Web.com Group, Inc. (NASDAQ: WEB), a leading global provider
of a full range of Internet services and online marketing solutions
for small businesses, today announced results for the second
quarter ended June 30, 2018.
"Web.com reported second quarter financial
results that exceeded our revenue and profitability guidance as we
continue to execute against our 2018 objectives. In terms of
our capital structure, as previously discussed, we intend to payoff
the outstanding balance of our senior convertible notes in August
using a combination of cash on hand and the currently undrawn
revolving credit facility," said David L. Brown, chairman, chief
executive officer and president of Web.com.
Brown added, "We continue to work towards
finalizing the previously announced transaction for Web.com to be
acquired, which is expected to close in the fourth quarter of this
year. The 'go-shop' period remains in effect until August 5,
2018."
Summary of Second Quarter 2018 Financial
Results:
- Total revenue, calculated in accordance with U.S. generally
accepted accounting principles (GAAP), was $186.7 million for the
second quarter of 2018, compared to $186.7 million for the second
quarter of 2017. Non-GAAP revenue was $187.8 million for the
second quarter of 2018, compared to $188.1 million in the
comparable prior year period. Results were above the high end
of both GAAP and non-GAAP revenue guidance of $181.0 to $184.0
million and $182.0 to $185.0 million, respectively.
- GAAP operating income was $18.2 million for the second quarter
of 2018, representing a 10% GAAP operating margin, compared to
$23.0 million, representing a 12% GAAP operating margin, for the
second quarter of 2017. Non-GAAP operating income was $41.5
million for the second quarter of 2018, representing a 22% non-GAAP
operating margin, compared to $42.9 million for the second quarter
of 2017, representing a 23% non-GAAP operating margin.
- GAAP net income was $6.2 million, or $0.13 per diluted share,
for the second quarter of 2018, representing a 3% GAAP net income
margin. GAAP net income was $8.0 million, or $0.16 per
diluted share, for the second quarter of 2017, representing a 4%
GAAP net income margin.
- Adjusted EBITDA was $47.0 million for the second quarter of
2018, representing an adjusted EBITDA margin of 25%, surpassing the
high end of the Company's adjusted EBITDA guidance of $44.0 to
$46.0 million. The Company had adjusted EBITDA of $48.2
million for the second quarter of 2017, representing a 26% adjusted
EBITDA margin.
- The Company generated cash from operations of $31.3 million for
the second quarter of 2018, compared to $43.8 million of cash flow
from operations for the second quarter of 2017.
Second Quarter Operating
Highlights:
- Web.com's total net subscribers were approximately 3,280,000 at
the end of the second quarter of 2018, declining approximately
69,000 from the end of the first quarter of 2018.
- Web.com's average revenue per user (ARPU) was $18.70 for the
second quarter of 2018 compared to $17.72 for the second quarter of
2017. ARPU increased sequentially during the second quarter
of 2018 from $18.34 during the first quarter of 2018.
- Web.com's trailing twelve month customer retention rate was
86.1% for the second quarter of 2018.
In light of the pending transaction, Web.com
will not hold a conference call to discuss second quarter results,
publish supplemental earnings materials, or provide guidance.
The Company's previously issued guidance should no longer be relied
upon.
About Web.comSince 1997,
Web.com (Nasdaq: WEB) has been the marketing partner for businesses
wanting to connect with more customers and grow. We listen, then
apply our expertise to deliver solutions that owners need to market
and manage their businesses, from building brands online to
reaching more customers or growing relationships with existing
customers. For some, this means a fast, reliable, attractive
website; for others, it means customized marketing plans that
deliver local leads; and for others, it means customer-scheduling
or customer-relationship marketing (CRM) tools that help businesses
run more efficiently. Owners from big to small can focus on running
the companies they know while we handle the marketing they need. To
learn how this global company collaborates with customers and
employees to achieve their potential, explore www.web.com or
follow on Twitter at @webdotcom or on Facebook at
www.facebook.com/web.com.
Note to Editors: Web.com is a registered
trademark of Web.com Group, Inc.
Use of Non-GAAP Financial
Measures
Some of the measures in this press release are
non-GAAP financial measures within the meaning of the SEC
Regulation G. Web.com believes presenting non-GAAP measures is
useful to investors, because it describes the operating performance
of the Company, in ways that management views or uses to assess the
performance of the Company. Web.com's management uses these
non-GAAP measures as important indicators of the Company's past
performance and in planning and forecasting performance in future
periods. The non-GAAP financial information Web.com presents may
not be comparable to similarly-titled financial measures used by
other companies, and investors should not consider non-GAAP
financial measures in isolation from, or in substitution for,
financial information presented in compliance with GAAP.
You are encouraged to review the reconciliation
of non-GAAP financial measures to GAAP financial measures included
elsewhere in this press release.
Relative to each of the non-GAAP measures
Web.com presents, management further sets forth its rationale as
follows:
- Non-GAAP Revenue. Web.com excludes from non-GAAP revenue the
impact of the fair value adjustments to amortized deferred revenue
because management believes that excluding such measure helps
management and investors better understand the Company's revenue
trends.
