Cision Reports Fourth Quarter and Full Year 2017 Results; Provides Updated Full Year 2018 Outlook

Cision Reports Fourth Quarter and Full Year 2017 Results; Provides Updated Full Year 2018 Outlook

CHICAGO, March 8, 2018 /PRNewswire/ -- Cision Ltd. (NYSE: CISN), a leading global provider of software and services to public relations and marketing communications professionals, today reported financial results for the fourth quarter and year ended December 31, 2017.

Financial Highlights

Fourth Quarter 2017

    --  Revenue increased 13.8% to $169.0 million
    --  Revenue, excluding the impact from purchase accounting increased 13.9%
        to $169.7 million
    --  Operating income increased 250% to $7.0 million
    --  Net loss grew by $10.7 million to $34.5 million
    --  Adjusted EBITDA increased 15.5% to $61.2 million
    --  Adjusted net income increased 189.9% to $22.9 million
    --  Adjusted net income per diluted share increased 90% to $0.19

Full Year 2017

    --  Revenue increased 35.0% to $631.6 million
    --  Revenue, excluding the impact from purchase accounting, increased 35.0%
        to $633.1 million
    --  Operating income grew by a $57.6 million to $38.0 million
    --  Net loss grew by $24.6 million to $123.0 million
    --  Adjusted EBITDA an increased 39.0% to $225.5 million
    --  Adjusted net income increased 163.5% to $58.5 million
    --  Adjusted net income per diluted share increased of 111.1% to $0.57

"We are pleased to have delivered such strong results for the fourth quarter," said Kevin Akeroyd, Cision's Chief Executive Officer. "We continue to focus our efforts on delivering best-in-class products and services to our customers, executing on our remaining synergies, and driving towards our long-term financial goals and objectives. This focus helped drive our fourth quarter organic growth rate to approximately 2.6%, after adjusting for non-core revenues, approximately $0.4 million of revenue from CEDROM and the impact of currency." Cision defines organic revenue growth as the change in its total revenue excluding non-core revenues, calculated on a constant currency basis after giving pro forma effect to all acquisitions as though they had occurred at the beginning of the applicable period.

Fourth Quarter Business Statistics and Operational Highlights

    --  US cross-sell bookings of software and distribution of $2.6 million in
        annual contract value during the fourth quarter, bringing the total
        cross-sell bookings within the US to $13.3 million since the completion
        of the acquisition of PR Newswire;
    --  US cross-sell bookings of insights services of $0.4 million in annual
        contract value during the fourth quarter, bringing the total cross-sell
        bookings within the US to $0.9 million since the completion of the
        acquisition of Bulletin Intelligence;
    --  The average number of subscription customers was approximately 39,600
        during the quarter ended December 31, 2017, an increase of 3.7% versus
        the pro forma number of subscription customers during the quarter ended
        December 31, 2016;
    --  The average annualized revenue per subscription customer was
        approximately $9,984 during the quarter ended December 31, 2017.
        Excluding the impact of currency, this represented a 1.8% increase
        versus the pro forma average annualized revenue per subscription
        customer during the quarter ended December 31, 2016;
    --  Approximately 41,500 customers purchased services from us on a
        transaction basis during the quarter ended December 31, 2017,
        representing a decrease of 2.6% in the number of pro forma customers
        that purchased services from us on a transaction basis during the
        quarter ended December 31, 2016;
    --  The average revenue per customer that purchased services from us on a
        transaction basis was $1,421 during the quarter ended December 31, 2017.
        Excluding the impact of currency, this represented a 3.8% increase
        versus the average revenue per pro forma customer that purchased
        services from us on a transaction basis during the quarter ended
        December 31, 2016;
    --  Americas revenues were $118.1 million for the quarter ended December 31,
        2017, a 3.8% increase versus the quarter ended December 31, 2016;
    --  EMEA revenues were $43.7 million for the quarter ended December 31,
        2017, a 47.9% increase versus the quarter ended December 31, 2016; and
    --  APAC revenues were $7.2 million for the quarter ended December 31, 2017,
        a 39.4% increase versus the quarter ended December 31, 2016.

