Vonage's First Quarter 2019 Results Powered by 31% Vonage Business GAAP Revenue Growth

HOLMDEL, N.J., May 8, 2019 /PRNewswire/ -- Vonage Holdings Corp. (NYSE: VG), a global business cloud communications leader, today announced results for the quarter ended March 31, 2019.

"The first quarter reflects a solid start to the year, and I am proud of our team's performance across several major initiatives. The execution of our strategy continues to improve, and Vonage is well positioned to deliver on our growth objectives for 2019 and beyond," said Alan Masarek, Chief Executive Officer.

Mr. Masarek continued, "Our OneVonage programmable platform is resonating well with customers, and it enables us to serve the total addressable market across unified communications, contact center, and programmable APIs. By delivering these products with our own technology through an integrated platform, Vonage is capitalizing on the global demand trends for cloud communications, which we believe will drive attractive growth for years to come."

First Quarter Business Segment Results

    --  Vonage Business Revenues were $180 million, representing 64% of
        consolidated revenues and 31% GAAP growth.
    --  Business Service Revenues were $159 million, for 37% GAAP growth.
        --  Adjusted to include acquisitions for all periods and other one-time
            items, Vonage Business Service Revenues increased 20%
            year-over-year((1)) or 23% in constant currency.
        --  Applications Service Revenues grew 34% as reported and 13% adjusted
            or 13% adjusted, constant currency.
        --  API Platform Revenues (which are all service revenues) grew 43% as
            reported and 34% adjusted or 42% adjusted, constant currency.
    --  Business Service Revenue Per Customer was $408, up 24% from the year-ago
        quarter.
    --  Business Service Revenue Churn was 1.2%, stable compared to the year-ago
        quarter.

First Quarter Consumer Segment Results

    --  Consumer Revenues were $100 million, down 15% year-over-year, as
        planned.
    --  Customer churn was 1.9%, flat compared to the year-ago quarter.
    --  Average revenue per line ("ARPU") was $26.43, an increase of $0.15
        compared to the year-ago quarter.
    --  Ended the first quarter of 2019 with approximately 1.2 million Consumer
        subscriber lines.

Consolidated Income and Balance Sheet

For the first quarter of 2019, Vonage reported consolidated revenues of $280 million, up from $254 million in the year-ago quarter. Loss from operations was $3 million, versus income from operations of $18 million in the year-ago quarter. Operating Income was primarily impacted by the acquisitions of TokBox and NewVoiceMedia, which drove higher operating expense, depreciation and amortization and interest expense. GAAP net loss was $1 million, or $0.00 per share, down from net income of $25 million in the year-ago period, or $0.11 per share. First quarter adjusted net income((2)) was $15 million or $0.06 per share, down from $31 million or $0.13 per share in the year-ago period.

For the first quarter, the Company generated Adjusted Operating Income Before Depreciation and Amortization ("Adjusted OIBDA")((3)) of $32 million, and Adjusted OIBDA minus Capex((3) )of $21 million. Net Cash from Operations was $3 million and Free Cash Flow((4)) was $(8 million) for the quarter. This resulted in a net debt to Last Twelve Months Adjusted OIBDA ratio of 3.2 times, as of March 31, 2019.

Guidance

For the second quarter of 2019, Vonage expects the following:

    --  Vonage Business Revenues in the range of $194 million to $196 million.
    --  Consumer Revenues in the range of $96 million to $97 million.
    --  Consolidated Adjusted OIBDA in the range of $35 million to $37 million,
        including approximately $2 million of deferred revenue write-down from
        the acquisition of NewVoiceMedia.

There is no change to the Company's full-year 2019 guidance.

Conference Call and Webcast

The company will host a conference call to discuss its financial results for the first quarter of 2019 and other matters at 8:30 AM Eastern Time. To participate, please dial (866) 891-8177. International callers should dial (412) 902-6756.