- Non-GAAP Operating Income and Non-GAAP Operating Margin.
Web.com excludes from non-GAAP operating income and non-GAAP
operating margin, amortization of intangibles, asset impairment,
stock-based compensation charges, restructuring expenses, corporate
development expenses and fair value adjustments to deferred revenue
and deferred expense because management believes that adjusting for
such measures helps management and investors better understand the
Company's operating activities.
- Adjusted EBITDA and Adjusted EBITDA Margin. Web.com excludes
from adjusted EBITDA and adjusted EBITDA margin depreciation and
amortization expense, loss on sale of assets, loss on
extinguishment of debt, asset impairment, income tax provision,
interest expense, interest income, stock-based compensation, fair
value adjustments to deferred revenue and deferred expense,
corporate development expenses and restructuring expenses, because
management believes that excluding such items helps investors
better understand the Company's operating activities.
- Non-GAAP Cost of Revenue (excluding depreciation and
amortization). Web.com excludes from non-GAAP cost of revenue
(excluding depreciation and amortization) the fair value
adjustments to deferred expense and stock based compensation
charges because management believes that adjusting for such
measures helps management and investors better understand the
company's operating activities.
- Free Cash Flow. Free cash flow is a non-GAAP financial measure
that Web.com uses and defines as net cash provided by operating
activities less capital expenditures. The Company considers free
cash flow to be a liquidity measure which provides useful
information to management and investors about the amount of cash
generated by the business after the acquisition of property and
equipment, which can then be used for investment
opportunities.
In respect of the foregoing, Web.com provides
the following supplemental information to provide additional
context for the use and consideration of the non-GAAP financial
measures used elsewhere in this press release:
- Stock-based compensation. These expenses consist of expenses
for employee stock options and employee awards under Accounting
Standards Codification ("ASC") 718-10. While stock-based
compensation expense calculated in accordance with ASC 718-10
constitutes an ongoing and recurring expense, such expense is
excluded from non-GAAP results because such expense is not used by
management to assess the core profitability of the Company's
business operations. Web.com further believes these measures are
useful to investors in that they allow for greater transparency to
certain line items in the Company's financial statements. In
addition, when management performs internal comparisons to
Web.com's historical operating results and compares the Company's
operating results to the Company's competitors, management excludes
this item from various non-GAAP measures.
- Amortization of intangibles. Web.com incurs amortization of
acquired intangibles under ASC 805-10-65. Acquired intangibles
primarily consist of customer relationships, customer lists,
non-compete agreements, trade names, and developed technology.
Web.com expects to amortize for accounting purposes the fair value
of the acquired intangibles based on the pattern in which the
economic benefits of the intangible assets will be consumed as
revenue is generated. Although the intangible assets generate
revenue, the Company believes the non-GAAP financial measures
excluding this item provide meaningful supplemental information
regarding the Company's operational performance. In addition, when
management performs internal comparisons to Web.com's historical
operating results and compares the Company's operating results to
the Company's competitors, management excludes this item from
various non-GAAP measures.
- Depreciation expense. Web.com records depreciation expense
associated with its fixed assets. Although its fixed assets
generate revenue for Web.com, the item is excluded because
management believes certain non-GAAP financial measures excluding
this item provide meaningful supplemental information regarding the
Company's operational performance. In addition, when management
performs internal comparisons to Web.com's historical operating
results and compares the Company's operating results to the
Company's competitors, management excludes this item from various
non-GAAP measures.
- Restructuring expense. Web.com has recorded restructuring
expenses and excludes the impact of these expenses from its
non-GAAP measures, because such expense is not used by management
to assess the core profitability of the Company's business
operations.
- Fair value adjustments to deferred revenue and deferred
expense. Web.com has recorded fair value adjustments to acquired
deferred revenue and deferred expense in accordance with ASC
805-10-65. Web.com excludes the impact of these adjustments from
its non-GAAP measures, because doing so results in non-GAAP revenue
and non-GAAP net income which are reflective of ongoing operating
results and more comparable to historical operating results, since
the majority of the Company's revenue is recurring subscription
revenue. Excluding the fair value adjustments to deferred revenue
and deferred expense therefore facilitates management's internal
comparisons to Web.com's historical operating results.
- Corporate development expenses. Web.com incurred expenses
relating to acquisitions and the successful integration of
acquisitions. Web.com excludes the impact of these expenses from
its non-GAAP measures, because such expense is not used by
management to assess the core profitability of the Company's
business operations.
- Gains or losses from asset sales or impairment and certain
other transactions. Web.com excludes the impact of asset sales
or impairment and certain other transactions including debt
extinguishments and the sale of equity method investments from its
non-GAAP measures because the impact of these items is not
considered part of the Company's ongoing operations.
- Monthly average revenue per user, or ARPU. ARPU is a
metric the Company measures on a quarterly basis. The Company
defines ARPU as quarterly non-GAAP subscription revenue divided by
the average of the number of subscribers at the beginning of the
quarter and the number of subscribers at the end of the quarter,
divided by three months. The Company excludes from subscription
revenue the impact of the fair value adjustments to deferred
revenue resulting from acquisition-related write downs.
