Lightspeed Announces Fourth Quarter and Full Year 2020 Financial Results

Fourth Quarter Revenue Growth Accelerated to 70% YoY

Record adoption of Lightspeed eCommerce and Lightspeed Delivery to Power Customers' Omni-channel Needs

Over 60% of eligible new customers contracted for Lightspeed Payments

Average GTV processed by a Lightspeed customer is now >$600,000 per annum

Lightspeed reports in U.S. dollars and in accordance with IFRS.

MONTREAL, May 21, 2020 /PRNewswire/ - Lightspeed POS Inc. ("Lightspeed" or the "Company") (TSX: LSPD), a leading provider of omni-channel point of sale platforms, today announced financial results for the three- and twelve-month periods ended March 31, 2020.

In the month of March, Lightspeed saw record uptake of Lightspeed eCommerce, Lightspeed Delivery and Lightspeed Payments platforms as retailers and hospitality businesses worldwide adopted new sales channels to continue reaching customers amidst the outbreak of COVID-19. The need for an omni-channel cloud solution coupled with modern, integrated payment solutions is no longer a competitive differentiator, but a business imperative.

"We are witnessing a historic shift in the way small and medium-sized businesses, the businesses at the heart of our communities, engage in commerce. Being omni-channel has never been more important." said Dax Dasilva, Lightspeed Founder and CEO. "Our merchants are progressive, omni-channel thought-leaders that continuously reinvent the retail and hospitality landscapes. We are proud to be their key technology partner and are committed to powering their growth."

As the implications of the pandemic became clearer in March, Lightspeed swiftly transitioned staff worldwide to remote work and immediately rolled out initiatives designed to support merchants during this unprecedented time, including:

    --  Affordable access to solutions, such as Lightspeed eCommerce, Lightspeed
        Delivery, Lightspeed Loyalty and Lightspeed Payments, to help merchants
        optimize their business models to continue reaching consumers.
    --  Staff deployments to support the immediate onboarding of record numbers
        of merchants seeking overnight adoption of digital sales channels.
    --  Regularly updated resources to help merchants connect to government-led
        relief programs.
    --  Strategic private and municipal partnerships to extend discounted
        solutions to communities in need of rapid transformation.
    --  The #lightspeedlocal initiative, which reimburses employees who shop
        through e-commerce or dine takeout or delivery from their local
        Lightspeed retailers and restaurants, a tangible method of enabling the
        global workforce to support small business.

"We delivered strong financial results to finish up our fiscal year, despite the difficult macro environment encountered through the back half of March," said Brandon Nussey, Lightspeed's CFO. "While the effects of COVID-19 will cause some uncertainty for the foreseeable future, we are encouraged by the signs we are seeing for Lightspeed's solutions and what it signals for our long-term potential. With over $210 million in unrestricted cash we are well positioned to invest smartly through this period and emerge as an even stronger global leader for our customers."

Fourth Quarter Financial Highlights

(All comparisons are relative to the three-month period ended March 31, 2019 unless otherwise stated):

    --  Total revenue of $36.3 million, an increase of 70%
    --  Recurring software and payments revenue of $31.8 million, an increase of
        70%
    --  Gross margin of 63%, with gross profit up by 58% versus the prior year
        quarter
    --  Net loss of $18.6 million as compared to a net loss of $96.1 million.
        Last year's results were impacted by a non-cash charge of $132.1
        million, offset by an associated $44.8 million deferred tax benefit,
        each related to our preferred shares which converted into common shares
        prior to our IPO
    --  Adjusted EBITDA(1) of ($6.2) million, compared to Adjusted EBITDA of
        ($4.1) million,
    --  At March 31, 2020, Lightspeed had $210 million in unrestricted cash and
        cash equivalents, with additional borrowing capacity of $25 million

Full Fiscal Year Financial Highlights

(All comparisons are relative to the full fiscal year ended 2019 unless otherwise stated):

    --  Total revenue of $120.6 million, an increase of 56%
    --  Recurring software and payments revenue of $106.9 million, an increase
        of 56%
    --  Gross margin of 64% with gross profit up by 44% versus the prior year
    --  Net loss of $53.5 million as compared to a net loss of $183.5 million.
        Last year's results were impacted by a non-cash charge of $191.2
        million, offset by an associated $30.8 million deferred tax benefit,
        each related to our preferred shares which converted into common shares
        prior to our IPO
    --  Adjusted EBITDA of ($21.7) million compared to Adjusted EBITDA of
        ($13.1) million


            
              (1)            Non-IFRS measure. See "Non-IFRS
                                         Measures" and the reconciliation
                                         to the most directly comparable
                                         IFRS measure included in this
                                         news release.



