50.4%

   

55.9%

   

48.8%

   

57.7%

 

Gross margin %

44.9%

   

47.6%

   

52.4%

   

46.2%

   

54.2%

 
                             

(1) Includes customer premise equipment, access, professional services, and shipping and handling.

 

(2) Excludes depreciation and amortization of $5,003, $4,875, and $4,473 for the quarters ended June 30, 2017, March 31, 2017, and June 30, 2016, respectively and $9,878 and $8,792 for the six months ended June 30, 2017 and June 30, 2016, respectively.

 

 

     The table below includes revenues and cost of revenues that our management uses to measure the growth and operating performance of the consumer focused portion of our business:

 

Consumer

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

Revenues:

                 

   Service

$

115,636

   

$

119,117

   

$

133,462

   

$

234,753

   

$

271,234

 

   Product (1)

201

   

203

   

160

   

404

   

307

 

      Service and Product

115,837

   

119,320

   

133,622

   

235,157

   

271,541

 

   USF

12,285

   

12,225

   

14,341

   

24,510

   

29,426

 

Total Business Revenues

$

128,122

   

$

131,545

   

$

147,963

   

$

259,667

   

$

300,967

 
                   

Cost of Revenues:

                 

   Service (2)

$

21,435

   

$

22,100

   

$

25,727

   

$

43,535

   

$

52,247

 

   Product (1)

1,942

   

2,016

   

3,564

   

3,958

   

7,865

 

      Service and Product

23,377

   

24,116

   

29,291

   

47,493

   

60,112

 

   USF

12,285

   

12,225

   

14,341

   

24,510

   

29,426

 

Cost of Revenues

$

35,662

   

$

36,341

   

$

43,632

   

$

72,003

   

$

89,538

 
                   

Service margin %

81.5%

   

81.4%

   

80.7%

   

81.5%

   

80.7%

 

Gross margin % ex-USF (Service and product margin %)

79.8%

   

79.8%

   

78.1%

   

79.8%

   

77.9%

 

Gross margin %

72.2%

   

72.4%

   

70.5%

   

72.3%

   

70.2%

 
                             

(1) Includes customer premise equipment, access, professional services, and shipping and handling.

   

(2) Excludes depreciation and amortization of $1,860, $1,907, and $2,512 for the quarters ended June 30, 2017, March 31, 2017, and June 30, 2016, respectively and $3,767 and $5,026 for the six months ended June 30, 2017 and June 30, 2016, respectively.

 

     The table below includes key operating data that our management uses to measure the growth and operating performance of the business focused portion of our business:

 

 Business

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

Revenues (1)

$

123,714

   

$

111,802

   

$

85,712

   

$

235,516

   

$

159,532

 

Average monthly revenues per seat (2)

$

43.99

   

$

43.98

   

$

44.76

   

$

43.93

   

$

44.65

 

Seats (at period end) (2) (3)

683,079

   

658,792

   

591,707

   

683,079

   

591,707

 

Revenue churn (2)

1.4%

   

1.4%

   

1.4%

   

1.4%

   

1.4%

 
       

(1) Includes revenue of $35,171, $26,245, and $7,698, respectively, for the quarters ended June 30, 2017, March 31, 2017, and June 30, 2016 and $61,416 and $7,698, respectively, for the six months ended June 30, 2017 and June 30, 2016 from CPaaS, which was acquired on June 3, 2016.

(2) UCaaS only

     

(3) Seats (at period end) included an adjustment of 13,352 for the three and six months ended June 30, 2016.

     

 

     The table below includes key operating data that our management uses to measure the growth and operating performance of the consumer focused portion of our business:

 

Consumer

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

Revenues

$

128,122

   

$

131,545

   

$

147,963

   

$

259,667

   

$

300,967

 

Average monthly revenues per line

$

26.33

   

$

26.10

   

$

26.61

   

$

26.18

   

$

26.64

 

Subscriber lines (at period end)

1,594,857

   

1,648,927

   

1,824,668

   

1,594,857

   

1,824,668

 

Customer churn

1.9%

   

2.2%

   

2.1%

   

2.0%

   

2.2%

 

 

VONAGE HOLDINGS CORP.