Forward-Looking StatementsThis
press release includes "forward-looking statements" including,
without limitation, the statements regarding finalizing in the 4th
quarter our pending acquisition by Siris Capital Group and the
Company's intention to payoff its senior convertible notes, are
subject to risks, uncertainties and other factors that could cause
actual results or outcomes to differ materially from those
contemplated by the forward-looking statements. Risks and
uncertainties relating to the Company’s previously announced
transaction include, but are not limited to: (i) the risk that the
transaction may not be completed in a timely manner or at all,
which may adversely affect Web.com’s business and the price of its
common stock, (ii) the failure to satisfy the conditions to the
consummation of the transaction, including the adoption of the
merger agreement by the stockholders of Web.com, and the receipt of
certain governmental and regulatory approvals, (iii) the failure of
Parent and Merger Sub to obtain the necessary financing pursuant to
the arrangements set forth in the debt commitment letters delivered
pursuant to the merger agreement or otherwise, (iv) the occurrence
of any event, change or other circumstance that could give rise to
the termination of the merger agreement, (v) the effect of the
announcement or pendency of the transaction on Web.com’s business
relationships, operating results, and business generally, (vi)
risks that the proposed transaction disrupts current plans and
operations of Web.com and potential difficulties in Web.com
employee retention as a result of the transaction, (vii) risks
related to diverting management’s attention from Web.com’s ongoing
business operations, and (viii) the outcome of any legal
proceedings that may be instituted against the parties to the
merger agreement related to the merger agreement or the underlying
transaction. The foregoing list of factors is not exhaustive. As a
result of the ultimate outcome of such risks and uncertainties,
Web.com's actual results could differ materially from those
anticipated in these forward-looking statements. These statements
are based on Web.com's current beliefs or expectations, and there
are a number of important factors that could cause the actual
results or outcomes to differ materially from those indicated by
these forward-looking statements, including, without limitation,
risks related to the successful offering of the products and
services of Web.com; and other risks that may impact Web.com's
business. Other risk factors are set forth under the caption, "Risk
Factors," in Web.com's Annual Report on Form 10-K for the year
ended December 31, 2017 and Form 10-Q for the quarter ended March
31, 2018, as filed with the Securities and Exchange Commission,
which are available on a website maintained by the Securities and
Exchange Commission at www.sec.gov. Web.com expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein as a
result of new information, future events or otherwise.
Additional Information and Where to Find
It.
In connection with the proposed transaction,
Web.com will be filing with the SEC a proxy statement (the “proxy
statement”) and mail the proxy statement to its stockholders.
INVESTORS AND SECURITY HOLDERS OF WEB.COM ARE URGED TO READ
THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE, AND OTHER RELEVANT
DOCUMENTS, AND ANY RELATED AMENDMENTS OR SUPPLEMENTS, FILED WITH
THE SEC CAREFULLY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT WEB.COM, THE PROPOSED TRANSACTION AND RELATED
MATTERS. Investors and security holders may obtain free
copies of the proxy statement and other documents (when available)
that Web.com files with the SEC through the website maintained by
the SEC at www.sec.gov. Copies of the documents filed with the SEC
by Web.com will be available free of charge on Web.com’s website at
https://ir.web.com/financial-information/sec-filings or by
contacting Web.com’s Investor Relations Department at
Ira.Berger@web.com.
Participants in the
Solicitation
Web.com and certain of its directors, executive
officers and employees may be considered participants in the
solicitation of proxies in connection with the proposed
transaction. Information regarding the persons who may, under the
rules of the SEC, be deemed participants in the solicitation of the
shareholders of Web.com in connection with the transaction,
including a description of their respective direct or indirect
interests, by security holdings or otherwise, will be included in
the Proxy Statement described above when it is filed with the SEC.
Additional information regarding Web.com’s directors and executive
officers is also included in Web.com’s proxy statement for its 2018
Annual Meeting of Stockholders, which was filed with the SEC on
March 30, 2018. These documents are available free of charge as
described above.
No Offer or Solicitation
This communication is neither an offer to buy,
nor a solicitation of an offer to sell, subscribe for or buy any
securities or the solicitation of any vote or approval in any
jurisdiction pursuant to or in connection with the proposed
transaction or otherwise, nor shall there be any sale, issuance or
transfer of securities in any jurisdiction in contravention of
applicable law.