            
              (2)            Key Performance Indicator. See
                                         "Key Performance Indicators

Operational and Business Highlights

(All comparisons are relative to the full fiscal year ended 2019 unless otherwise stated):

    --  Lightspeed powered approximately 76,500 customer locations(2) worldwide
        as of March 31, 2020, an increase from 49,000 a year prior.
    --  Achieved positive net dollar retention rates(2) again in Fiscal 2020
        indicating ongoing customer success using Lightspeed and increased
        customer appetite to grow their relationship with Lightspeed.
    --  The number of customers (excluding customers from its three most recent
        acquisitions) using more than one Lightspeed module grew from 33% at
        March 31, 2019 to 40% at March 31, 2020 led in part by strong recent
        adoption of Lightspeed eCommerce to power online stores for customers,
        Lightspeed Delivery to better enable hospitality customers to launch
        home delivery offerings, Lightspeed Loyalty to help customers stay in
        touch with their patrons across multiple selling channels, and
        Lightspeed Payments to help merchants save time and money and streamline
        their operations.
    --  Lightspeed's platforms enabled retailers such as Out There Outfitters,
        in business for more than 25 years, to quickly establish an online
        presence and enable curbside pick-up to drive sales and remain connected
        to their community. Similarly, Montréal-based Editorial Boutique
        rapidly designed a pop-up Lightspeed eCommerce site, complemented by
        virtual sessions with in-store stylists, allowing boutique employees to
        deliver highly personalized recommendations to customers. London-based
        hospitality merchant Absurd Bird used Lightspeed to strategically
        redesign menus in its six brick-and-mortar locations in bulk and alter
        its kitchen layouts to be more delivery-friendly, while Ratcliffe Golf
        Services, based in North Carolina, used online booking to eliminate
        points of contact and keep courses operational.
    --  GTV(2) processed by retailers and hospitality businesses on Lightspeed
        platforms grew by more than 70% to over $6.1 billion in the three-month
        period ended March 31, 2020 and to over $22.3 billion for the
        twelve-month period ended March 31, 2020. The average GTV processed by a
        Lightspeed customer is now >$600,000 per annum.
    --  The portion of customers contracting for Lightspeed Payments alongside
        their core software subscription increased again this quarter, eclipsing
        60%. A record number of existing customers agreed to switch to
        Lightspeed Payments as well.
    --  Ongoing success of Lightspeed's omni-channel cloud offering to
        mid-market customers and with a new team dedicated to that effort.
        Lightspeed's solutions have proven capabilities in serving
        multi-location customers, including the newly-signed Palmetto Dunes
        Oceanfront Resort, a golf experience located on Hilton Head Island,
        South Carolina and the Houston-based fashion and accessories retailer
        Charming Charlie, who chose Lightspeed Retail, Lightspeed Analytics and
        Lightspeed Loyalty for its 15 locations across the United States.
    --  Released the latest Lightspeed Restaurant solution across Europe with
        advancements around reporting and analytics, multi-location management,
        centralized menu management, and new mobile capabilities
    --  In late February, Lightspeed raised $130 million in capital through a
        bought deal offering.

Subsequent to Fourth Quarter

The effects of the COVID-19 pandemic and related government shutdowns are impacting retailers and restaurants globally. We anticipate that customers' GTV and the demand for our services will be impacted and business failures in our customer base will increase so long as social distancing measures remain in place in the core markets we serve.

