ATLANTA, Oct. 29, 2015 /PRNewswire/ --
Premiere Global Services, Inc. (NYSE: PGI), the world's
largest dedicated provider of collaboration software and services,
today announced results for the third quarter ended September 30, 2015.
In the third quarter of 2015, net revenue totaled $141.0 million, including an estimated negative
impact of $6 million from
year-over-year changes in foreign currency exchange rates. Non-GAAP
revenue totaled $141.1 million* in
the third quarter of 2015. Unified communications and collaboration
(UC&C) SaaS non-GAAP revenue grew 71%, totaling $22.3 million* in the third quarter of 2015,
compared to $13.0 million* in the
third quarter of 2014. Diluted EPS from continuing operations was
$0.08 in the third quarter of 2015,
compared to $0.06 in the third
quarter of 2014. Non-GAAP diluted EPS from continuing operations
was $0.23* in the third quarter of
2015, compared to non-GAAP diluted EPS from continuing operations
of $0.21* in the third quarter of
2014.
|
Third
Quarter 2015 Results*
($ in millions,
except per share data)
|
3Q14
|
3Q15
|
Constant
Currency **
|
Adjusted
Growth **
|
|
Non-GAAP
revenue
|
$140.4
|
$141.1
|
$146.6
|
4.4%
|
|
UC&C SaaS
non-GAAP revenue
|
$13.0
|
$22.3
|
$23.0
|
76.6%
|
|
Non-GAAP gross
margin
|
58.7%
|
60.1%
|
60.0%
|
130 BPs
|
|
Adjusted
EBITDA
|
$24.9
|
$26.4
|
$27.2
|
9.1%
|
|
Non-GAAP diluted EPS
from continuing operations
|
$0.21
|
$0.23
|
$0.24
|
14.0%
|
"We are pleased to report our continuing strong strategic and
financial performance, with 71% growth in our UC&C SaaS
non-GAAP revenue and record incremental annual contract value (ACV)
bookings of $7.6 million sold during
the third quarter," said Boland T.
Jones, PGi founder, chairman and CEO. "We believe the
increase in momentum in our transition to a SaaS model is a result
of growing customer demand for our end-to-end suite of
iMeet® collaboration applications that help businesses
grow, save money and drive productivity."
Nine Month Results
In the first nine months of
2015, net revenue totaled $427.6
million, including an estimated negative impact of
$17 million from year-over-year
changes in foreign currency exchange rates. Non-GAAP revenue
totaled $428.5 million* in the first
nine months of 2015. UC&C SaaS non-GAAP revenue grew 73%,
totaling $62.0 million* in the first
nine months of 2015, compared to $35.8
million* in the first nine months of 2014. Diluted EPS from
continuing operations was $0.22 in
the first nine months of 2015, compared to $0.30 in the first nine months of 2014. Non-GAAP
diluted EPS from continuing operations was $0.72* in the first nine months of 2015, compared
to non-GAAP diluted EPS from continuing operations of $0.67* in the first nine months of 2014.
In light of the proposed acquisition by funds managed or advised
by Siris Capital Group, LLC (Siris), PGi will not hold a conference
call to discuss third quarter earnings.
* Non-GAAP Financial Measures
The company's non-GAAP revenue, UC&C SaaS non-GAAP revenue
and non-GAAP gross margin include the deferred revenue from
software licenses and related support contracts from recent
acquisitions and excludes the impact of purchase accounting
adjustments related to deferred revenue. Adjusted EBITDA and
non-GAAP diluted earnings per share (EPS) from continuing
operations and projections of these items also exclude equity-based
compensation, amortization expenses, non-recurring tax adjustments
and related interest, restructuring costs, excise and sales tax
expense and related interest, asset impairments, net legal
settlements and related expenses, acquisition/divesture-related
costs, foreign exchange transaction gains and losses and the impact
of purchase accounting adjustments related to deferred revenue.
Management uses these measures internally as a means of analyzing
the company's current and future financial performance and
identifying trends in our financial condition and results of
operations. We have provided this information to investors to
assist in meaningful comparisons of past, present and future
operating results and to assist in highlighting the results of
ongoing core operations. Reconciliations of these non-GAAP
financial measures to the most directly comparable GAAP financial
measures are included in the attached financial tables. These
non-GAAP financial measures may differ materially from comparable
or similarly titled measures provided by other companies and should
be considered in addition to, not as a substitute for or superior
to, measures of financial performance prepared in accordance with
GAAP.
** Constant Currency
These constant currency adjustments convert current period
results using prior period (Q3-14) average exchange rates
calculated in the same manner as in footnote 5 to the
Reconciliation of Non-GAAP Financial Measures table.