ContactsInvestors:Ira
Berger904-680-6909Ira.Berger@web.com
Media:Brian
Wright904-371-6856Brian.Wright@web.com
Source: Web.com
Web.com Group, Inc. |
Consolidated Statements of
Comprehensive Income |
(in thousands, except for per
share data) |
(unaudited) |
|
|
Three months ended June
30, |
|
Six months ended June
30, |
|
2018 |
|
2017 |
|
2018 |
|
2017 |
|
|
|
|
|
|
|
|
Revenue |
$ |
186,690 |
|
|
$ |
186,731 |
|
|
$ |
373,431 |
|
|
$ |
371,850 |
|
|
|
|
|
|
|
|
|
Cost of
Revenue and Operating Expenses: |
|
|
|
|
|
|
|
Cost of
revenue (excluding depreciation and amortization) |
61,304 |
|
|
58,527 |
|
|
124,018 |
|
|
116,450 |
|
Sales and
marketing |
47,643 |
|
|
49,230 |
|
|
99,223 |
|
|
100,141 |
|
Technology
and development |
17,157 |
|
|
17,323 |
|
|
37,158 |
|
|
34,324 |
|
General and
administrative |
24,741 |
|
|
21,252 |
|
|
41,345 |
|
|
41,108 |
|
Restructuring expense |
— |
|
|
— |
|
|
2,703 |
|
|
312 |
|
Asset
impairment |
193 |
|
|
— |
|
|
286 |
|
|
143 |
|
Depreciation and amortization |
17,475 |
|
|
17,401 |
|
|
34,989 |
|
|
35,834 |
|
Total cost
of revenue and operating expenses |
168,513 |
|
|
163,733 |
|
|
339,722 |
|
|
328,312 |
|
Income from
operations |
18,177 |
|
|
22,998 |
|
|
33,709 |
|
|
43,538 |
|
|
|
|
|
|
|
|
|
Interest
expense, net |
(8,334 |
) |
|
(8,146 |
) |
|
(17,094 |
) |
|
(16,036 |
) |
Loss from
debt extinguishment |
(497 |
) |
|
— |
|
|
(497 |
) |
|
— |
|
Net income
before income taxes |
9,346 |
|
|
14,852 |
|
|
16,118 |
|
|
27,502 |
|
Income tax
expense |
(3,134 |
) |
|
(6,806 |
) |
|
(5,328 |
) |
|
(12,940 |
) |
Net
income |
$ |
6,212 |
|
|
$ |
8,046 |
|
|
$ |
10,790 |
|
|
$ |
14,562 |
|
|
|
|
|
|
|
|
|
Other
comprehensive income: |
|
|
|
|
|
|
|
Foreign currency translation adjustments |
(1,951 |
) |
|
(624 |
) |
|
(2,016 |
) |
|
(25 |
) |
Unrealized gain on investments, net of tax |
— |
|
|
— |
|
|
— |
|
|
1 |
|
Total
comprehensive income |
$ |
4,261 |
|
|
$ |
7,422 |
|
|
$ |
8,774 |
|
|
$ |
14,538 |
|
|
|
|
|
|
|
|
|
Basic
earnings per share: |
|
|
|
|
|
|
|
Net income
per basic common share |
$ |
0.13 |
|
|
$ |
0.16 |
|
|
$ |
0.23 |
|
|
$ |
0.30 |
|
Diluted
earnings per share: |
|
|
|
|
|
|
|
Net income
per diluted common share |
$ |
0.13 |
|
|
$ |
0.16 |
|
|
$ |
0.22 |
|
|
$ |
0.29 |
|
|
|
|
|
|
|
|
|
Web.com Group, Inc. |
|
Consolidated Balance
Sheets |
|
(in thousands, except share
amounts) |
|
|
|
|
|
|
|
|
|
June 30, 2018 |
|
December 31, 2017 |
|
Assets |
|
(unaudited) |
|
|
|
|
|
|
|
|
|
Current
assets: |
|
|
|
|
|
Cash and cash equivalents |
|
$ |
29,932 |
|
|
$ |
11,976 |
|
|
Accounts receivable, net of allowance of $2,440 and $1,454,
respectively |
|
25,100 |
|
|
25,424 |
|
|
Prepaid expenses |
|
15,726 |
|
|
10,220 |
|
|
Deferred expenses |
|
65,716 |
|
|
63,267 |
|
|
Other current assets |
|
5,425 |
|
|
3,054 |
|
|
Total
current assets |
|
141,899 |
|
|
113,941 |
|
|
|
|
|
|
|
|
Property
and equipment, net |
|
53,941 |
|
|
57,188 |
|
|
Deferred
expenses |
|
48,954 |
|
|
46,316 |
|
|
Goodwill |
|
882,294 |
|
|
885,662 |
|
|
Intangible
assets, net |
|
346,716 |
|
|
371,571 |
|
|
Other
assets |
|
26,637 |
|
|
21,565 |
|
|
Total
assets |
|
$ |
1,500,441 |
|
|
$ |
1,496,243 |
|
|
|
|
|
|
|
|
Liabilities and stockholders' equity |
|
|
|
|
|
Current
liabilities: |
|
|
|
|
|
Accounts payable |
|
$ |
18,081 |
|
|
$ |
23,357 |
|
|
Accrued expenses |
|
11,914 |
|
|
15,957 |
|
|
Accrued compensation and benefits |
|
11,962 |
|
|
15,560 |
|
|
Deferred revenue |
|
241,151 |
|
|
233,574 |
|
|
Current portion of debt |
|
4,946 |
|
|
16,612 |
|
|
Deferred consideration |
|
561 |
|