However, Lightspeed's solutions have been helping to offset the toll that the pandemic is taking on hospitality and retail industries around the world. The following trends have been apparent since the quarter end:

    --  As of today, despite present economic conditions, approximately
        three-quarters of Lightspeed's customers are actively trading, meaning
        that they are processing volume through Lightspeed's omni-channel cloud
        solutions.
    --  eCommerce adoption remains robust with a 400% increase in eCommerce
        volumes processed by Lightspeed retailers in April as compared to
        February 2020 levels.
    --  Overall GTV from Lightspeed retailers in April grew approximately 50%
        from March 2020 levels.
    --  Lightspeed Payments revenue had a record month in April, led by
        increased online sales, the impact of new customer adoption, and good
        performance across a subset of verticals such as home and garden, bike
        and pet.
    --  Hospitality customer volumes remain challenged due to the ongoing
        government mandated shutdowns affecting most markets. Lightspeed's
        hospitality revenue base is mainly subscription software revenue that is
        not variable to underlying customer volumes, with the largest
        concentration in countries like Australia, Germany, Belgium,
        Switzerland, the UK, and France.
    --  The number of hospitality customers now using home delivery and curbside
        pickup options has increased sharply. In Australia, for example, there
        has been 5x the volume through these channels versus a year ago.
    --  New customer demand was encouraging through April with new retailers,
        golf courses, restaurants and mid market opportunities all choosing
        Lightspeed solutions. While churn and customers on reduced subscription
        plans remained elevated compared to historical norms, Lightspeed ended
        April with approximately 75,500 customer locations subscribed to
        Lightspeed solutions.

Financial Outlook

Heightened uncertainty in the global economy is having an acute impact on everyone, including our customers, their consumers, our partners, our suppliers and our employees. The degree to which COVID-19 will affect our business, operating results and financial condition in upcoming quarters will depend on future developments that are highly uncertain and cannot currently be predicted. As such, Lightspeed is declining to provide a financial outlook at this time for both the quarter ending June 30, 2020 and the full year ending March 31, 2021. Above, however, we have given insight into trends we are witnessing in our business through April. In response to the present uncertainty, we have strategically re-directed discretionary spending and funding for certain go-to-market initiatives towards solution innovation. We believe we are witnessing an urgent and lasting paradigm shift in the needs of small and medium-sized retail and hospitality businesses and we believe strong fundamentals, including our broad omni-channel cloud solution set, geographically-diverse customer base balanced between retail and hospitality, subscription-based software business model, compelling payments offering, and strong balance sheet, position us well to capitalize on this shift.

Conference Call and Webcast Information

Lightspeed will host a conference call and webcast to discuss the Company's financial results at 8:30 am ET on Thursday, May 21, 2020. To access the conference call, dial 866.211.3060 for the U.S. or Canada, or 647.689.6576 for international callers and provide conference ID 9369136 or "Lightspeed". The webcast will be available live on the Investors section of the Company's website at https://investors.lightspeedhq.com.

An audio replay of the call will also be available to investors beginning at approximately 11:00 a.m. Eastern Time on May 21, 2020, until 11:59 p.m. Eastern Time on May 28, 2020, by dialing 800.585.8367 for the U.S. or Canada, or 416.621.4642 for international callers and provide conference ID 9369136. In addition, an archived webcast will be available on the Investors section of the Company's website at https://investors.lightspeedhq.com.

About Lightspeed

Lightspeed (TSX: LSPD) powers small and medium-sized businesses with its cloud-based, omni-channel commerce platforms in over 100 countries around the world. With smart, scalable, and dependable point of sale systems, Lightspeed provides all-in-one solutions that help restaurants and retailers sell across channels, manage operations, engage with consumers, accept payments, and grow their business.

Headquartered in Montréal, Canada, Lightspeed is trusted by favorite local businesses, where the community goes to shop and dine. Lightspeed has offices in Canada, USA, Europe, and Australia.

For more information, please visit: www.lightspeedhq.com

On social media: LinkedIn, Facebook, Instagram, YouTube, and Twitter

Non-IFRS Measures

The information presented herein includes certain financial measures such as "Adjusted EBITDA", "non-IFRS Gross Profit", "non-IFRS general and administrative expenses", "non-IFRS research and development expenses", and "non-IFRS sales and marketing expenses". These measures are not recognized measures under IFRS and do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of our results of operations from management's perspective. Accordingly, these measures should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS. These non-IFRS measures are used to provide investors with supplemental measures of our operating performance and thus may highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS measures. We also believe that securities analysts, investors and other interested parties frequently use non-IFRS measures in the evaluation of issuers. Our management also uses non-IFRS measures in order to facilitate operating performance comparisons from period to period, to prepare annual operating budgets and forecasts and to determine components of management compensation.