About Premiere Global Services, Inc. │ PGi
PGi
is the world's largest dedicated provider of collaboration software
and services. We created iMeet®, an expanding portfolio
of purpose-built applications designed to meet the daily
collaboration and communications needs of business professionals,
with solutions for web, video and audio conferencing, smart
calendar management, webcasting, project management and sales
acceleration. PGi's award-winning UC&C solutions help
nearly 50,000 businesses grow faster and operate more efficiently.
To learn more, visit us at pgi.com.
Statements made in this press release, other than those
concerning historical information, should be considered
forward-looking and subject to various risks and uncertainties,
many of which are beyond our control. Such forward- looking
statements are made pursuant to the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995 and are made based
on management's current expectations or beliefs as well as
assumptions made by, and information currently available to,
management. A variety of factors could cause actual results to
differ materially from those anticipated in PGi's forward-looking
statements, including, but not limited to, the following factors:
relevant risks and uncertainties relating to the proposed
transaction with Siris, including (i) the risk that the merger
agreement may be terminated in circumstances that require PGi to
pay Siris a termination fee; (ii) risks related to the diversion of
management's attention from PGi's ongoing business operations;
(iii) risks regarding the failure of Siris to obtain the necessary
financing to complete the merger; (iv) the effect of the merger on
PGi's business relationships (including, without limitation,
customers, strategic alliance partners and suppliers), operating
results and business generally; (v) risks related to satisfying the
conditions to the merger, including the failure of PGi's
shareholders to approve the merger, timing (including possible
delays) and receipt of regulatory approvals from various
governmental entities (including any conditions, limitations or
restrictions placed on these approvals); and (vi) the nature, cost
and outcome of any future litigation and other legal proceedings,
including any potential proceedings related to the proposed merger;
competitive pressures, including pricing pressures; technological
changes and the development of alternatives to our services; market
acceptance of PGi's UC&C SaaS solutions, including our iMeet®
and GlobalMeet® solutions; our ability to attract, retain and
expand the products and services we provide to existing customers;
our ability to establish and maintain strategic reseller and
distribution relationships; risks associated with global economic
or market conditions; price increases from our telecommunications
service providers; service interruptions and network downtime,
including undetected errors or defects in our software;
technological obsolescence and our ability to upgrade our equipment
or increase our network capacity; concerns regarding the security
and privacy of our customers' confidential information; future
write-downs of goodwill or other intangible assets; greater than
anticipated tax and regulatory liabilities; restructuring and cost
reduction initiatives and the market reaction thereto; our level of
indebtedness; risks associated with acquisitions and divestitures;
indemnification claims from the sale of our PGiSend business; our
ability to protect our intellectual property rights, including
possible adverse results of litigation or infringement claims;
regulatory or legislative changes, including further government
regulations applicable to traditional telecommunications service
providers and data privacy; risks associated with international
operations and market expansion, including fluctuations in foreign
currency exchange rates; and other factors described from time to
time in our press releases, reports and other filings made with the
Securities and Exchange Commission, including but not limited to
the "Risk Factors" section of our Annual Report on Form 10-K for
the year ended December 31, 2014. All
forward-looking statements attributable to us or a person acting on
our behalf are expressly qualified in their entirety by these
cautionary statements. We undertake no obligation to publicly
update or revise these forward-looking statements for any
reason.
Additional Information and Where to Find It
This communication may be deemed to be solicitation material in
respect of the proposed merger among PGi, Pangea Private Holdings
II, LLC, a Delaware limited
liability company (Parent), and Pangea Merger Sub Inc., a
Georgia corporation (Merger
Sub). Parent and Merger Sub are affiliates of Siris. In
connection with the proposed merger, PGi has filed a definitive
proxy statement with the Securities and Exchange Commission (SEC)
on Schedule 14A on October 26, 2015
and may file other relevant documents concerning the proposed
merger. The definitive proxy statement was mailed to shareholders
of PGi on or about October 27, 2015.
PGi's SHAREHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT
(INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS IN CONNECTION WITH THE MERGER THAT PGi WILL FILE
WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT PGi AND THE PROPOSED MERGER. PGi's
shareholders will be able to obtain, without charge, a copy of the
definitive proxy statement and other relevant materials in
connection with the proposed merger (when they become available),
and any other documents filed by PGi with the SEC from the SEC's
website at sec.gov and on PGi's website
at pgi.com. PGi's shareholders will also be able to
obtain, without charge, a copy of the proxy statement and other
relevant documents (when available) by directing a request by mail
or telephone to Premiere Global Services, Inc., c/o Sean O'Brien, 3280 Peachtree Road, NE, The
Terminus Building, Suite 1000, Atlanta,
Georgia 30305, by emailing investors@pgi.com or by calling
1-800-749-9111, extension 8462.