Updated Full Year 2018 Outlook
Our updated outlook for the full year ending December 31, 2018 appears below (all figures in millions, except per share amounts). These estimates are based on a number of assumptions that management believes to be reasonable and reflect the Company's expectations as of the date of this release. Actual results may differ materially from these estimates as a result of various factors, and the Company refers you to the cautionary language regarding "Forward Looking Statements" included in this press release when considering this information.


                                  Initial               Updated
                                  -------               -------

    Revenue                                $716 - $726           $720 - $730

    Revenue, excluding the impact
     from purchase accounting              $720 - $730            $724- $734

    Net income                                 $2 - $4 ($1) - $2

    Adjusted EBITDA                        $248 - $254           $250 - $256

    Adjusted net income                    $105 - $110           $106 - $111

    Adjusted net income per
     diluted share                       $0.86 - $0.88         $0.87 - $0.89

Additionally, for the full year ending December 31, 2018, we expect (all figures in millions):


                                  Initial             Updated
                                  -------             -------

    Depreciation expense                    $23 - $26           $31 - $33

    Amortization expense                  $112 - $115         $112 - $115

    Amortization expense included
     in cost of revenue                     $22 - $24           $22 - $24

    Interest expense                        $81 - $84           $80 - $83

    Debt extinguishment costs                $9 - $10             $6 - $7

    Interest expense, net of debt
     extinguishment costs                   $72 - $74           $74 - $76

    Cash interest expense                   $61 - $64           $62 - $65

    Stock-based compensation                  $5 - $6             $5 - $6

    Capital expenditures,
     inclusive of capitalized
     software development                   $30 - $35           $30 - $35

The updated outlook above assumes LIBOR of approximately 1.9%, and EURIBOR of approximately 0%, the inclusion of a full year of results from our acquisition of CEDROM, and the inclusion of 11 months of results from our acquisition of PRIME Research. CEDROM's pro forma revenues for the 12 months ended December 31, 2017 were approximately $15 million, and PRIME Research's Proforma revenues for the 12 months ended December 31, 2017 were approximately $45 million. The above outlook also assumes the following exchange rates with respect to the British Pound, the Euro and the Canadian Dollar for fiscal year 2018:


    GBP to USD                            1.35
    ----------                            ----

    EUR to USD                            1.20
    ----------                            ----

    CAD to USD                            0.79
    ----------                            ----

Additionally, our outlook for 2018 excludes any additional acquisitions, divestitures, or other unanticipated events. See discussion of non-GAAP financial measures below in this release.

Fourth Quarter and Full Year 2017 Conference Call Details

As previously announced, we will hold a conference call to review our fourth quarter and full year 2017 financial results via conference call on Thursday, March 8th at 5:00 pm EDT. To hear the live event, visit the Cision investor website at http://investors.cision.com, or dial 1-877-870-4263 (participant dial in toll free) or 1-412-317-0790 (participant dial in International). The conference call will be simultaneously webcast on the Investor Relations section of the our website: http://investors.cision.com

Forward-Looking Statements

This communication contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including statements regarding our future financial and operating performance, including our outlook and guidance. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as "anticipate," "intend," "plan," "goal," "seek," "aim," "strive," "believe," "see," "project," "predict," "estimate," "expect," "continue," "strategy," "future," "likely," "may," "might," "should," "will," "would," "target," similar expressions, and variations or negatives of these words. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations, and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict and many of which are outside of our control. Accordingly, you should not place undue reliance on these statements, as actual results may vary materially. A detailed discussion of some of the risks and uncertainties that could cause our actual results and financial condition to differ materially from the forward-looking statements is described under the caption "Risk Factors" in our most recent quarterly report on Form 10-Q filed on November 9, 2017, along with our other filings with the U.S. Securities and Exchange Commission. Any forward-looking statement made by us in this communication is based only on information currently available to us and speaks only as of the date of this report. We do not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws. Please consult our public filings at www.sec.gov or www.Cision.com.

About Cision
Cision Ltd. (NYSE: CISN) is a leading global provider of earned media software and services to public relations and marketing communications professionals. Cision's software allows users to identify key influencers, craft and distribute strategic content, and measure meaningful impact. Cision has over 3,000 employees with offices in 15 countries throughout the Americas, EMEA, and APAC. For more information about its award-winning products and services, including the Cision Communications Cloud®, visit www.cision.com and follow Cision on Twitter @Cision.