Non-IFRS gross profit, non-IFRS general and administrative expenses, non-IFRS research and development expenses, and non-IFRS sales and marketing expenses are non-IFRS financial measures that exclude the effect of stock-based compensation expense and related payroll taxes, and in the case of non-IFRS general and administrative expenses and non-IFRS sales and marketing expenses, transaction-related costs.

"Adjusted EBITDA" is calculated as net loss excluding interest, taxes, depreciation and amortization, or EBITDA, as adjusted for stock-based compensation expense and related payroll taxes, loss on the increase in fair value of redeemable preferred shares, compensation expenses relating to acquisitions complete, foreign exchange gains and losses, and transaction-related expenses.

Key Performance Indicators

We monitor the following key performance indicators to help us evaluate our business, measure our performance, identify trends affecting our business, formulate business plans and make strategic decisions. Our key performance indicators may be calculated in a manner different than similar key performance indicators used by other companies.

Customer Locations. "Customer Location" means a billing customer location for which the term of services has not ended, or with which we are negotiating a renewal contract. A single unique customer can have multiple Customer Locations including physical and eCommerce sites.

Gross Transaction Volume. "Gross Transaction Volume" or "GTV" means the total dollar value of transactions processed through our cloud-based SaaS platform in the period, net of refunds, inclusive of shipping and handling, duty and value-added taxes.

Net Dollar Retention Rate. "Net Dollar Retention Rate" is calculated as of the end of each month by considering the cohort of customers on our commerce platforms as of the beginning of the month and dividing our subscription and payments revenue attributable to this cohort in the then-current month by total subscription and payments revenue attributable to this cohort in the immediately preceding month.

Forward-Looking Statements

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward looking information may relate to our financial outlook, including Adjusted EBITDA, and anticipated events or results and may include information regarding our financial position, business strategy, growth strategies, addressable markets, budgets, operations, financial results, taxes, dividend policy, plans and objectives. Particularly, information regarding our expectations of future results, performance, achievements, prospects or opportunities or the markets in which we operate is forward-looking information.

In some cases, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "is expected", "an opportunity exists", "budget", "scheduled", "estimates", "outlook", "forecasts", "projection", "prospects", "strategy", "intends", "anticipates", "does not anticipate", "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will", "will be taken", "occur" or "be achieved", the negative of these terms and similar terminology. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events or circumstances.

Forward-looking information is necessarily based on a number of opinions, estimates and assumptions that we considered appropriate and reasonable as of the date such statements are made, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward?looking information, including but not limited to the risk factors identified in our most recent Management's Discussion and Analysis of Financial Condition and Results of Operations and under "Risk Factors" in our most recent Annual Information Form, both of which are available under our profile on SEDAR at www.sedar.com. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information.

Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. No forward-looking statement is a guarantee of future results. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this news release represents our expectations as of the date of hereof (or as of the date they are otherwise stated to be made) and are subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws. All of the forward-looking information contained in this news release is expressly qualified by the foregoing cautionary statements.


                                  Condensed Consolidated Statements of Loss and Comprehensive Loss


                   (expressed in thousands
                    of US dollars, except
                    per share amounts)                                                                 Fiscal year                        Three months
                                                                                                   ended March 31,                     ended March 31,



                                                                                    2020                         2019           2020                     2019


                                                               
              
                $   
              
                $  
     
            $   
          
                $




                   Revenues                                                      120,637                       77,451         36,271                   21,285




                   Direct cost of revenues                                        43,199                       23,573         13,595                    6,962





                   Gross profit                                                   77,438                       53,878         22,676                   14,323





                   Operating expenses


      General and
       administrative                                                             24,486                       13,790          7,350                    4,793


      Research and development                                                    31,812                       18,283         10,100                    5,074


      Sales and marketing                                                         55,388                       39,043         15,239                   11,362


      Depreciation of property
       and equipment                                                               1,749                        1,389            550                      415


      Depreciation of right-
       of-use assets                                                               2,492                                        821


      Foreign exchange loss
       (gain)                                                                      (395)                         987          (300)                     637