|
22,466 |
|
|
Other liabilities |
|
10,092 |
|
|
6,321 |
|
|
Total
current liabilities |
|
298,707 |
|
|
333,847 |
|
|
|
|
|
|
|
|
Deferred
revenue |
|
186,200 |
|
|
185,886 |
|
|
Long-term
debt |
|
638,101 |
|
|
630,358 |
|
|
Deferred
tax liabilities |
|
55,918 |
|
|
51,042 |
|
|
Other
long-term liabilities |
|
19,755 |
|
|
20,474 |
|
|
Total
liabilities |
|
1,198,681 |
|
|
1,221,607 |
|
|
Stockholders' equity: |
|
|
|
|
|
Common
stock, $0.001 par value per share: 150,000,000 sharesauthorized,
50,006,762 and 48,845,352 shares issued and outstandingat June 30,
2018 and December 31, 2017, respectively |
|
50 |
|
|
49 |
|
|
Additional
paid-in capital |
|
586,879 |
|
|
585,179 |
|
|
Treasury
stock at cost, 3,731,243 and 4,305,221 shares at June 30,2018 and
December 31, 2017, respectively |
|
(97,737 |
) |
|
(111,093 |
) |
|
Accumulated
other comprehensive loss |
|
(6,519 |
) |
|
(4,503 |
) |
|
Accumulated
deficit (1) |
|
(180,913 |
) |
|
(194,996 |
) |
|
Total
stockholders' equity |
|
301,760 |
|
|
274,636 |
|
|
Total
liabilities and stockholders' equity |
|
$ |
1,500,441 |
|
|
$ |
1,496,243 |
|
|
(1) The Company adopted Accounting Standards Update ("ASU")
2014-09 on January 1, 2018 using the modified retrospective
transition method and recorded a $3.3 million adjustment for
previously unrecognized costs to acquire contracts in opening
accumulated deficit on January 1, 2018. |
|
|
|
Web.com Group, Inc. |
Consolidated Statements of Cash
Flows |
(in thousands) |
(unaudited) |
|
|
|
|
|
Three months endedJune
30, |
|
Six months endedJune
30, |
|
2018 |
|
2017 |
|
2018 |
|
2017 |
Cash flows from operating activities |
|
|
|
|
|
|
|
Net
income |
$ |
6,212 |
|
|
$ |
8,046 |
|
|
$ |
10,790 |
|
|
$ |
14,562 |
|
Adjustments
to reconcile net income to net cash provided by operating
activities: |
|
|
|
|
|
|
|
Loss from
debt extinguishment |
497 |
|
|
— |
|
|
497 |
|
|
— |
|
Depreciation and amortization |
17,475 |
|
|
17,401 |
|
|
34,989 |
|
|
35,834 |
|
Stock based
compensation |
5,681 |
|
|
6,102 |
|
|
11,455 |
|
|
11,659 |
|
Deferred
income taxes |
2,462 |
|
|
5,502 |
|
|
4,175 |
|
|
11,176 |
|
Amortization of debt issuance costs and other |
3,592 |
|
|
3,702 |
|
|
7,362 |
|
|
7,399 |
|
Loss on
sale of assets |
4 |
|
|
— |
|
|
16 |
|
|
— |
|
Asset
impairment |
193 |
|
|
— |
|
|
286 |
|
|
143 |
|
Changes in
operating assets and liabilities: |
|
|
|
|
|
|
|
Accounts receivable, net |
1,547 |
|
|
(1,999 |
) |
|
(193 |
) |
|
986 |
|
Prepaid expenses and other assets |
(1,926 |
) |
|
1,652 |
|
|
(9,934 |
) |
|
(5,216 |
) |
Deferred expenses |
(234 |
) |
|
159 |
|
|
(998 |
) |
|
(1,535 |
) |
Accounts payable |
(2,526 |
) |
|
5,987 |
|
|
(4,098 |
) |
|
(169 |
) |
Accrued expenses and other liabilities |
(655 |
) |
|
(2,236 |
) |
|
(1,493 |
) |
|
347 |
|
Accrued compensation and benefits |
(1,182 |
) |
|
1,614 |
|
|
(3,476 |
) |
|
(3,672 |
) |
Deferred revenue |
163 |
|
|
(2,152 |
) |
|
9,090 |
|
|
5,452 |
|
Net cash
provided by operating activities |
31,303 |
|
|
43,778 |
|
|
58,468 |
|
|
76,966 |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
Business
acquisitions, net of cash acquired |
— |
|
|
— |
|
|
(18 |
) |
|
(8,587 |
) |
Capital
expenditures |
(4,116 |
) |
|
(5,394 |
) |
|
(9,131 |
) |
|
(10,573 |
) |
Other |
— |
|
|
— |
|
|
— |
|
|
— |
|
Net cash
used in investing activities |
(4,116 |
) |
|
(5,394 |
) |
|
(9,149 |
) |
|
(19,160 |
) |
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
Stock
issuance costs |
(4 |
) |
|
(1 |
) |
|
(5 |
) |
|
(4 |
) |
Common
stock repurchased |
(573 |
) |
|
(199 |
) |
|
(4,206 |
) |