PGi and its directors and officers may be deemed to be
participants in the solicitation of proxies from PGi's shareholders
with respect to the special meeting of shareholders that will be
held to consider the proposed merger. Information about PGi's
directors and executive officers and their ownership of PGi's
common stock is set forth in the definitive proxy statement.
Shareholders may obtain additional information regarding the
interests of PGi and its directors and executive officers in the
proposed merger, which may be different than those of PGi's
shareholders generally, by reading the definitive proxy statement
and other relevant documents regarding the proposed merger (when
they become available).
|
PREMIERE GLOBAL
SERVICES, INC. AND SUBSIDIARIES
|
|
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
(Unaudited, in
thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
|
|
|
September
30,
|
|
September
30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
revenue
|
|
$ 140,967
|
|
$ 140,383
|
|
$ 427,593
|
|
$ 427,909
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue
(exclusive of depreciation and amortization shown
|
|
|
|
|
|
|
|
|
|
|
|
separately
below)
|
|
56,302
|
|
57,965
|
|
170,343
|
|
176,508
|
|
|
Selling and
marketing
|
|
37,000
|
|
36,813
|
|
111,125
|
|
112,242
|
|
|
General and
administrative (exclusive of expenses
|
|
19,336
|
|
17,810
|
|
60,509
|
|
54,815
|
|
|
|
shown separately
below)
|
|
|
|
|
|
|
|
|
|
|
Research and
development
|
|
5,793
|
|
5,534
|
|
16,385
|
|
14,655
|
|
|
Excise and sales tax
expense
|
|
331
|
|
-
|
|
331
|
|
-
|
|
|
Depreciation
|
|
8,886
|
|
8,697
|
|
26,350
|
|
26,248
|
|
|
Amortization
|
|
3,962
|
|
2,582
|
|
12,399
|
|
7,549
|
|
|
Restructuring
costs
|
|
49
|
|
68
|
|
4,195
|
|
68
|
|
|
Asset
impairments
|
|
1
|
|
4,938
|
|
151
|
|
4,938
|
|
|
Net legal settlements
and related expenses
|
|
(10)
|
|
172
|
|
(21)
|
|
172
|
|
|
Acquisition/divestiture-related costs
|
|
2,421
|
|
2,147
|
|
6,021
|
|
5,838
|
|
|
|
Total operating
expenses
|
|
134,071
|
|
136,726
|
|
407,788
|
|
403,033
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income
|
|
6,896
|
|
3,657
|
|
19,805
|
|
24,876
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense)
income:
|
|
|
|
|
|
|
|
|
|
|
Interest
expense
|
|
(2,975)
|
|
(2,133)
|
|
(8,478)
|
|
(6,618)
|
|
|
Interest
income
|
|
2
|
|
5
|
|
16
|
|
25
|
|
|
Other, net
|
|
(1,018)
|
|
741
|
|
(616)
|
|
996
|
|
|
|
Total other expense,
net
|
|
(3,991)
|
|
(1,387)
|
|
(9,078)
|
|
(5,597)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from
continuing operations before income taxes
|
|
2,905
|
|
2,270
|
|
10,727
|
|
19,279
|
|
|
Income tax (benefit)
expense
|
|
(553)
|
|
(376)
|
|
1,002
|
|
5,230
|
|
|
Net income from
continuing operations
|
|
3,458
|
|
2,646
|
|
9,725
|
|
14,049
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
discontinued operations, net of taxes
|
|
(119)
|
|
(100)
|
|
(453)
|
|
(283)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$ 3,339
|
|
$ 2,546
|
|
$ 9,272
|
|
$ 13,766
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BASIC
WEIGHTED-AVERAGE SHARES OUTSTANDING
|
|
44,133
|
|
45,162
|
|
44,365
|
|
45,797
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net income
(loss) per share (1)
|
|
|
|
|
|
|
|
|
|
|
Continuing
operations
|
|
$ 0.08
|
|
$ 0.06
|
|
$
0.22
|
|
$ 0.31
|
|
|
Discontinued
operations
|
|
-
|
|
-
|
|
(0.01)
|
|
(0.01)
|
|
|
Net income per
share
|
|
$ 0.08
|
|
$ 0.06
|
|
$
0.21
|
|
$ 0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DILUTED
WEIGHTED-AVERAGE SHARES OUTSTANDING
|
|
45,002
|
|
45,898
|
|
45,028
|
|
46,485
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net income
(loss) per share (1)
|
|
|
|
|
|
|
|
|
|
|
Continuing
operations
|
|
$ 0.08
|
|
$ 0.06
|
|
$
0.22
|
|
$ 0.30
|
|
|
Discontinued
operations
|
|
-
|
|
-
|
|
(0.01)
|
|
(0.01)
|
|
|
Net income per
share
|
|
$ 0.07
|
|
$ 0.06
|
|
$
0.21
|
|
$ 0.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Column totals may not
sum due to the effect of rounding on EPS.