A live webcast of the conference call will be available on the Vonage Investor Relations website. A replay of the webcast will also be available shortly after the conclusion of the call and may be accessed through Vonage's Investor Relations website or by dialing (877) 344-7529 or (412) 317-0088 for international callers and entering the passcode 10130875.

(1) This is a non-GAAP financial measure. Refer below to Table 5 for a reconciliation to GAAP total business revenues and business service revenues.

(2) This is a non-GAAP financial measure. Refer below to Table 4 for a reconciliation to GAAP net income.

(3) This is a non-GAAP financial measure. Refer below to Table 3 for a reconciliation to GAAP income from operations.

(4) This is a non-GAAP financial measure. Refer below to Table 6 for a reconciliation to GAAP cash from operations.


                                                                                                            
         
              VONAGE HOLDINGS CORP.


                                                                                                        
        
           TABLE 1. CONSOLIDATED FINANCIAL DATA


                                                                                                      
       
        (Dollars in thousands, except per share amounts)




                                                                                                                                                                                
     
     Three Months Ended


                                                                                                                                                        March 31,                     December 31,               March 31,


                                                                                                                                                              2019                             2018                      2018

                                                                                                                                                                                                                        ---

                                                                                                                                                       (unaudited)                    (unaudited)               (unaudited)



            
              Statement of Operations Data:



            Revenues                                                                                                                                              $
       279,541                                                $
      273,803            $
       253,573





            Operating Expenses:



            Cost of revenues (excluding depreciation and amortization of $9,418, $8,708, and $6,434,                                                      113,411                                      111,873                              103,567
    respectively)



            Sales and marketing                                                                                                                            95,523                                       82,232                               77,136



            Engineering and development                                                                                                                    16,526                                       16,635                               10,820



            General and administrative                                                                                                                     35,459                                       37,948                               27,582



            Depreciation and amortization                                                                                                                  21,214                                       19,094                               16,800



                                                                                                                                                           282,133                                      267,782                              235,905




            (Loss)/Income from operations                                                                                                                 (2,592)                                       6,021                               17,668



            Other Income (Expense):



            Interest expense                                                                                                                              (7,576)                                     (5,774)                             (3,161)



            Other income (expense), net                                                                                                                     (416)                                       (749)                               (253)



                                                                                                                                                           (7,992)                                     (6,523)                             (3,414)




            (Loss)/Income before income tax benefit/(expense)                                                                                            (10,584)                                       (502)                              14,254



            Income tax benefit/(expense)                                                                                                                   10,050                                      (6,441)                              10,270




            Net (loss)/income                                                                                                                                       $
       (534)                                               $
      (6,943)            $
       24,524




            (Loss)/Earning per common share:



            Basic                                                                                                                                      
            $                                                             $
      (0.03)              $
       0.11




            Diluted                                                                                                                                    
            $                                                             $
      (0.03)              $
       0.10




            Weighted-average common shares outstanding:



            Basic                                                                                                                                         240,527                                      239,649                              233,034




            Diluted                                                                                                                                       240,527                                      239,649                              248,481


                                                                                                                                     
      
                VONAGE HOLDINGS CORP.


                                                                                                                               
      
        TABLE 1. CONSOLIDATED FINANCIAL DATA - (Continued)


                                                                                                                                
      
        (Dollars in thousands, except per share amounts)






                                                                                                                                                                                                     
        
           Three Months Ended


                                                                                                                                                                                           March 31,                                 December 31,                         March 31,


                                                                                                                                                                                                 2019                                             2018                            2018



                                                                                                                                                                                          (unaudited)                                (unaudited)                        (unaudited)



           
                Statement of Cash Flow Data:



           Net cash provided by operating activities                                                                                                                                                  $
       2,750                                                    $
              28,742          $
     23,468



           Net cash used in investing activities                                                                                                                                            (10,774)                                         (358.046)                        (6,397)



           Net cash provided by (used in) financing activities                                                                                                                                20,786                                            308.342                        (25,062)



           Capital expenditures and acquisition and development of software assets                                                                                                          (10,774)                                           (9.861)                        (6,397)