      Acquisition-related
       compensation                                                               11,087                          454          5,138                      188


      Amortization of
       intangible assets                                                           9,226                        3,148          4,260                      649





                   Total operating expenses                                      135,845                       77,094         43,158                   23,118





                   Operating loss                                               (58,407)                    (23,216)      (20,482)                 (8,795)




      Fair value loss on
       Redeemable Preferred
       Shares                                                                                              (191,219)                             (132,135)


      Interest income net of
       interest expense                                                            1,766                          181          (226)                      81





                   Loss before income taxes                                     (56,641)                   (214,254)      (20,708)               (140,849)





                   Income tax expense
                    (recovery)



     Current                                                                         49                           59           (46)                      64



     Deferred                                                                   (3,159)                    (30,788)       (2,065)                (44,837)





                   Total income tax expense
                    (recovery)                                                   (3,110)                    (30,729)       (2,111)                (44,773)





                   Net loss                                                     (53,531)                   (183,525)      (18,597)                (96,076)





                   Other comprehensive loss




                                  Items that may be
                                   reclassified to net loss


      Foreign currency
       differences on
       translation of foreign
       operations                                                                (6,271)                                   (6,271)



                   Total comprehensive loss                                     (59,802)                   (183,525)      (24,868)                (96,076)




                   Net loss per share -
                    basic and diluted                                             (0.62)                      (5.53)        (0.21)                  (2.21)


                                 Condensed
                                  Consolidated
                                  Balance
                                  Sheets


                  (expressed
                   in
                   thousands
                   of US
                   dollars)


                                                        2020           2019


                  Assets                       
     
             $ 
     
             $




                  Current
                   assets


     Cash and
      cash
      equivalents                                    210,969        207,703


     Trade and
      other
      receivables                                     10,879          8,424


     Inventories                                         932            269


     Other
      current
      assets                                          10,427          5,204





                  Total
                   current
                   assets                            233,207        221,600




                  Lease
                   right-of-
                   use assets                         15,957


                  Property
                   and
                   equipment,
                   net                                 7,989          5,372


                  Intangible
                   assets,
                   net                                62,819          2,618


                  Goodwill                           146,598         22,536


                  Restricted
                   cash and
                   other
                   long-term
                   assets                             11,749          3,499


                  Deferred
                   tax assets                            109            186





                  Total
                   assets                            478,428        255,811





                  Liabilities
                   and
                   Shareholders'
                   Equity




                  Current
                   liabilities


     Accounts
      payable
      and
      accrued
      liabilities                                     30,810         16,183


     Lease
      liabilities                                      3,301


     Income
      taxes
      payable                                             76            135


     Current
      portion of
      deferred
      revenue                                         36,622         32,317





                  Total
                   current
                   liabilities                        70,809         48,635




                  Deferred
                   tax
                   liabilities                         6,578            706


                  Deferred
                   revenue                             5,472          8,025


                  Lease
                   liabilities                        13,546


                  Long-term
                   debt                               29,687


                  Other long-
                   term
                   liabilities                         8,198          1,779





                  Total
                   liabilities                       134,290         59,145




                   Shareholders'
                   equity


     Share
      capital                                        852,115        652,336


     Additional
      paid-in
      capital                                         11,773          4,278


     Accumulated
      other
      comprehensive
      loss                                           (6,271)


     Accumulated
      deficit                                      (513,479)     (459,948)





                  Total
                   shareholders'
                   equity                            344,138        196,666





                  Total
                   liabilities
                   and
                   shareholders'
                   equity                            478,428        255,811


                                  Condensed Consolidated
                                   Statements of Cash Flows


                   (expressed in thousands of US
                    dollars)


                                                                     2020           2019


                                                            
     
             $ 
     
             $


                   Cash flows from (used in)
                    operating activities



     Net loss                                                   (53,531)     (183,525)


      Items not affecting cash and
       cash equivalents


      Acquisition-related
       compensation                                                11,087            454


      Fair value loss on Redeemable
       Preferred Shares                                                         191,219


      Amortization of intangible
       assets                                                       9,226          3,148


      Depreciation of property and
       equipment and lease right-of-
       use assets                                                   4,241          1,389



     Deferred income taxes                                       (3,159)      (30,788)