                 Cision Ltd. and its Subsidiaries

              Condensed Consolidated Balance Sheets

          As of December 31, 2017 and December 31, 2016

        (in thousands, except per share and share amounts)

                           (Unaudited)


                                                                        2017                  2016
                                                                        ----                  ----

     Assets

     Current assets:

      Cash and cash
      equivalents                                        $148,654               $35,135

     Restricted cash                                           75                   627

      Accounts
      receivable, net                                     113,008                87,605

      Prepaid expenses
      and other current
      assets                                               19,821                16,225

                                Total current assets                 281,558               139,592

      Property and equipment,
      net                                                  53,578                47,947

      Other intangible
      assets, net                                         456,291               511,210

     Goodwill                                                      1,136,403             1,079,518

      Other
      assets                                                           7,528                 8,801


                                Total assets                      $1,935,358            $1,787,068
                                                                  ----------            ----------

     Liabilities,
      Mandatorily Redeemable
      Equity and
      Stockholders' Equity
      (Deficit)

     Current liabilities:

      Current portion of
      long-term debt                                      $13,349               $11,171

     Due to Cision
      Owner,
      Convertible
      Preferred Equity
      Certificates                                              -              443,102

     Accounts payable                                      13,327                 8,723

      Accrued
      compensation and
      benefits                                             25,873                26,109

      Other accrued
      expenses                                             73,483                54,862

      Current portion of
      deferred revenue                                    140,351               119,600
                                                          -------               -------

                                Total current liabilities            266,383               663,567

      Long-term debt, net of
      current portion                                   1,266,121             1,383,877

      Deferred revenue, net
      of current portion                                    1,412                   961

     Deferred tax liability                                62,617                83,209

     Other liabilities                                     22,456                14,507
     -----------

                                Total liabilities                  1,618,989             2,146,121
                                                                   ---------             ---------

      Series A-1 and Series
      C-2 mandatorily
      redeemable
      stockholders'

      equity, 5,498,688
      shares authorized,
      issued and outstanding
      at December 31, 2016                                      -                  701

      Stockholders' equity
      (deficit):

     Preferred stock,
      $0.0001 par
      value, 20,000,000
      shares
      authorized; no
      shares issued at
      December 31, 2017
      and 2016

                                                                -                    -

     Common stock,
      $0.0001 par
      value,
      480,000,000
      shares
      authorized;
      122,634,922 and
      28,369,644 shares
      issued and
      outstanding at
      December 31, 2017
      and 2016,
      respectively

                                                               12                     3

      Additional paid-
      in capital                                          771,813                11,448

      Accumulated other
      comprehensive
      loss                                               (35,111)             (73,902)

      Accumulated
      deficit                                           (420,345)            (297,303)
                                                         --------              --------

                                 Total stockholders' equity
                                 (deficit)                           316,369             (359,754)
                                                                     -------              --------

                                 Total liabilities, mandatorily
                                  redeemable equity and
                                  stockholders' equity (deficit)  $1,935,358            $1,787,068
                                                                  ----------            ----------


                                        Cision Ltd. and its Subsidiaries

                     Condensed Consolidated Statements of Operations and Comprehensive Loss

                           For the Years Ended December 31, 2017 and December 31, 2016

                               (in thousands, except per share and share amounts)

                                                   (Unaudited)


                                                                                                   2017                      2016
                                                                                                   ----                      ----

    Revenue                                                $631,637                             $467,772

    Cost of revenue                                                                          200,836                   162,583
                                                                                             -------                   -------

                                                Gross profit                       430,801                   305,189


    Operating costs and expenses:

                                                Sales and marketing                114,750                    92,594

                                                 Research and
                                                 development                        22,102                    19,445

                                                 General and
                                                 administrative                    166,759                   135,737

                                                 Amortization of
                                                 intangible assets                  89,159                    77,058

                                                 Total operating
                                                 costs and
                                                 expenses                          392,770                   324,834
                                                                                   -------                   -------

                                                 Operating
                                                 income (loss)                      38,031                  (19,645)


    Non operating income (loss):

                                                 Foreign exchange
                                                 (losses) gains                    (5,458)                    6,299

                                                 Interest and other
                                                 income, net                         2,132                       831

                                                Interest expense                 (116,466)                (117,997)

                                                 Loss on
                                                 extinguishment of
                                                 debt                             (51,872)                 (23,591)
                                                -----------