                                                                                                                                                                                                                                             March 31,                    December 31,


                                                                                                                                                                                                                                                   2019                            2018



                                                                                                                                                                                                                                            (unaudited)                     (audited)



           
                Balance Sheet Data (at period end):



           Cash and cash equivalents                                                                                                                                                                                                                               $
              18,254                         $
         5,057



           Restricted cash                                                                                                                                                                                                                                1,872                           2,047



           Accounts receivable, net of allowance                                                                                                                                                                                                         73,375                          75,342



           Inventory, net of allowance                                                                                                                                                                                                                    1,322                           1,470



           Prepaid expenses and other current assets                                                                                                                                                                                                     34,010                          34,130



           Deferred customer acquisition costs, current and non-current                                                                                                                                                                                  54,565                          49,636



           Property and equipment, net                                                                                                                                                                                                                   48,776                          49,262



           Goodwill                                                                                                                                                                                                                                     602,301                         598,499



           Operating lease right of use assets                                                                                                                                                                                                           53,042



           Software, net                                                                                                                                                                                                                                 21,001                          17,430



           Intangible assets, net                                                                                                                                                                                                                       287,800                         299,911



           Deferred tax assets                                                                                                                                                                                                                          113,642                         102,560



           Other assets                                                                                                                                                                                                                                  25,759                          24,144




           Total assets                                                                                                                                                                                                                                         $
              1,335,719                     $
         1,259,488




           Accounts payable and accrued expenses                                                                                                                                                                                                                  $
              129,747                       $
         140,632



           Operating lease liabilities, current and non-current                                                                                                                                                                                          60,891



           Deferred revenue, current and non-current                                                                                                                                                                                                     53,628                          53,447



           Total notes payable, net of debt related costs and indebtedness under revolving credit facility, including current                                                                                                                           558,265                         519,228
    portion



           Other liabilities                                                                                                                                                                                                                              3,046                          10,413




           Total liabilities                                                                                                                                                                                                                                      $
              805,577                       $
         723,720




           Total stockholders' equity                                                                                                                                                                                                                             $
              530,142                       $
         535,768


                                                                                                                                                        
              
                VONAGE HOLDINGS CORP.


                                                                                                                                            
              
                TABLE 2. SUMMARY CONSOLIDATED OPERATING DATA


                                                                                                                                           
              
                (Dollars in thousands, except per line amounts)


                                                                                                                                                             
              
                (unaudited)





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





               Business                                                                                                                                                                                  
            
     Three Months Ended


                                                                                                                                                                          March 31,                                    December 31,            March 31,


                                                                                                                                                                               2019                                             2018                  2018

                                                                                                                                                                                                                                                     ---


              Revenues:



                 Service revenues                                                                                                                                                    $
              159,345                                                  $
      149,004         $
      116,302



                 Access and product revenues(1)                                                                                                                             11,697                                                     12,394                          12,531




                    Service, access and product revenues                                                                                                                   171,042                                                    161,398                         128,833



                 USF revenues                                                                                                                                                8,555                                                      8,601                           7,835




              Total revenues                                                                                                                                                         $
              179,597                                                  $
      169,999         $
      136,668





              Cost of Revenues:



                 Service cost of revenues(2)                                                                                                                                          $
              69,854                                                   $
      66,179          $
      52,982



                 Access and product cost of revenues(1)                                                                                                                     13,871                                                     14,790                          14,491




                    Service, access and product cost of revenues                                                                                                            83,725                                                     80,969                          67,473



                 USF revenues                                                                                                                                                8,555                                                      8,601                           7,840




              Total cost of revenues                                                                                                                                                  $
              92,280                                                   $
      89,570          $
      75,313




    Service margin %                                                                                                                                                         56.2                                                       55.6                            54.4
                                                                                                                                                                                  %                                                         %                              %



              Gross margin % ex-USF (Service, access and product margin %)                                                                                                   51.1                                                       49.8                            47.6
                                                                                                                                                                                  %                                                         %                              %


    Gross margin %                                                                                                                                                           48.6                                                       47.3                            44.9
                                                                                                                                                                                  %                                                         %                              %





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



              (2) Excludes depreciation and amortization of $8,214, $7,462, and $4,973 for the quarters ended March 31, 2019,  December 31, 2018 and March 31, 2018, respectively.