|
|
PREMIERE GLOBAL
SERVICES, INC. AND SUBSIDIARIES
|
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
|
(Unaudited, in
thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September
30,
|
|
December
31,
|
|
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
CURRENT
ASSETS
|
|
|
|
|
Cash and
equivalents
|
$
19,317
|
|
$
40,220
|
|
Accounts receivable
(less allowances of $740 and $557, respectively)
|
89,347
|
|
77,334
|
|
Prepaid expenses and
other current assets
|
17,616
|
|
13,536
|
|
Income taxes
receivable
|
707
|
|
1,897
|
|
Deferred income
taxes, net
|
10,148
|
|
10,447
|
|
|
Total current
assets
|
137,135
|
|
143,434
|
|
|
|
|
|
|
|
PROPERTY AND
EQUIPMENT, NET
|
100,647
|
|
100,954
|
|
|
|
|
|
|
|
OTHER
ASSETS
|
|
|
|
|
Goodwill
|
410,000
|
|
386,416
|
|
Intangibles, net of
amortization
|
96,411
|
|
102,350
|
|
Deferred income
taxes, net
|
2,511
|
|
2,342
|
|
Other
assets
|
13,810
|
|
20,734
|
|
|
TOTAL
ASSETS
|
$
760,514
|
|
$
756,230
|
|
|
|
|
|
|
|
LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
|
|
|
CURRENT
LIABILITIES
|
|
|
|
|
Accounts
payable
|
$
48,418
|
|
$
57,211
|
|
Income taxes
payable
|
1,346
|
|
2,217
|
|
Accrued taxes, other
than income taxes
|
14,177
|
|
17,562
|
|
Accrued
expenses
|
51,420
|
|
37,807
|
|
Current maturities of
long-term debt and capital lease obligations
|
2,199
|
|
1,971
|
|
Accrued restructuring
costs
|
431
|
|
958
|
|
Deferred income
taxes, net
|
16
|
|
17
|
|
|
Total current
liabilities
|
118,007
|
|
117,743
|
|
|
|
|
|
|
|
LONG-TERM
LIABILITIES
|
|
|
|
|
Long-term debt and
capital lease obligations
|
335,811
|
|
332,825
|
|
Accrued
expenses
|
34,198
|
|
23,219
|
|
Deferred income
taxes, net
|
24,824
|
|
27,453
|
|
|
Total long-term
liabilities
|
394,833
|
|
383,497
|
|
|
|
|
|
|
|
SHAREHOLDERS'
EQUITY
|
|
|
|
|
Common stock, $0.01
par value; 150,000,000 shares authorized,
|
|
|
|
|
46,753,585 and
47,378,794 shares issued and outstanding, respectively
|
470
|
|
475
|
|
Additional paid-in
capital
|
436,060
|
|
442,585
|
|
Accumulated other
comprehensive loss
|
(16,603)
|
|
(6,545)
|
|
Accumulated
deficit
|
(172,253)
|
|
(181,525)
|
|
|
Total shareholders'
equity
|
247,674
|
|
254,990
|
|
|
TOTAL LIABILITIES
AND SHAREHOLDERS' EQUITY
|
$
760,514
|
|
$
756,230
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PREMIERE GLOBAL
SERVICES, INC. AND SUBSIDIARIES
|
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(Unaudited,
in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended
|
|
|
|
|
|
|
September
30,
|
|
|
|
|
|
|
2015
|
|
2014
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM
OPERATING ACTIVITIES
|
|
|
|
|
|
|
Net
income
|
|
$ 9,272
|
|
$ 13,766
|
|
|
Loss from
discontinued operations, net of taxes
|
|
453
|
|
283
|
|
|
|
Net income from
continuing operations
|
|
9,725
|
|
14,049
|
|
Adjustments to
reconcile net income to net cash provided by operating
activities:
|
|
|
|
|
|
|
Depreciation
|
|
26,350
|
|
26,248
|
|
|
Amortization
|
|
12,399
|
|
7,549
|
|
|
Amortization of debt
issuance costs
|
|
546
|
|
491
|
|
|
Net legal settlements
and related expenses
|
|
(21)
|
|
172
|
|
|
Payments for legal
settlements and related expenses
|
|
(116)
|
|
(170)
|
|
|
Deferred income
taxes
|
|
(1,598)
|
|
1,096
|
|
|
Restructuring
costs
|
|
4,195
|
|
68
|
|
|
Payments for
restructuring costs
|
|
(4,559)
|
|
(1,816)
|
|
|
Asset
impairments
|
|
151
|
|
4,938
|
|
|
Equity-based
compensation
|
|
9,821
|
|
7,544
|
|
|
Excess tax benefits
from share-based payment arrangements
|
|
(215)
|
|
(448)
|
|
|
Provision for
doubtful accounts
|
|
467
|
|
203
|
|
|
Acquisition/divestiture-related costs