|
(3,559 |
) |
Payments of
long-term debt |
(115,025 |
) |
|
(25,516 |
) |
|
(115,025 |
) |
|
(27,954 |
) |
Payments of
revolving credit facility |
(10,000 |
) |
|
(56,313 |
) |
|
(24,000 |
) |
|
(56,313 |
) |
Proceeds
from exercise of stock options |
6,568 |
|
|
4,563 |
|
|
7,798 |
|
|
8,979 |
|
Deferred
consideration payment |
— |
|
|
— |
|
|
(22,000 |
) |
|
(18,933 |
) |
Proceeds
from borrowings on long-term debt |
115,291 |
|
|
50,000 |
|
|
115,291 |
|
|
50,000 |
|
Proceeds
from borrowings on revolving credit facility |
— |
|
|
— |
|
|
14,000 |
|
|
7,000 |
|
Debt
issuance costs |
(3,015 |
) |
|
(1,927 |
) |
|
(3,015 |
) |
|
(1,927 |
) |
Common
stock purchases under stock repurchase plan |
— |
|
|
— |
|
|
— |
|
|
(2,081 |
) |
Net cash
used in financing activities |
(6,758 |
) |
|
(29,393 |
) |
|
(31,162 |
) |
|
(44,792 |
) |
|
|
|
|
|
|
|
|
Effect of
exchange rate changes on cash |
(157 |
) |
|
(10 |
) |
|
(200 |
) |
|
(12 |
) |
|
|
|
|
|
|
|
|
Net
increase in cash and cash equivalents |
20,272 |
|
|
8,981 |
|
|
17,957 |
|
|
13,002 |
|
Cash, cash
equivalents, and restricted cash, beginning of period |
14,571 |
|
|
29,794 |
|
|
16,886 |
|
|
25,773 |
|
Cash, cash
equivalents, and restricted cash, end of period |
$ |
34,843 |
|
|
$ |
38,775 |
|
|
$ |
34,843 |
|
|
$ |
38,775 |
|
|
|
|
|
|
|
|
|
Supplemental cash flow information |
|
|
|
|
|
|
|
Interest
paid |
$ |
4,181 |
|
|
$ |
3,851 |
|
|
$ |
9,821 |
|
|
$ |
8,812 |
|
Income
taxes paid, net |
$ |
1,337 |
|
|
$ |
1,212 |
|
|
$ |
1,724 |
|
|
$ |
1,573 |
|
|
|
|
|
|
|
|
|
In fiscal 2017, we adopted ASU 2016-18, Statement of Cash
Flows (Topic 230): Restricted Cash, which requires a statement of
cash flows explain the change during the period in the total of
cash, cash equivalents, and restricted cash and cash equivalents.
Prior year amounts have been restated to reflect the adoption which
increased the beginning and end of period cash, cash equivalents
and restricted cash at December 31, 2016 and June 30, 2017,
respectively by approximately $5.3 million each from the previously
as filed amounts. |
|
Web.com Group, Inc. |
Reconciliations of GAAP to
Non-GAAP Results |
(in thousands, except for per
share data) |
(unaudited) |
|
|
|
|
|
Three months ended June
30, |
|
Six months ended June
30, |
|
2018 |
|
2017 |
|
2018 |
|
2017 |
Reconciliation of GAAP revenue to non-GAAP
revenue |
|
|
|
|
|
|
|
GAAP
revenue |
$ |
186,690 |
|
|
$ |
186,731 |
|
|
$ |
373,431 |
|
|
$ |
371,850 |
|
Fair
value adjustments to deferred revenue |
1,153 |
|
|
1,328 |
|
|
2,248 |
|
|
3,038 |
|
Non-GAAP
revenue |
$ |
187,843 |
|
|
$ |
188,059 |
|
|
$ |
375,679 |
|
|
$ |
374,888 |
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP operating income to non-GAAP
operating income |
|
|
|
|
|
|
|
GAAP
operating income |
$ |
18,177 |
|
|
$ |
22,998 |
|
|
$ |
33,709 |
|
|
$ |
43,538 |
|
Amortization of intangibles |
11,946 |
|
|
12,085 |
|
|
24,191 |
|
|
24,964 |
|
Loss on sale of assets |
4 |
|
|
— |
|
|
16 |
|
|
— |
|
Asset impairment |
193 |
|
|
— |
|
|
286 |
|
|
143 |
|
Stock based compensation |
5,681 |
|
|
6,102 |
|
|
11,455 |
|
|
11,659 |
|
Restructuring expense |
— |
|
|
— |
|
|
2,703 |
|
|
312 |
|
Corporate development |
4,329 |
|
|
340 |
|
|
4,396 |
|
|
767 |
|
Fair
value adjustments to deferred revenue |
1,153 |
|
|
1,328 |
|
|
2,248 |
|
|
3,038 |
|
Fair
value adjustments to deferred expense |
23 |
|
|
46 |
|
|
50 |
|
|
104 |
|
Non-GAAP
Operating Income |
$ |
41,506 |
|
|
$ |
42,899 |
|
|
$ |
79,054 |
|
|
$ |
84,525 |
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP operating margin to non-GAAP