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





              Consumer                                                                                                                                                                                
     
     Three Months Ended


                                                                                                                                                                          March 31,                          December 31,            March 31,


                                                                                                                                                                               2019                                   2018                  2018

                                                                                                                                                                                                                                           ---


              Revenues:



                 Service revenues                                                                                                                                                    $
            89,000                                            $
      92,435         $
      104,394



                 Access and product revenues(1)                                                                                                                                 68                                               87                              91




                    Service, access and product revenues                                                                                                                    89,068                                           92,522                         104,485



                 USF revenues                                                                                                                                               10,876                                           11,282                          12,420




              Total revenues                                                                                                                                                         $
            99,944                                           $
      103,804         $
      116,905





              Cost of Revenues:



                 Service cost of revenues(2)                                                                                                                                          $
            9,258                                            $
      10,389          $
      14,014



                 Access and product cost of revenues(1)                                                                                                                        997                                              632                           1,794




                    Service, access and product cost of revenues                                                                                                            10,255                                           11,021                          15,808



                 USF revenues                                                                                                                                               10,876                                           11,282                          12,446




              Total cost of revenues                                                                                                                                                 $
            21,131                                            $
      22,303          $
      28,254




    Service margin %                                                                                                                                                         89.6                                             88.8                            86.6
                                                                                                                                                                                  %                                               %                              %



              Gross margin % ex-USF (Service, access and product margin %)                                                                                                   88.5                                             88.1                            84.9
                                                                                                                                                                                  %                                               %                              %


    Gross margin %                                                                                                                                                           78.9                                             78.5                            75.8
                                                                                                                                                                                  %                                               %                              %





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



              (2) Excludes depreciation and amortization of $1,204, $1,246, $1,461 for the quarters ended March 31, 2019, December 31, 2018 and March 31, 2018, respectively.




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






      Business                                                       
              
                Three Months Ended


                                                  March 31,                                             December 31,                      March 31,


                                                       2019                                                      2018                            2018

                                                                                                                                                ---

     Service
      revenue per
      customer                                                $
              408                                                                         $
     392     $
     328


     Business
      revenue                                             %                                                                  %                               %
      churn                                             1.2                                                                 1.1                              1.2





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







     
                Consumer                                                                                                              
              
                Three Months Ended


                                                                                                    March 31,                                                            December 31,            March 31,


                                                                                                         2019                                                                     2018                  2018

                                                                                                                                                                                                       ---


     Average monthly revenues per line                                                                         $
              
                26.43                                                               $
     26.32           $
     26.58



     Subscriber lines (at period end)                                                              1,232,857                                                                          1,287,649                      1,439,669



     Customer churn                                                                                      1.9                                                                                1.8                            1.9
                                                                                                            %                                                                                 %                             %


                                                                            
          
                VONAGE HOLDINGS CORP.


                                                                      
      
          TABLE 3. RECONCILIATION OF GAAP INCOME FROM OPERATIONS


                                                                       
      
           TO ADJUSTED OIBDA AND TO ADJUSTED OIBDA MINUS CAPEX


                                                                            
          
                (Dollars in thousands)


                                                                              
             
                (unaudited)






                                                                                                                               
           
     Three Months Ended


                                                                                               March 31,                                   December 31,              March 31,


                                                                                                    2019                                            2018                    2018

                                                                                                                                                                           ---


     Income from operations                                                                               $
              (2,592)                                                   $
     6,021            $
      17,668



     Depreciation and amortization                                                               21,214                                                      19,094                          16,800



     Amortization of costs to implement cloud computing arrangements                                125



     Share-based expense                                                                          7,940                                                       9,330                           6,709