|
|
6,021
|
|
5,838
|
|
|
Cash paid for
acquisition/divestiture-related costs
|
|
(5,056)
|
|
(5,411)
|
|
|
Changes in working
capital, net of business acquisitions
|
|
(16,556)
|
|
(6,460)
|
|
|
|
|
Net cash provided by
operating activities from continuing operations
|
|
41,554
|
|
53,891
|
|
|
|
|
Net cash used in
operating activities from discontinued operations
|
|
(508)
|
|
(259)
|
|
|
|
|
Net cash provided by
operating activities
|
|
41,046
|
|
53,632
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM
INVESTING ACTIVITIES
|
|
|
|
|
|
|
Capital
expenditures
|
|
(27,997)
|
|
(26,562)
|
|
|
Business
acquisitions, net of cash acquired
|
|
(16,109)
|
|
(55,517)
|
|
|
Other investing
activities, net
|
|
(301)
|
|
2,046
|
|
|
|
|
Net cash used in
investing activities from continuing operations
|
|
(44,407)
|
|
(80,033)
|
|
|
|
|
Net cash used in
investing activities from discontinued operations
|
|
-
|
|
-
|
|
|
|
|
Net cash used in
investing activities
|
|
(44,407)
|
|
(80,033)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM
FINANCING ACTIVITIES
|
|
|
|
|
|
|
Principal payments
under borrowing arrangements
|
|
(81,971)
|
|
(99,509)
|
|
|
Proceeds from
borrowing arrangements
|
|
83,500
|
|
137,000
|
|
|
Payments of debt
issuance costs
|
|
-
|
|
(1,060)
|
|
|
Payment of earn-out
liability
|
|
(1,841)
|
|
-
|
|
|
Excess tax benefits
of share-based payment arrangements
|
|
215
|
|
448
|
|
|
Purchases and
retirement of treasury stock, at cost
|
|
(15,605)
|
|
(25,844)
|
|
|
Exercise of stock
options
|
|
-
|
|
963
|
|
|
|
|
Net cash (used in)
provided by financing activities from continuing
operations
|
|
(15,702)
|
|
11,998
|
|
|
|
|
Net cash (used in)
provided by financing activities from discontinued
operations
|
|
-
|
|
-
|
|
|
|
|
Net cash (used in)
provided by financing activities
|
|
(15,702)
|
|
11,998
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange
rate changes on cash and equivalents
|
|
(1,840)
|
|
(1,047)
|
|
|
|
|
|
|
|
|
|
|
NET DECREASE IN
CASH AND EQUIVALENTS
|
|
(20,903)
|
|
(15,450)
|
|
CASH AND
EQUIVALENTS, beginning of period
|
|
40,220
|
|
44,955
|
|
CASH AND
EQUIVALENTS, end of period
|
|
$ 19,317
|
|
$ 29,505
|
|
|
|
|
|
|
|
|
|
|
PREMIERE GLOBAL
SERVICES, INC. AND SUBSIDIARIES
|
|
RECONCILIATION OF
NON-GAAP FINANCIAL MEASURES
|
|
(Unaudited, in
thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
|
September
30,
|
|
September
30,
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
Non-GAAP Revenue
(1)
|
|
|
|
|
|
|
|
|
|
Net revenue, as
reported
|
|
$ 140,967
|
|
$ 140,383
|
|
$ 427,593
|
|
$ 427,909
|
|
Impact of purchase
accounting adjustments related to deferred revenue (2)
|
|
143
|
|
-
|
|
891
|
|
-
|
|
Non-GAAP revenue
|
|
$ 141,110
|
|
$ 140,383
|
|
$ 428,484
|
|
$ 427,909
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Gross
Margin (1)
|
|
|
|
|
|
|
|
|
|
Gross margin, as
calculated
|
|
$ 84,665
|
|
$ 82,418
|
|
$ 257,250
|
|
$ 251,401
|
|
Impact of purchase
accounting adjustments related to deferred revenue (2)
|
|
143
|
|
-
|
|
891
|
|
-
|
|
Non-GAAP gross margin
|
|
$ 84,808
|
|
$ 82,418
|
|
$ 258,141
|
|
$ 251,401
|
|
As a percentage of Non-GAAP revenue
|
|
60.1%
|
|
58.7%
|
|
60.2%
|
|
58.8%
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Operating
Income & Adjusted EBITDA (1)
|
|
|
|
|
|
|
|
|
|
Operating income, as
reported
|
|
$ 6,896
|
|
$ 3,657
|
|
$ 19,805
|
|
$ 24,876
|
|
Impact of purchase
accounting adjustments related to deferred revenue (2)
|
|
143
|
|
-
|
|
891
|
|
-
|
|
Equity-based
compensation
|
|
3,756
|
|
2,660
|
|
9,821
|
|
7,544
|
|