                                                 Total non
                                                 operating loss                  (171,664)                (134,458)
                                                                                  --------                  --------

                                                 Loss before
                                                 income taxes                    (133,633)                (154,103)

    Benefit from income taxes                                                               (10,591)                 (55,691)
                                                                                             -------                   -------

                                                Net loss                        $(123,042)                $(98,412)

    Other comprehensive income (loss) -

    foreign currency translation adjustments                                                  38,791                  (58,929)

                                                 Comprehensive
                                                 loss                            $(84,251)               $(157,341)
                                                                                  ========                 =========


    Net loss per share:

                                                Basic and Diluted                  $(1.63)                  $(3.47)

    Weighted average shares outstanding used

    in computing per share amounts:


                                                Basic and Diluted               75,696,880                28,369,644


                                                     Cision Ltd. and its Subsidiaries

                                              Condensed Consolidated Statements of Cash Flows

                                        For the Years Ended December 31, 2017 and December 31, 2016

                                                              (in thousands)

                                                                (Unaudited)


                                                                                                                               2017                     2016
                                                                                                                               ----                     ----

    Cash flows from operating activities

    Net loss                                                            $(123,042)                                        $(98,412)

    Adjustments to reconcile net loss to net cash provided by
     operating activities:

                                                                  Depreciation and
                                                                  amortization                               139,474                   126,983

                                                                 Non-cash
                                                                  interest charges
                                                                  and amortization
                                                                  of debt discount
                                                                  and deferred
                                                                  financing costs                             63,262                    34,439

                                                                  Non-cash yield
                                                                  on Convertible
                                                                  Preferred Equity
                                                                  Certificates                                 2,292                    13,080

                                                                  Equity-based
                                                                  compensation
                                                                  expense                                      4,138                     5,302

                                                                  Provision for
                                                                  doubtful
                                                                  accounts                                     3,493                     2,572

                                                                  Deferred income
                                                                  taxes                                     (23,278)                 (69,115)

                                                                  Unrealized
                                                                  currency
                                                                  translation
                                                                  losses (gains)                               5,011                   (4,350)

                                                                  Gain on sale of
                                                                  business                                   (1,785)

                                                                 Other                                         (194)                    (234)

                                                                 Changes in
                                                                  operating assets
                                                                  and liabilities,
                                                                  net of
                                                                  acquisitions and
                                                                  disposals:

                                                                  Accounts
                                                                  receivable                                 (6,349)                  (1,547)

                                                                  Prepaid
                                                                  expenses and
                                                                  other current
                                                                  assets                                       1,579                     4,227

                                                                 Other assets                                    737                     4,376

                                                                  Accounts
                                                                  payable                                    (3,831)                    (807)

                                                                  Accrued
                                                                  compensation
                                                                  and benefits                               (6,235)                    8,228

                                                                  Other accrued
                                                                  expenses                                     4,068                   (1,564)

                                                                  Deferred
                                                                  revenue                                      4,887                   (7,362)

                                                                  Other
                                                                  liabilities                                  4,621                     1,557

                                                                                      Net cash provided by operating
                                                                                      activities                             68,848                   17,373
                                                                                                                             ------                   ------


    Cash flows from investing activities

    Purchases of property and equipment                                                                                 (10,734)                 (7,382)

    Software development costs                                                                                          (14,953)                (11,738)

    Acquisitions of businesses, net of
     cash acquired of $12,354 and
     $9,071                                                                                                             (78,528)               (804,194)

    Proceeds from disposal of business                                                                                    23,675                    3,998

    Change in restricted cash                                                                                                552                    (100)

                                                                                      Net cash used in investing
                                                                                      activities                           (79,988)               (819,416)
                                                                                                                            -------                 --------


    Cash flows from financing activities

    Proceeds from revolving credit
     facility                                                                                                              5,000                   33,475

    Repayment under revolving credit
     facility                                                                                                           (38,475)                       -

    Proceeds from issuance of
     Convertible Preferred Equity
     Certificates to Cision Owner                                                -                                          136,025

    Payment of amounts due to Cision
     Owner                                                                                                               (1,940)                       -

    Proceeds from term credit facility
     net of debt discount of $10,466
     and $10,091                                                                                                       1,350,259                1,364,070

    Repayments of term credit facility                                                                               (1,497,838)               (724,930)