     Acquisition related transaction and integration costs                                          191                                                       4,704



     Acquisition related consideration accounted for as compensation                                  -                                                                                       827



     Organizational transformation                                                                4,658                                                       2,030                             109



     Adjusted OIBDA                                                                              31,536                                                      41,179                          42,113




     Less:



     Capital expenditures                                                                       (5,277)                                                    (8,345)                        (3,250)



     Acquisition and development of software assets                                             (5,497)                                                    (1,516)                        (3,147)



     Adjusted OIBDA Minus Capex                                                                            $
              20,762                                                   $
     31,318            $
      35,716


                                                                             
        
                VONAGE HOLDINGS CORP.


                                                                       
        
          TABLE 4. RECONCILIATION OF GAAP NET INCOME TO


                                                                         
          
             NET INCOME EXCLUDING ADJUSTMENTS


                                                                      
        
          (Dollars in thousands, except per share amounts)


                                                                               
           
                (unaudited)






                                                                                                                              
        
     Three Months Ended


                                                                                              March 31,                               December 31,              March 31,


                                                                                                   2019                                        2018                    2018

                                                                                                                                                                      ---


     Net (loss) income                                                                                    $
              (534)                                                $
         (6,943)            $
         24,524



     Amortization of acquisition - related intangibles                                          14,179                                                  11,770                                 8,830



     Amortization of costs to implement cloud computing arrangements                               125



     Acquisition related transaction and integration costs                                         191                                                   4,704



     Acquisition related consideration accounted for as compensation                                 -                                                                                         827



     Organizational transformation                                                               4,658                                                   2,030                                   109



     Tax effect on adjusting items                                                             (4,022)                                                  (370)                              (3,301)




     Net income excluding adjustments                                                                    $
              14,597                                                  $
         11,191             $
         30,989




     Earnings (loss) per common share:



     Basic                                                                                
              $                                                                      $
         (0.03)              $
         0.11




     Diluted                                                                              
              $                                                                      $
         (0.03)              $
         0.10




     Weighted-average common shares outstanding:



     Basic                                                                                     240,527                                                 239,649                               233,034




     Diluted                                                                                   240,527                                                 239,649                               248,481




     Earnings per common share, excluding adjustments:



     Basic                                                                                                 $
              0.06                                                    $
         0.05               $
         0.13




     Diluted                                                                                               $
              0.06                                                    $
         0.04               $
         0.12




     Weighted-average common shares outstanding:



     Basic                                                                                     240,527                                                 239,649                               233,034




     Diluted                                                                                   246,346                                                 249,208                               248,481


                                                                                                                     
              
                VONAGE HOLDINGS CORP.


                                                                                                     
        
         TABLE 5. RECONCILIATION OF BUSINESS SEGMENT - GAAP REVENUES AND SERVICE REVENUES


                                                                                                   
       
        TO BUSINESS SEGMENT - ADJUSTED REVENUES, ADJUSTED SERVICE REVENUES, ADJUSTED APPLICATION


                                                                                                         
       
                SERVICE REVENUES AND ADJUSTED API PLATFORM SERVICE REVENUES


                                                                                                                     
              
                (Dollars in thousands)


                                                                                                                          
              
                (unaudited)






                                                                                                                                                                                                      
       
            Three Months Ended



                                                                                                                                                                                            March 31,                                 December 31,                  March 31,


                                                                                                                                                                                                 2019                        2018                        2018

                                                                                                                                                                                                                                                        ---




     Business total revenues                                                                                                                                                                         $
       179,597                                 $
      169,999                $
      136,668



     Deferred revenue adjustment from acquired companies                                                                                                                                       2,499                         2,173



     Revenue from acquired companies (prior to acquisition) less revenue from divested businesses                                                                                                  -                        6,102                             18,764



     Outage credits and significant one-time items                                                                                                                                                 -                        1,500



     Adjusted business total revenues                                                                                                                                                                $
       182,096                                 $
      179,774                $
      155,432