Amortization
|
|
3,962
|
|
2,582
|
|
12,399
|
|
7,549
|
|
Excise and sales tax
expense
|
|
331
|
|
-
|
|
331
|
|
-
|
|
Restructuring
costs
|
|
49
|
|
68
|
|
4,195
|
|
68
|
|
Asset impairments
|
|
1
|
|
4,938
|
|
151
|
|
4,938
|
|
Net legal settlements and
related expenses
|
|
(10)
|
|
172
|
|
(21)
|
|
172
|
|
Acquisition/divestiture-related costs
|
|
2,421
|
|
2,147
|
|
6,021
|
|
5,838
|
|
Non-GAAP operating income
|
|
$ 17,549
|
|
$ 16,224
|
|
$ 53,593
|
|
$ 50,985
|
|
Depreciation
|
|
8,886
|
|
8,697
|
|
26,350
|
|
26,248
|
|
Adjusted EBITDA
|
|
$ 26,435
|
|
$ 24,921
|
|
$ 79,943
|
|
$ 77,233
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Net
Income from Continuing Operations (1)
|
|
|
|
|
|
|
|
|
|
Net income from continuing
operations, as reported
|
|
$ 3,458
|
|
$ 2,646
|
|
$ 9,725
|
|
$ 14,049
|
|
Impact of purchase
accounting adjustments related to deferred revenue (2)
|
|
103
|
|
-
|
|
642
|
|
-
|
|
Elimination of non-recurring
tax adjustments and related interest
|
|
(1,355)
|
|
(1,158)
|
|
(1,903)
|
|
(683)
|
|
Equity-based
compensation
|
|
2,704
|
|
1,835
|
|
7,071
|
|
5,205
|
|
Amortization
|
|
2,852
|
|
1,782
|
|
8,927
|
|
5,209
|
|
Excise and sales tax
expense
|
|
238
|
|
-
|
|
238
|
|
-
|
|
Restructuring
costs
|
|
35
|
|
47
|
|
3,020
|
|
47
|
|
Asset impairments
|
|
1
|
|
3,407
|
|
109
|
|
3,407
|
|
Net legal settlements and
related expenses
|
|
(7)
|
|
119
|
|
(15)
|
|
119
|
|
Acquisition/divestiture-related costs
|
|
1,743
|
|
1,481
|
|
4,335
|
|
4,028
|
|
Foreign exchange transaction
(gain) loss (3)
|
|
710
|
|
(495)
|
|
439
|
|
(350)
|
|
Non-GAAP net income from continuing operations
|
|
$ 10,482
|
|
$ 9,664
|
|
$ 32,588
|
|
$ 31,031
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Diluted
EPS from Continuing Operations (1) (4)
|
|
|
|
|
|
|
|
|
|
Diluted net income per share
from continuing operations, as reported
|
|
$
0.08
|
|
$ 0.06
|
|
$ 0.22
|
|
$ 0.30
|
|
Impact of purchase
accounting adjustments related to deferred revenue (2)
|
|
-
|
|
-
|
|
0.01
|
|
-
|
|
Elimination of non-recurring
tax adjustments and related interest
|
|
(0.03)
|
|
(0.03)
|
|
(0.04)
|
|
(0.01)
|
|
Equity-based
compensation
|
|
0.06
|
|
0.04
|
|
0.16
|
|
0.11
|
|
Amortization
|
|
0.06
|
|
0.04
|
|
0.20
|
|
0.11
|
|
Excise and sales tax
expense
|
|
0.01
|
|
-
|
|
0.01
|
|
-
|
|
Restructuring
costs
|
|
-
|
|
-
|
|
0.07
|
|
-
|
|
Asset impairments
|
|
-
|
|
0.07
|
|
-
|
|
0.07
|
|
Net legal settlements and
related expenses
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Acquisition/divestiture-related costs
|
|
0.04
|
|
0.03
|
|
0.10
|
|
0.09
|
|
Foreign exchange
transaction gain (3)
|
|
0.02
|
|
(0.01)
|
|
0.01
|
|
(0.01)
|
|
Non-GAAP diluted EPS from continuing operations
|
|
$
0.23
|
|
$ 0.21
|
|
$ 0.72
|
|
$ 0.67
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Management believes
that presenting non-GAAP revenue, non-GAAP gross margin, non-GAAP
operating income, adjusted EBITDA, non-GAAP net income from
continuing operations and non-GAAP diluted EPS from continuing
operations provide useful information regarding underlying trends
in the company's continuing operations. Management
expects equity-based compensation and amortization expenses
to be recurring costs and presents non-GAAP operating income,
adjusted EBITDA, non-GAAP net income from continuing operations and
non-GAAP diluted EPS from continuing operations to exclude these
non-cash items, as well as non-recurring items that are unrelated
to the company's ongoing operations, including the impact of
purchase accounting adjustments related to deferred revenue,