    Payments on capital lease
     obligations                                                                                                           (171)                   (287)

    Proceeds from issuance of equity                                                                                     305,110                        -

                                                                                      Net cash provided by financing
                                                                                      activities                            121,945                  808,353
                                                                                                                            -------                  -------

    Effect of exchange rate changes on
     cash and cash equivalents                                                                                             2,714                  (1,781)
                                                                                                                           -----                   ------

                                                                                      Increase in cash and cash
                                                                                      equivalents                           113,519                    4,529


    Cash and cash equivalents

    Beginning of year                                                                                                     35,135                   30,606

    End of year                                                           $148,654                                           $35,135
                                                                          ========                                           =======


    Supplemental disclosure of cash flows information

    Cash paid during the year for:

    Interest                                                              $102,400                                           $94,615

    Income taxes                                                                                                          10,250                    5,582

    Supplemental non-cash information:

    Issuance of securities by Cision
     Owner in connection with
     acquisitions                                                                                                          7,000                   40,000

                                                                 Non-cash
                                                                  contribution
                                                                  from Cision
                                                                  Owner in
                                                                  connection with
                                                                  merger                                     451,139                         -

Use of Non-GAAP Financial Measures

Non-GAAP results are presented only as a supplement to our financial statements based on US generally accepted accounting principles (GAAP). Non-GAAP financial information is provided to enhance the reader's understanding of our financial performance, but none of these non-GAAP financial measures are recognized terms under GAAP, and non-GAAP measures should not be considered in isolation or as a substitute for financial measures calculated in accordance with GAAP. Reconciliations of the most directly comparable GAAP measures to non-GAAP measures, such as EBITDA, Adjusted EBITDA, and Adjusted net income per share, are provided within the schedules attached to this release. We use non-GAAP measures in our operational and financial decision-making, believing that it is useful to exclude certain items in order to focus on what we deem to be a more reliable indicator of ongoing operating performance and our ability to generate cash flow from operations. As a result, internal management reports used during monthly operating reviews include Adjusted EBITDA, and Adjusted net income per diluted share. Additionally, we believe that the presentation of non-GAAP measures provides information that is useful to investors as it indicates, for example, our ability to meet capital expenditures and working capital requirements and otherwise meet our obligations as they become due. Investors are cautioned that non-GAAP financial measures are not a substitute for GAAP disclosures. This communication also includes certain forward-looking non-GAAP financial measures. We are unable to present without unreasonable efforts a reconciliation of forward-looking non-GAAP financial information to the corresponding GAAP financial information because management cannot reliably predict all of the necessary information. Forward-looking non-GAAP financial information is based on numerous assumptions, including assumptions with respect to general business, economic, market, regulatory and financial conditions and various other factors, all of which are difficult to predict and many of which are beyond our control. Accordingly, investors are cautioned not to place undue reliance on this information.

Non-GAAP measures are frequently used by securities analysts, investors, and other interested parties in their evaluation of companies comparable to Cision, many of which present non-GAAP measures when reporting their results. These measures can be useful in evaluating our performance against our peer companies because we believe the measures provide users with valuable insight into key components of GAAP financial disclosures. However, non-GAAP measures have limitations as an analytical tool. Non-GAAP measures are not necessarily comparable to similarly titled measures used by other companies. They are not presentations made in accordance with GAAP, are not measures of financial condition or liquidity, and should not be considered as an alternative to profit or loss for the period determined in accordance with GAAP or operating cash flows determined in accordance with GAAP. As a result, you should not consider such performance measures in isolation from, or as a substitute analysis for, results of operations as determined in accordance with GAAP.


                                                      Cision Ltd. and its Subsidiaries

                                          Reconciliation of Net Loss to EBITDA and Adjusted EBITDA

                                                                (in millions)

                                                                 (Unaudited)


                            Three                                   Three                          Year Ended            Year Ended
                            Months                                  Months                          December              December
                            Ended                                   Ended                                     31, 2017              31, 2016
                           December                                December
                                    31, 2017                                31, 2016
                                    --------                                --------

    Net loss                         ($34.5)                                 ($23.8)                          ($123.0)               ($98.4)

    Depreciation and
     amortization                      $36.1                                    $39.5                             $139.5                 $127.0

    Interest expense and
     loss on
     extinguishment of
     debt                              $20.2                                    $35.8                             $168.3                 $141.6