TABLE 3. RECONCILIATION OF GAAP BUSINESS REVENUES TO ADJUSTED BUSINESS REVENUES

(Dollars in thousands)

(unaudited)

 
 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

Total Business revenues(1)

$

123,714

   

$

111,802

   

$

85,172

   

$

235,516

   

$

159,532

 
                   

Total UCaaS revenues (1)

$

88,543

   

$

85,557

   

$

78,014

   

$

174,100

   

$

151,834

 

Early termination letter

   

   

(500)

   

   

(500)

 

Bad debt policy reclassification

   

   

(431)

   

   

(431)

 

Accounts receivable write-down

   

319

   

   

319

   

 

Adjusted total UCaaS revenues

88,543

   

85,876

   

77,083

   

174,419

   

150,903

 

Hosted Infrastructure Sale

(1,100)

   

(1,621)

   

(1,575)

   

(2,721)

   

(3,022)

 

Adjusted total UCaaS revenues

87,443

   

84,255

   

75,508

   

171,698

   

147,881

 

Less: Product revenues

13,392

   

13,360

   

13,265

   

26,752

   

26,177

 

Less: USF revenues

6,497

   

6,151

   

5,368

   

12,648

   

9,803

 

Adjusted total UCaaS service revenues

$

67,554

   

$

64,744

   

$

56,875

   

$

132,298

   

$

111,901

 
                   

Total CPaaS revenues (1)

$

35,171

   

$

26,245

   

$

7,698

   

$

61,416

   

$

7,698

 

Nexmo pre-acquisition revenues

   

   

14,198

   

   

14,198

 

Pro forma CPaaS revenues

35,171

   

26,245

   

21,896

   

61,416

   

21,896

 

Net-to-gross revenue reporting adjustment

   

3,374

   

2,481

   

3,374

   

2,481

 

Adjusted total CPaaS revenues

$

35,171

   

$

29,619

   

$

24,377

   

$

64,790

   

$

24,377

 
 

(1) Total Business revenues is comprised of revenues from UCaaS and CPaaS

 

VONAGE HOLDINGS CORP.

TABLE 4. RECONCILIATION OF GAAP INCOME FROM OPERATIONS

 TO ADJUSTED OIBDA AND TO ADJUSTED OIBDA MINUS CAPEX

(Dollars in thousands)

(unaudited)

 
 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

Income from operations

$

6,659

   

$

5,124

   

$

5,387

   

$

11,783

   

$

23,911

 

Depreciation and amortization

18,394

   

17,947

   

18,218

   

36,341

   

35,197

 

Share-based expense

7,412

   

7,064

   

7,962

   

14,476

   

14,265

 

Acquisition related transaction and integration costs

18

   

139

   

5,057

   

157

   

5,150

 

Organizational transformation

4,000

   

   

   

4,000

   

 

Acquisition related consideration accounted for as compensation

4,310

   

6,763

   

3,312

   

11,073

   

3,312

 

Adjusted OIBDA

40,793

   

37,037

   

39,936

   

$

77,830

   

$

81,835

 

Less:

                 

Capital expenditures

(5,294)

   

(3,701)

   

(7,053)

   

$

(8,995)

   

$

(15,948)

 

Acquisition and development of software assets

(3,504)

   

(3,380)

   

(3,343)

   

$

(6,884)

   

$

(5,655)

 

Adjusted OIBDA Minus Capex

$

31,995

   

$

29,956

   

$

29,540

   

$

61,951

   

$

60,232

 

 

VONAGE HOLDINGS CORP.