non-recurring tax adjustments and related interest, excise and
sales tax expense, excise and sales tax interest, restructuring
costs, asset impairments, net legal settlements and related
expenses, acquisition/divestiture-related costs and foreign
exchange transaction gains and losses. These non-cash and
non-recurring items are presented net of taxes for non-GAAP net
income from continuing operations and non-GAAP diluted EPS from
continuing operations.
|
|
|
|
(2)
|
Business combination
accounting principles require us to write-down the deferred revenue
associated with software licenses and related support contracts
assumed in our acquisitions. The revenue for these support
contracts is deferred and typically recognized over a one-year
period, so our GAAP revenue for the one-year period after an
acquisition does not reflect the full amount of revenue that would
have been reported if the acquired deferred revenue was not written
down to fair value. The non-GAAP adjustment eliminates the effect
of the deferred revenue write-down. We believe this
adjustment to the revenue from these contracts is useful to
investors as an additional means to reflect revenue trends of our
business.
|
|
|
(3)
|
Represents the impact
of foreign exchange transaction gains and losses included in the
Statements of Operations in "Other, net."
|
|
|
|
(4)
|
Column totals may not
sum due to the effect of rounding on EPS.
|
|
PREMIERE GLOBAL
SERVICES, INC. AND SUBSIDIARIES
|
|
RECONCILIATION OF
NON-GAAP FINANCIAL MEASURES
|
|
(Unaudited, in
thousands, except per share data)
|
|
(continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prior Year Quarter
Constant Currency Adjustments (5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter-to-date
|
|
|
Year-to-date
|
|
|
|
|
|
Q3 - 15
(Constant
currency)
|
|
Impact
of
fluctuations in
foreign currency
exchange rates
|
|
Q3 - 15
(Actual)
|
|
|
Q3 - 15
(Constant
currency)
|
|
Impact
of
fluctuations in
foreign currency
exchange rates
|
|
Q3 -
15(Actual)
|
|
|
|
|
|
|
|
|
(Unaudited, in
thousands, except per share data)
|
|
|
(Unaudited, in
thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Revenue
|
$
146,568
|
|
$
(5,601)
|
|
$ 140,967
|
|
|
$ 444,640
|
|
$
(17,047)
|
|
$ 427,593
|
|
|
|
|
North America Net
Revenue
|
$
90,312
|
|
$
(553)
|
|
$
89,759
|
|
|
$ 273,541
|
|
$
(1,386)
|
|
$ 272,155
|
|
|
|
|
Europe Net
Revenue
|
$
39,256
|
|
$
(3,242)
|
|
$
36,014
|
|
|
$ 121,786
|
|
$
(11,213)
|
|
$ 110,573
|
|
|
|
|
Asia Pacific Net
Revenue
|
$
17,000
|
|
$
(1,806)
|
|
$
15,194
|
|
|
$
49,313
|
|
$
(4,448)
|
|
$
44,865
|
|
|
|
|
Non-GAAP Operating
Income
|
$
17,880
|
|
$
(331)
|
|
$
17,549
|
|
|
$
54,801
|
|
$
(1,208)
|
|
$
53,593
|
|
|
|
|
Adjusted
EBITDA
|
$
27,201
|
|
$
(766)
|
|
$
26,435
|
|
|
$
82,142
|
|
$
(2,199)
|
|
$
79,943
|
|
|
|
|
Non-GAAP Net
Income from Continuing Operations
|
$
10,825
|
|
$
(343)
|
|
$
10,482
|
|
|
$
33,559
|
|
$
(971)
|
|
$
32,588
|
|
|
|
|
Non-GAAP Diluted
EPS from Continuing Operations
|
$
0.24
|
|
$
(0.01)
|
|
$
0.23
|
|
|
$
0.74
|
|
$
(0.02)
|
|
$
0.72
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5)
|
Management also
presents the non-GAAP financial measures described under note 1
above, as well as net revenue and segment net revenue, on a
constant currency basis compared to the same period in the previous year
(Q3-14 QTD or YTD) to exclude the effects of foreign currency
exchange rates, which are not completely within
management's control, in
order to facilitate period-to-period comparison of the company's
financial results without the distortion of these fluctuations.