    Provision (benefit)
     from income taxes                 $17.3                                   ($9.6)                           ($10.6)               ($55.7)

    EBITDA                             $39.1                                    $41.8                             $174.2                 $114.5
                                       -----                                    -----                             ------                 ------

    Acquisition related
     costs and expenses                $16.7                                     $9.0                              $42.2                  $45.0

    Gain on sale of
     business                              -                                       -                            ($1.8)                     -

    Stock-based
     compensation                       $1.2                                     $1.3                               $4.1                   $5.3

    Deferred revenue
     reduction from
     purchase accounting                $0.7                                     $0.6                               $1.5                   $1.2

    Sponsor fees and
     expenses                              -                                    $0.1                               $0.3                   $0.6

    Unrealized translation
     loss (gain)                        $3.5                                     $0.1                               $5.0                 ($4.4)
                                        ----                                                                       ----

    Adjusted EBITDA                    $61.2                                    $53.0                             $225.5                 $162.2
                                       =====                                    =====                             ======                 ======


                                                                                      Cision Ltd. and its Subsidiaries

                                                        Reconciliation of Net Loss to Adjusted Net Income and Adjusted Net Income per Diluted Share

                                                                           (in millions, except for per share and share amounts)

                                                                                                (Unaudited)


                                                                            Three                                   Three                           Year Ended            Year Ended
                                                                            Months                                                                   December              December
                                                                            Ended                                   Months                                     31, 2017              31, 2016
                                                                           December                                 Ended
                                                                                    31, 2017                       December
                                                                                                                          31, 2016
                                                                                                                                                                                          ---

    Net loss                                                                         ($34.5)                                 ($23.8)                           ($123.0)               ($98.4)

    Provision (benefit) from income taxes                                              $17.3                                   ($9.6)                            ($10.6)               ($55.7)

    Acquisition related costs and expenses                                             $16.7                                     $9.0                               $42.2                  $45.0

    Gain on sale of business                                                               -                                       -                             ($1.8)                     -

    Stock-based compensation                                                            $1.2                                     $1.3                                $4.1                   $5.3

    Deferred revenue reduction from purchase accounting                                 $0.7                                     $0.6                                $1.5                   $1.2

    Amortization related to acquired intangible assets                                 $29.2                                    $33.0                              $113.8                 $102.0

    CPEC interest and loss on extinguishment of debt                                       -                                    $1.1                               $55.9                  $37.5

    Sponsor fees and expenses                                                              -                                    $0.1                                $0.3                   $0.6

    Unrealized translation loss (gain)                                                  $3.5                                     $0.1                                $5.0                 ($4.4)
                                                                                        ----                                     ----                                ----                  -----

    Adjusted Income before income taxes                                                $34.1                                    $11.8                               $87.4                  $33.1

    Less: Income tax at 33% rate                                                     ($11.2)                                  ($3.9)                            ($28.8)               ($10.9)

    Adjusted net income                                                                $22.9                                     $7.9                               $58.5                  $22.2
                                                                                       =====                                     ====                               =====                  =====

    Pro forma fully-diluted weighted average shares
     outstanding                                                                     121,918                                   82,076                             102,035                 82,076

    Adjusted net income per diluted share                                              $0.19                                    $0.10                               $0.57                  $0.27


                                                                                               Cision Ltd. and its Subsidiaries

                                                       Reconciliation of Net Cash Provided by Operating Activities to Adjusted Net Cash Provided by Operating Activities

                                                                                                         (in millions)

                                                                                                          (Unaudited)


                                                               Three                                                Three                                                Year Ended            Year Ended
                                                               Months                                               Months                                                December              December
                                                               Ended                                                Ended                                                           31, 2017              31, 2016
                                                              December                                             December
                                                                            31, 2017                                             31, 2016
                                                                            --------                                             --------

    Net cash provided by operating activities                                  $30.5                                                 $14.7                                               $68.8                  $17.4

      Acquisition related costs and expenses                                   $16.7                                                  $9.0                                               $42.2                  $45.0

    Adjusted net cash provided by operating activities                         $47.2                                                 $23.7                                              $110.9                  $62.4
                                                                               =====                                                 =====                                              ======                  =====

(1) Cision defines EBITDA as net income (loss), plus depreciation and amortization expense, plus interest expense and loss on extinguishment of debt, plus provision for (or minus benefit from) income taxes.