TABLE 5. RECONCILIATION OF GAAP NET INCOME ATTRIBUTABLE TO VONAGE TO

NET INCOME ATTRIBUTABLE TO VONAGE EXCLUDING ADJUSTMENTS

(Dollars in thousands, except per share amounts)

(unaudited)

 
 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

         

(revised) (1)

     

(revised) (1)

Net income

$

4,825

   

$

5,913

   

$

218

   

$

10,738

   

$

8,149

 

Amortization of acquisition - related intangibles

9,069

   

8,999

   

8,274

   

18,068

   

15,236

 

Acquisition related transaction and integration costs

18

   

139

   

5,057

   

157

   

5,150

 

Acquisition related consideration accounted for as compensation

4,310

   

6,763

   

3,312

   

11,073

   

3,312

 

Organizational transformation

4,000

   

   

   

4,000

   

 

Tax effect on adjusting items

(7,188)

   

(6,569)

   

(6,876)

   

(13,757)

   

(9,791)

 

Adjusted net income

$

15,034

   

$

15,245

   

$

9,985

   

$

30,279

   

$

22,056

 

Earnings per common share:

                 

Basic

$

0.02

   

$

0.03

   

$

   

$

0.05

   

$

0.04

 

Diluted

$

0.02

   

$

0.02

   

$

   

$

0.04

   

$

0.04

 

Weighted-average common shares outstanding:

                 

Basic

223,492

   

220,371

   

213,558

   

221,930

   

213,800

 

Diluted

239,938

   

239,486

   

222,700

   

239,923

   

223,978

 

Earnings per common share, excluding adjustments:

                 

Basic

$

0.07

   

$

0.07

   

$

0.05

   

$

0.14

   

$

0.10

 

Diluted

$

0.06

   

$

0.06

   

$

0.04

   

$

0.13

   

$

0.10

 

Weighted-average common shares outstanding:

                 

Basic

223,492

   

220,371

   

213,558

   

221,930

   

213,800

 

Diluted

239,938

   

239,486

   

222,700

   

239,923

   

223,978

 
 

(1) Revised due to the correction of prior period financial statements.

 

VONAGE HOLDINGS CORP.

TABLE 6. FREE CASH FLOW

(Dollars in thousands)

(unaudited)

 
 

Three Months Ended

 

Six Months Ended

 

June 30,

 

March 31,

 

June 30,

 

June 30,

 

2017

 

2017

 

2016

 

2017

 

2016

         

(Revised) (1)

     

(Revised) (1)

Net cash provided by operating activities

$

15,432

   

$

17,261

   

$

25,059

   

$

32,693

   

$

42,527

 

Less:

                 

Capital expenditures

(5,294)

   

(3,701)

   

(7,053)

   

(8,995)

   

(15,948)

 

Acquisition and development of software assets

(3,504)

   

(3,380)

   

(3,343)

   

(6,884)

   

(5,655)

 

Free cash flow

$

6,634

   

$

10,180

   

$

14,663

   

$

16,814

   

$

20,924

 
 

(1) Revised due to the adoption of new Accounting Standard Updates and the correction of prior period financial statements.

 

VONAGE HOLDINGS CORP.

TABLE 7. RECONCILIATION OF NOTES PAYABLE, INDEBTEDNESS UNDER REVOLVING

CREDIT FACILITY,  AND CAPITAL LEASES TO NET DEBT

(Dollars in thousands)

(unaudited)

 
   

June 30,

 

December 31,

   

2017

 

2016

Current maturities of capital lease obligations

 

$

1,021

   

$

3,288

 

Current portion of notes payable

 

18,750

   

18,750

 

Notes payable and indebtedness under revolving credit facility, net of current maturities and debt related costs

 

295,953

   

300,124

 

Unamortized debt related cost

 

859

   

1,064

 

Capital lease obligations, net of current maturities

 

46

   

140

 

Gross debt

 

316,629

   

323,366

 

Less:

       