These constant currency adjustments convert current QTD and YTD results using prior
period (Q3-14 QTD and YTD) average exchange rates.
|
|
|
|
Sequential Quarter
Constant Currency Adjustments (6)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impact
of
|
|
|
|
|
|
|
Q3 - 15
(Constant
currency)
|
|
fluctuations
in
foreign currency
exchange rates
|
|
Q3 - 15
(Actual)
|
|
|
|
|
(Unaudited, in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Revenue
|
$
141,384
|
|
$
(417)
|
|
$ 140,967
|
|
(6)
|
Management also
presents net revenue on a constant currency basis compared to the
prior quarter (Q2-15) to exclude the effects of foreign
currency
exchange rates, which
are not completely within management's control, in order to
facilitate period-to-period comparison of the company's
financial
results without the
distortion of these fluctuations. These constant currency
adjustments convert current quarter results using prior period
(Q2-15)
average exchange
rates.
|
|
Organic Growth
(7)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impact
of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
2014
|
|
fluctuations
in
foreign currency
exchange rates
|
|
Acquisitions
|
|
|
Organic net
revenue
growth
|
|
September 30,
2015
|
|
Organic net
revenue
growth rate
|
|
|
|
|
(Unaudited, in
thousands, except percentages)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Revenue, Three
Months Ended
|
$
140,383
|
|
$
(5,323)
|
|
$
9,984
|
|
|
$
(4,077)
|
|
$
140,967
|
|
-2.9%
|
|
|
Net Revenue, Nine
Months Ended
|
$
427,909
|
|
$
(16,276)
|
|
$
29,470
|
|
|
$
(13,510)
|
|
$
427,593
|
|
-3.2%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7)
|
Management defines
"organic growth" as revenue changes excluding the impact of foreign
currency exchange rate fluctuations and acquisitions made during
the periods presented and presents this non-GAAP financial measure
to exclude the effect of these items that are not completely within
management's control, such as foreign currency exchange rate
fluctuations, or do not reflect the company's ongoing core
operations or underlying growth, such as
acquisitions.
|
|
PREMIERE GLOBAL
SERVICES, INC. AND SUBSIDIARIES
|
|
RECONCILIATION OF
NON-GAAP FINANCIAL MEASURES
|
|
(Unaudited, in
thousands, except per share data)
|
|
(continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UC&C SaaS and
Resold Services Revenue (8)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q1-13
|
Q2-13
|
Q3-13
|
Q4-13
|
FY
2013
|
|
Q1-14
|
Q2-14
|
Q3-14
|
Q4-14
|
FY
2014
|
|
Q1-15
|
Q2-15
|
Q3-15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UC&C SaaS
revenue, as reported
|
$ 7,149
|
$ 7,827
|
$ 8,901
|
$ 9,706
|
$33,583
|
|
$10,733
|
$11,996
|
$13,029
|
$16,977
|
$52,735
|
|
$18,746
|
$20,469
|
$ 22,188
|
|
Adjustment
(8)
|
-
|
-
|
-
|
-
|
-
|
|
-
|
-
|
-
|
435
|
435
|
|
276
|
201
|
91
|
|
UC&C SaaS
non-GAAP revenue
|
7,149
|
7,827
|
8,901
|
9,706
|
33,583
|
|
10,733
|
11,996
|
13,029
|
17,412
|
53,170
|
|
19,022
|
20,670
|
22,279
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Resold services
revenue
|
$16,775
|
$16,650
|
$16,053
|
$15,618
|
$65,096
|
|
$16,118
|
$15,356
|
$15,234
|
$14,313
|
$61,021
|
|
$13,036
|
$12,495
|
$ 10,862
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8)
|
Adjusted for the
impact of purchase accounting related to deferred revenue. See
footnote 2.
|
Media and Investor
Contact:
Sean O'Brien
(404) 262-8462
sean.obrien@pgi.com
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SOURCE PGi