operating margin |
|
|
|
|
|
|
|
GAAP
operating margin |
10 |
% |
|
12 |
% |
|
9 |
% |
|
12 |
% |
Amortization of intangibles |
6 |
|
|
6 |
|
|
6 |
|
|
7 |
|
Loss on sale of assets |
— |
|
|
— |
|
|
— |
|
|
— |
|
Asset impairment |
— |
|
|
— |
|
|
— |
|
|
— |
|
Stock based compensation |
3 |
|
|
3 |
|
|
3 |
|
|
3 |
|
Restructuring expense |
— |
|
|
— |
|
|
1 |
|
|
— |
|
Corporate development |
2 |
|
|
1 |
|
|
1 |
|
|
— |
|
Fair
value adjustments to deferred revenue |
1 |
|
|
1 |
|
|
1 |
|
|
1 |
|
Fair
value adjustments to deferred expense |
— |
|
|
— |
|
|
— |
|
|
— |
|
Non-GAAP
operating margin |
22 |
% |
|
23 |
% |
|
21 |
% |
|
23 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP net income to
adjustedEBITDA |
|
|
|
|
|
|
|
GAAP net
income |
$ |
6,212 |
|
|
$ |
8,046 |
|
|
$ |
10,790 |
|
|
$ |
14,562 |
|
Depreciation & Amortization |
17,475 |
|
|
17,401 |
|
|
34,989 |
|
|
35,834 |
|
Loss
on sale of assets |
4 |
|
|
— |
|
|
16 |
|
|
— |
|
Loss
from debt extinguishment |
497 |
|
|
— |
|
|
497 |
|
|
— |
|
Asset impairment |
193 |
|
|
— |
|
|
286 |
|
|
143 |
|
Stock based compensation |
5,681 |
|
|
6,102 |
|
|
11,455 |
|
|
11,659 |
|
Restructuring expense |
— |
|
|
— |
|
|
2,703 |
|
|
312 |
|
Corporate development |
4,329 |
|
|
340 |
|
|
4,396 |
|
|
767 |
|
Fair
value adjustments to deferred revenue |
1,153 |
|
|
1,328 |
|
|
2,248 |
|
|
3,038 |
|
Fair
value adjustments to deferred expense |
23 |
|
|
46 |
|
|
50 |
|
|
104 |
|
Interest expense, net |
8,334 |
|
|
8,146 |
|
|
17,094 |
|
|
16,036 |
|
Income tax expense |
3,134 |
|
|
6,806 |
|
|
5,328 |
|
|
12,940 |
|
Adjusted
EBITDA |
$ |
47,035 |
|
|
$ |
48,215 |
|
|
$ |
89,852 |
|
|
$ |
95,395 |
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP net income margin toadjusted EBITDA
margin |
|
|
|
|
|
|
|
GAAP net
income margin |
3 |
% |
|
4 |
% |
|
3 |
% |
|
4 |
% |
Depreciation & Amortization |
9 |
|
|
8 |
|
|
9 |
|
|
10 |
|
Loss on sale of assets |
— |
|
|
— |
|
|
— |
|
|
— |
|
Loss from debt extinguishment |
— |
|
|
— |
|
|
— |
|
|
— |
|
Asset impairment |
— |
|
|
— |
|
|
— |
|
|
— |
|
Stock based compensation |
3 |
|
|
3 |
|
|
3 |
|
|
3 |
|
Restructuring expense |
— |
|
|
— |
|
|
1 |
|
|
— |
|
Corporate development |
2 |
|
|
1 |
|
|
1 |
|
|
— |
|
Fair
value adjustments to deferred revenue |
1 |
|
|
1 |
|
|
1 |
|
|
1 |
|
Fair
value adjustments to deferred expense |
— |
|
|
— |
|
|
— |
|
|
— |
|
Interest expense, net |
5 |
|
|
5 |
|
|
5 |
|
|
4 |
|
Income tax expense |
2 |
|
|
4 |
|
|
1 |
|
|
3 |
|
Adjusted
EBITDA margin |
25 |
% |
|
26 |
% |
|
24 |
% |
|
25 |
% |
|
|
|
|
|
|
|
|
Reconciliation of net cash provided by operatingactivities
to free cash flow |
|
|
|
|
|
|
|
Net cash
provided by operating activities |
$ |
31,303 |
|
|
$ |
43,778 |
|
|
$ |
58,468 |
|
|
$ |
76,966 |
|
Capital expenditures |
(4,116 |
) |
|
(5,394 |
) |
|
(9,131 |
) |
|
(10,573 |
) |
Free cash flow |
$ |
27,187 |
|
|
$ |
38,384 |
|
|
$ |
49,337 |
|
|
$ |
66,393 |
|
|
|
|
|
|
|
|
|
Net cash
used in investing activities |
$ |
(4,116 |
) |
|
$ |
(5,394 |
) |
|
$ |
(9,149 |
) |
|
$ |
(19,160 |
) |
Net cash
used in financing activities |
$ |
(6,758 |
) |
|
$ |
(29,393 |
) |
|
$ |
(31,162 |
) |
|
$ |
(44,792 |
) |
|
|
|
|
|
|
|
|
Reconciliation of GAAP cost of revenue
(excludingdepreciation and amortization) to non-GAAP cost ofrevenue
(excluding depreciation and amortization) |
|
|
|
|
|
|
|
Cost of
revenue (excluding depreciation and amortization) |
$ |
61,304 |
|
|
$ |
58,527 |
|
|
$ |
124,018 |
|
|
$ |
116,450 |
|
Less: Fair value adjustments to deferred expenses |
(23 |
) |