     Business service revenues                                                                                                                                                                       $
       159,345                                 $
      149,004                $
      116,302



     Deferred revenue adjustment from acquired companies                                                                                                                                       2,499                         2,173



     Revenue from acquired companies (prior to acquisition) less revenue from divested businesses                                                                                                  -                        6,083                             18,622



     Outage credits and significant one-time items                                                                                                                                                 -                        1,500



     Adjusted business service revenues                                                                                                                                                              $
       161,844                                 $
      158,760                $
      134,924








     Business service revenues                                                                                                                                                                       $
       159,345                                 $
      149,004                $
      116,302



     Less: API Platform service revenue                                                                                                                                                       59,863                        59,831                             41,987




     Application service revenue                                                                                                                                                              99,482                        89,173                             74,315



     Deferred revenue adjustment from acquired companies                                                                                                                                       2,499                         2,173



     Revenue from acquired companies (prior to acquisition) less revenue from divested businesses                                                                                                  -                        6,083                             16,030



     Outage credits and significant one-time items                                                                                                                                                 -                        1,500



     Adjusted application service revenues                                                                                                                                                           $
       101,981                                  $
      98,929                 $
      90,345








     Business service revenues                                                                                                                                                                       $
       159,345                                 $
      149,004                $
      116,302



     Less: Application service revenue                                                                                                                                                        99,482                        89,173                             74,315




     API Platform service revenue                                                                                                                                                             59,863                        59,831                             41,987



     Revenue from acquired companies prior to acquisition                                                                                                                                          -                                                          2,592



     Adjusted API platform service revenues                                                                                                                                                           $
       59,863                                  $
      59,831                 $
      44,579


                                                     
         
         VONAGE HOLDINGS CORP.


                                                    
         
         TABLE 6. FREE CASH FLOW


                                                     
         
         (Dollars in thousands)


                                                        
         
           (unaudited)






                                                      
         
         Three Months Ended


                               March 31,                            December 31,             March 31,


                                    2019                                     2018                   2018

                                                                                                   ---

      Net cash provided by
       operating activities                $
       2,750                                                     $
      28,742          $
      23,468



     Less:


      Capital expenditures       (5,277)                                             (8,345)                         (3,250)


      Acquisition and
       development of software
       assets                    (5,497)                                             (1,516)                         (3,147)




     Free cash flow                     $
       (8,024)                                                    $
      18,881          $
      17,071


                                                                                                                               
              
                VONAGE HOLDINGS CORP.


                                                                                                                 
         
       TABLE 7. RECONCILIATION OF NOTES PAYABLE, INDEBTEDNESS UNDER REVOLVING CREDIT


                                                                                                                         
           
                FACILITY, AND CAPITAL LEASES TO NET DEBT


                                                                                                                               
              
                (Dollars in thousands)


                                                                                                                                    
              
                (unaudited)






                                                                                                                                                                                                         March 31,                    December 31,


                                                                                                                                                                                                              2019             2018






     Current portion of notes payable                                                                                                                                                                      10,000             10,000



     Notes payable and indebtedness under revolving credit facility, net of current maturities and debt related costs                                                                                     548,265            509,228



     Unamortized debt related costs                                                                                                                                                                           735                772



     Gross debt                                                                                                                                                                                           559,000            520,000




     Less:



     Unrestricted cash                                                                                                                                                                                     18,254              5,057




     Net debt                                                                                                                                                                                                     $
     540,746                  $
      514,943

About Vonage

Vonage is redefining business communications, helping enterprises use fully-integrated unified communications, contact center, and programmable communications solutions via Nexmo, the Vonage API Platform, to improve how business gets done. True to our roots as a technology disruptor, we've embraced technology to transform how companies connect, collaborate and communicate to create better business outcomes. Vonage's fully-integrated cloud communications platform built on a microservices-based architecture enables businesses to collaborate more productively and engage their customers more effectively across all channels, including messaging, chat, social media, video and voice.