Unrestricted cash and marketable securities

 

26,825

   

29,679

 

Net debt

 

$

289,804

   

$

293,687

 

 

About Vonage 
Vonage (NYSE: VG) is a leading provider of cloud communications services for business. Vonage transforms the way people work and businesses operate through a portfolio of cloud-based communications solutions that enable internal collaboration among employees, while also keeping companies closely connected with their customers, across any mode of communication, on any device. Vonage's API Platform provides tools for voice, messaging and phone verification services, allowing developers to embed contextual, programmable communications into mobile apps, websites and business systems, enabling enterprises to easily communicate relevant information to their customers in real time, anywhere in the world, through text messaging, chat, social media and voice. The Company also provides a robust suite of feature-rich residential communication solutions. In 2015 and 2016, Vonage was named a Visionary in the Gartner Magic Quadrant for Unified Communications as-a-Service, Worldwide. Vonage has also earned the Frost & Sullivan Growth Excellence Leadership Award for Hosted IP and Unified Communications and Collaboration (UCC) Services. For more information, visit www.vonage.com.

Use of Non-GAAP Financial Measures

This press release includes measures defined as non-GAAP financial measures by Regulation G adopted by the Securities and Exchange Commission, including: adjusted Operating Income Before Depreciation and Amortization ("adjusted OIBDA"), adjusted OIBDA less Capex, adjusted net income, net debt (cash), free cash flow and adjusted revenues.

Adjusted OIBDA

Vonage uses adjusted OIBDA as a principal indicator of the operating performance of its business.

Vonage defines adjusted OIBDA as GAAP income (loss) from operations excluding depreciation and amortization, share-based expense, acquisition related transaction and integration costs, change in contingent consideration, acquisition related consideration accounted for as compensation, organizational transformation costs and loss on sublease.

Vonage believes that adjusted OIBDA permits a comparative assessment of its operating performance, relative to its performance based on its GAAP results, while isolating the effects of depreciation and amortization, which may vary from period to period without any correlation to underlying operating performance; of share-based expense, which is a non-cash expense that also varies from period to period; of one-time acquisition related transaction and integration costs, acquisition related consideration accounted for as compensation and change in contingent consideration, organizational transformation costs and loss on sublease.

The Company provides information relating to its adjusted OIBDA so that investors have the same data that the Company employs in assessing its overall operations. The Company believes that trends in its Adjusted OIBDA are valuable indicators of the operating performance of the Company on a consolidated basis.

The Company does not reconcile its forward-looking adjusted OIBDA to the corresponding GAAP measure of income from operations due to the significant variability and difficulty in making accurate forecasts with respect to the various expenses we exclude, as they may be significantly impacted by future events the timing and nature of which are difficult to predict or are not within the control of management.  As such, the Company has determined that reconciliations of this forward-looking non-GAAP financial measure to the corresponding GAAP measure is not available without unreasonable effort.

Adjusted OIBDA less Capex

Vonage uses adjusted OIBDA less Capex as an indicator of the operating performance of its business. The Company provides information relating to its adjusted OIBDA less Capex so that investors have the same data that the Company employs in assessing its overall operations. The Company believes that trends in its Adjusted OIBDA less Capex are valuable indicators of the operating performance of the Company on a consolidated basis because they provide our investors with insight into current performance and period-to-period performance.

Adjusted net income

Vonage defines adjusted net income, as GAAP net income (loss) excluding amortization of acquisition-related intangible assets, acquisition related transaction and integration costs, change in contingent consideration, acquisition related consideration accounted for as compensation, loss on sublease and tax effect on adjusting items.

The Company believes that excluding these items will assist investors in evaluating the Company's operating performance and in better understanding its results of operations as amortization of acquisition-related intangible assets is a non-cash item, one-time acquisition related transaction and integration costs, change in contingent consideration, acquisition related consideration accounted for as compensation, loss on sublease and tax effect on adjusting items are not reflective of operating performance.