|
(46 |
) |
|
(50 |
) |
|
(104 |
) |
Less: Stock based compensation |
(240 |
) |
|
(281 |
) |
|
(500 |
) |
|
(550 |
) |
Non-GAAP
cost of revenue (excluding depreciation and amortization) |
$ |
61,041 |
|
|
$ |
58,200 |
|
|
$ |
123,468 |
|
|
$ |
115,796 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP revenue to non-GAAPsubscription
revenue used in ARPU |
Three monthsended June
30,2018 |
|
Three monthsended June
30,2017 |
|
Three monthsended March
31,2018 |
|
|
GAAP
revenue |
$ |
186,690 |
|
|
$ |
186,731 |
|
|
$ |
186,741 |
|
|
|
Fair value adjustments to deferred revenue |
1,153 |
|
|
1,328 |
|
|
1,095 |
|
|
|
Non-GAAP revenue |
$ |
187,843 |
|
|
$ |
188,059 |
|
|
$ |
187,836 |
|
|
|
Professional services and other revenue |
(1,933 |
) |
|
(2,220 |
) |
|
(1,845 |
) |
|
|
Non-GAAP
subscription revenue used in ARPU |
$ |
185,910 |
|
|
$ |
185,839 |
|
|
$ |
185,991 |
|
|
|
Average subscribers (in thousands) |
3,314 |
|
|
3,497 |
|
|
3,380 |
|
|
|
ARPU
(Non-GAAP subscription revenue per subscriberover 3 month
period) |
$ |
18.70 |
|
|
$ |
17.72 |
|
|
$ |
18.34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP revenue to non-GAAP
revenue |
Guidance for three months endedJune
30, 2018 as of May 3, 2018 |
|
|
|
|
GAAP
revenue |
$ |
181,000 |
|
- |
$ |
184,000 |
|
|
|
|
|
Fair value adjustments to deferred revenue |
1,000 |
|
|
1,000 |
|
|
|
|
|
Non-GAAP
revenue |
$ |
182,000 |
|
- |
$ |
185,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Note that the Company has not reconciled Adjusted EBITDA
guidance to GAAP net income because it does not provide guidance on
GAAP net income or the reconciling items between Adjusted EBITDA
and net income as a result of the substantial uncertainty
regarding, and the potential substantial variability of, these
items. The actual amount of net income and such responding
reconciling items will have a significant effect on Adjusted
EBITDA. Accordingly a reconciliation of the non-GAAP
financial measure guidance to the corresponding GAAP measure is not
available without unreasonable effort. |
|
Web.com Group, Inc. |
Supplemental
Information |
(in thousands, except for per
share data) |
(unaudited) |
|
|
|
|
|
|
|
Three months ended June
30, |
|
Six months ended June
30, |
|
2018 |
|
2017 |
|
2018 |
|
2017 |
Stock based compensation |
|
|
|
|
|
|
|
Cost of revenue |
$ |
240 |
|
|
$ |
281 |
|
|
$ |
500 |
|
|
$ |
550 |
|
Sales and marketing |
1,533 |
|
|
1,261 |
|
|
3,040 |
|
|
2,631 |
|
Technology and development |
1,027 |
|
|
1,032 |
|
|
2,161 |
|
|
2,032 |
|
General and administrative |
2,881 |
|
|
3,528 |
|
|
5,754 |
|
|
6,446 |
|
Total |
$ |
5,681 |
|
|
$ |
6,102 |
|
|
$ |
11,455 |
|
|
$ |
11,659 |
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
Subscription |
$ |
184,757 |
|
|
$ |
184,511 |
|
|
$ |
369,653 |
|
|
$ |
367,859 |
|
Professional services and other |
1,933 |
|
|
2,220 |
|
|
3,778 |
|
|
3,991 |
|
Total |
$ |
186,690 |
|
|
$ |
186,731 |
|
|
$ |
373,431 |
|
|
$ |
371,850 |
|
|
|
|
|
|
|
|
|
Other Information |
|
|
|
|
|
|
|
Non-GAAP
operating income |
$ |
41,506 |
|
|
$ |
42,899 |
|
|
$ |
79,054 |
|
|
$ |
84,525 |
|
GAAP
interest expense, net |
$ |
8,334 |
|
|
$ |
8,146 |
|
|
$ |
17,094 |
|
|
$ |
16,036 |
|
Amortization of debt issuance costs and other |
$ |
3,592 |
|
|
$ |
3,702 |
|
|
$ |
7,362 |
|
|
$ |
7,399 |
|
Income
taxes paid, net |
$ |
1,337 |
|
|
$ |
1,212 |
|
|
$ |
1,724 |
|
|
$ |
1,573 |
|
GAAP
diluted weighted average common shares |
49,236 |
|
|
51,186 |
|
|
49,275 |
|
|
51,067 |
|
|
|
|
|
|
|
|
|
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