(2) Cision defines Adjusted EBITDA as EBITDA, further adjusted for acquisition related costs and expenses, stock-based compensation, deferred revenue reduction from purchase accounting, (gains) losses related to divested businesses or assets, sponsor fees and expenses, and unrealized translation losses (gains). All of the items included in the reconciliation from net income to Adjusted EBITDA are either non-cash items or are items that we consider to be less useful in assessing our operating performance. In the case of the non-cash items, we believe that investors can better assess our operating performance if the measures are presented without such items because, unlike cash expenses, these adjustments do not affect our ability to generate free cash flow or invest in our business. For example, by excluding depreciation and amortization from EBITDA, users can compare operating performance without regard to different accounting determinations such as useful life. In the case of the other items, we believe that investors can better assess operating performance if the measures are presented without these items because their financial impact does not reflect ongoing operating performance.

(3) Cision defines Adjusted net income as net income (loss) plus provision for (or minus benefit from) income taxes, further adjusted for acquisition related costs and expenses, (gains) losses related to divested businesses or assets, stock-based compensation, deferred revenue reduction from purchase accounting, amortization related to acquired intangibles, CPEC interest and losses on extinguishment of debt, sponsor fees and expenses, and unrealized translation losses (gains), which together, sum to Adjusted net income (loss) before income taxes. Adjusted net income (loss) before income taxes is then taxed at an assumed long term corporate tax rate of 33% for 2017 and periods prior, and 26% for 2018 and beyond, pursuant to our preliminary analysis with respect to recent US tax law changes, to determine Adjusted net income. The enactment of the Tax Cuts and Jobs Act in December 2017 resulted in a provisional net one-time tax of $11.9 million in the fourth quarter of 2017 based on a reasonable estimate of the income tax effects, primarily from a tax on accumulated foreign earnings, the remeasurement of deferred tax assets and liabilities and new limitations on the deductibility of interest. Our calculation of Adjusted net income excludes this provisional net one-time tax. We continue to finalize the analysis of the tax reform provisions in 2018. All of the items included in the reconciliation from net income to Adjusted net income are either non-cash items or are items that we consider to be less useful in assessing our operating performance. In the case of the non-cash items, we believe that investors can better assess our operating performance if the measures are presented without such items because, unlike cash expenses, these adjustments do not affect our ability to generate free cash flow or invest in our business. For example, by excluding the amortization related to acquired intangibles, users can compare operating performance without regard to highly variable amortization expenses related to our acquisitions. In the case of the other items, we believe that investors can better assess operating performance if the measures are presented without these items because their financial impact does not reflect ongoing operating performance.

(4) Adjusted net income per diluted share is defined as Adjusted net income, as defined above, divided by the fully-diluted pro forma weighted average shares outstanding for the period. The fully-diluted pro forma weighted average shares outstanding for the respective period assume that the exchange of shares pursuant to our merger with Capitol Acquisition III had taken effect as of the beginning of such period. Additionally, for purposes of calculating the number of fully diluted shares outstanding, we have excluded the potential impact of dilution from outstanding warrants to purchase shares of our common stock, and stock options and restricted units issued and outstanding pursuant to our 2017 Omnibus Incentive Plan. Using our average share price of $12.34 for the three months ended December 31, 2017, our fully-diluted pro forma weighted average shares outstanding for the three months ended December 31, 2017 would have been approximately 123.6 million had we incorporated the dilutive effects of the warrants, stock options and restricted units.

(5) Adjusted net cash provided by operating activities is defined as net cash provided by operating activities adjusted for acquisition related costs and expenses.

(6) Adjusted net income (loss), Adjusted net income (loss) per diluted share, EBITDA, Adjusted EBITDA, and Adjusted net cash provided by (used in) operating activities are used by many of our investors, research analysts, investment bankers, and lenders to assess our operating performance. For example, a measure similar to Adjusted EBITDA is required by the lenders under our 2017 First Lien Credit Facility.

Investor Contact:
Jack Pearlstein
Chief Financial Officer
Jack.Pearlstein@cision.com

Media Contact:
Nick Bell
Vice President, Marketing Communications and Content
CisionPR@cision.com

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SOURCE Cision Ltd.