Vonage Holdings Corp. is headquartered in Holmdel, New Jersey, with offices throughout the United States, Europe, the Middle East and Asia. Vonage(®) is a registered trademark of Vonage Marketing LLC, owned by Vonage America Inc.

Use of Non-GAAP Financial Measures

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

Adjusted OIBDA

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

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

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

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

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

Adjusted OIBDA less Capex

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

Adjusted net income

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

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

Constant Currency

Vonage reviews its results of operations on both an as reported and on a constant currency basis. The constant currency presentation, which is a non-GAAP measure, excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency information provides valuable supplemental information regarding our results of operations, consistent with how we evaluate our performance. We calculate constant currency percentages by converting our current period local currency financial results using the prior period exchange rates and comparing these adjusted amounts to our prior period reported results.

Net debt (cash)

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

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

Free cash flow

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

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

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

Adjusted business total revenue and Adjusted business service revenue

Vonage defines adjusted business total revenue and adjusted business service revenues as business segment revenue and business segment service revenues to give effect for acquisition-related activities and other one-time items.

The Company does not reconcile its forward-looking adjusted business total revenue and adjusted business service revenue to the corresponding GAAP measures due to the significant variability and difficulty in making accurate forecasts with respect to the various acquisition-related and one-time events that we exclude, as they may be significantly impacted by future events the timing and nature of which are difficult to predict or are not within the control of management. As such, the Company has determined that reconciliations of these forward-looking non-GAAP financial measures to the corresponding GAAP measures is not available without unreasonable effort.

Safe Harbor Statement

This press release contains forward-looking statements, including statements about acquisitions, acquisition integration, financing activity, growth priorities or plans, revenues, adjusted OIBDA, churn, seats, lines or accounts, average revenue per user, cost of telephony services, capital expenditures, new products and related investment, and other statements that are not historical facts or information, that constitute forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. In addition, other statements in this press release that are not historical facts or information may be forward-looking statements. The forward-looking statements in this release are based on information available at the time the statements are made and/or management's belief as of that time with respect to future events and involve risks and uncertainties that could cause actual results and outcomes to be materially different. Important factors that could cause such differences include, but are not limited to: the competition we face; the expansion of competition in the cloud communications market; risks related to the acquisition or integration of businesses we have acquired; our ability to adapt to rapid changes in the cloud communications market; the nascent state of the cloud communications for business market; our ability to retain customers and attract new customers cost-effectively; the risk associated with developing and maintaining effective internal sales teams and effective distribution channels; security breaches and other compromises of information security; risks associated with sales of our services to medium-sized and enterprise customers; our reliance on third-party hardware and software; our dependence on third-party facilities, equipment, systems and services; system disruptions or flaws in our technology and systems; our ability to comply with data privacy and related regulatory matters; our ability to scale our business and grow efficiently; our dependence on third party vendors; the impact of fluctuations in economic conditions, particularly on our small and medium business customers; our ability to obtain or maintain relevant intellectual property licenses or to protect our trademarks and internally developed software; restrictions in our debt agreements that may limit our operating flexibility; our ability to obtain additional financing if required; fraudulent use of our name or services; intellectual property and other litigation that have been and may be brought against us; reliance on third parties for our 911 services; uncertainties relating to regulation of business services; risks associated with legislative, regulatory or judicial actions regarding our business products; risks associated with operating abroad; risks associated with the taxation of our business; governmental regulation and taxes in our international operations; liability under anti-corruption laws or from governmental export controls or economic sanctions; our dependence on our customers' unimpeded access to broadband connections; foreign currency exchange risk; our history of net losses and ability to achieve consistent profitability in the future; our ability to fully realize the benefits of our net operating loss carry-forwards if an ownership change occurs; certain provisions of our charter documents; and other factors that are set forth in the "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2018 and in the Company's Quarterly Reports on Form 10-Q filed with the SEC. While the Company may elect to update forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so except as required by law, and therefore, you should not rely on these forward-looking statements as representing the Company's views as of any date subsequent to today.

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SOURCE Vonage Holdings Corp.