Net debt (cash)

Vonage defines net debt (cash) as the current maturities of capital lease obligations, current portion of notes payable, notes payable and indebtedness under revolving credit facility, net of current maturities and debt related costs, and capital lease obligations, net of current maturities, less unrestricted cash and marketable securities.

Vonage uses net debt (cash) as a measure of assessing leverage, as it reflects the gross debt under the Company's credit agreements and capital leases less cash available to repay such amounts. The Company believes that net cash is also a factor that first parties consider in valuing the Company.

Free cash flow

Vonage defines free cash flow as net cash provided by operating activities minus capital expenditures, purchase of intangible assets, and acquisition and development of software assets.

Vonage considers free cash flow to be a liquidity measure that provides useful information to management about the amount of cash generated by the business that, after the acquisition of equipment and software, can be used by Vonage for debt service and strategic opportunities. Free cash flow is not a measure of cash available for discretionary expenditures since the Company has certain non-discretionary obligations such as debt service that are not deducted from the measure.

The non-GAAP financial measures used by Vonage may not be directly comparable to similarly titled measures reported by other companies due to differences in accounting policies and items excluded or included in the adjustments, which limits its usefulness as a comparative measure. These non-GAAP financial measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results.

Safe Harbor Statement

This press release contains forward-looking statements, including statements about acquisitions, acquisition integration, growth priorities or plans, revenues, adjusted OIBDA, churn, seats, lines or accounts, average revenue per user, cost of telephony services, the Company's share repurchase plan, capital expenditures, new products and related investment, and other statements that are not historical facts or information, that constitute forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. In addition, other statements in this press release that are not historical facts or information may be forward-looking statements. The forward-looking statements in this release are based on information available at the time the statements are made and/or management's belief as of that time with respect to future events and involve risks and uncertainties that could cause actual results and outcomes to be materially different. Important factors that could cause such differences include, but are not limited to: the competition we face; the expansion of competition in the cloud communications market; our ability to adapt to rapid changes in the cloud communications market; the nascent state of the cloud communications for business market; our ability to retain customers and attract new customers; the risk associated with developing and maintaining effective internal sales teams and effective distribution channels; risks related to the acquisition or integration of businesses we have acquired; security breaches and other compromises of information security; risks associated with sales of our services to medium-sized and enterprise customers; our reliance on third party hardware and software; our dependence on third party facilities, equipment, systems and services; system disruptions or flaws in our technology and systems; our ability to scale our business and grow efficiently; our dependence on third party vendors; the impact of fluctuations in economic conditions, particularly on our small and medium business customers; our ability to comply with data privacy and related regulatory matters; our ability to obtain or maintain relevant intellectual property licenses; failure to protect our trademarks and internally developed software; fraudulent use of our name or services; intellectual property and other litigation that have been and may be brought against us; reliance on third parties for our 911 services; uncertainties relating to regulation of VoIP services; risks associated with legislative, regulatory or judicial actions regarding our CPaaS products; the impact of governmental export controls or sanctions on our CPaaS products; our ability to establish and expand strategic alliances; risks associated with operating abroad; risks associated with the taxation of our business; risks associated with a material weakness in our internal controls; our dependence upon key personnel; governmental regulation and taxes in our international operations; liability under anti-corruption laws; our dependence on our customers' existing broadband connections; differences between our services and traditional telephone service; restrictions in our debt agreements that may limit our operating flexibility; foreign currency exchange risk; the market for our stock; our ability to obtain additional financing if required; any reinstatement of holdbacks by our credit card processors; our history of net losses and ability to achieve consistent profitability in the future; and other factors that are set forth in the "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2016, in the Company's Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. While the Company may elect to update forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so, and therefore, you should not rely on these forward-looking statements as representing the Company's views as of any date subsequent to today.

(vg-f)

 

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SOURCE Vonage