      Stock-based compensation
       expense                                                      8,870          1,693


      Unrealized foreign exchange loss
       (gain)                                                         475            929


      (Increase)/decrease in
       operating assets and increase/
       (decrease) in operating
       liabilities


      Trade and other receivables                                   2,071          (546)



     Inventories                                                   (401)          (31)



     Other assets                                                (3,440)         (335)


      Accounts payable and accrued
       liabilities                                                (1,329)         5,647



     Income taxes payable                                           (59)           (9)



     Deferred revenue                                              (433)         3,309


      Other long-term liabilities                                   (402)            71


      Interest income net of interest
       expense                                                    (1,766)         (181)





                   Total operating activities                    (28,550)       (7,556)





                   Cash flows from (used in)
                    investing activities


      Additions to property and
       equipment                                                  (3,609)       (2,030)


      Payment of liabilities related
       to acquisition of business                                 (5,116)


      Acquisition of businesses, net
       of cash acquired                                         (115,048)       (1,389)



     Interest income                                               3,480





                   Total investing activities                   (120,293)       (3,419)





                   Cash flows from (used in)
                    financing activities


      Proceeds from exercise of stock
       options                                                      3,546            536


      Proceeds from issuance of share
       capital                                                    130,933        207,547


      Proceeds from draw-down of
       long-term debt                                              30,000



     Share issuance costs                                        (6,893)      (12,372)


      Payment of lease liabilities and
       movement in restricted deposits                            (3,401)



     Financing costs                                               (653)


      Repurchase of Common Shares                                                 (792)





                   Total financing activities                     153,532        194,919





                   Effect of foreign exchange rate
                    changes on cash and cash
                    equivalents                                   (1,423)         (892)





                   Net increase in cash and cash
                    equivalents during the year                     3,266        183,052




                   Cash and cash equivalents -
                    Beginning of year                             207,703         24,651





                   Cash and cash equivalents - End
                    of year                                       210,969        207,703






     Interest paid                                                   320             26



     Income taxes paid                                               113            124


                                 Reconciliation from IFRS
                                  to Non-IFRS Results


                                                                             Fiscal year                        Three months
                                                                         ended March 31,                     ended March 31,



                  (In thousands of US
                   dollars)                                       2020                 2019           2020                     2019


                                                          
     
            $ 
        
                $  
     
            $   
          
                $




                  Net loss                                    (53,531)           (183,525)      (18,597)                (96,076)


     Fair value loss on
      Redeemable Preferred
      Shares(1)                                                                    191,219                                132,135


     Stock-based
      compensation and
      related payroll
      taxes(2)                                                   9,930                3,110          2,676                    2,043


     Depreciation and
      amortization(3)                                           13,467                4,537          5,631                    1,064


     Foreign exchange loss
      (gain)(4)                                                  (395)                 987          (300)                     637


     Interest income net of
      interest expense(3)                                      (1,766)               (181)           226                     (81)


     Acquisition-related
      compensation(5)                                           11,087                  454          5,138                      188


     Transaction-related
      expenses(6)                                                2,658                1,023          1,159                      718


     Income tax recovery                                       (3,110)            (30,729)       (2,111)                (44,773)





                  Adjusted EBITDA                             (21,660)            (13,105)       (6,178)                 (4,145)




     
     (1) This loss is with respect to the
              change in valuation of our
              Redeemable Preferred Shares from
              period to period, which is a non-
              cash item. Prior to the completion
              of our initial public offering on
              March 15, 2019, all of our
              Redeemable Preferred Shares were
              converted and the liability was
              reduced to $Nil with a
              corresponding increase in share
              capital. There will be no further
              impact on our results of operations
              from these shares.



     
     (2) These expenses represent non-cash
              expenditures recognized in
              connection with issued stock
              options and other awards under our
              stock option plans to our employees
              and directors as well as related
              payroll taxes given that they are
              directly attributable to
              stock?based compensation, are
              estimates and therefore subject to
              change. For the three months and
              fiscal year ended March 31, 2020,
              the stock-based compensation
              expense was $4,060 and $8,870
              respectively (March 31, 2019 -
              $706 and $1,693) and the related
              payroll taxes were a recovery of
              $1,384 and an expense of $1,060
              respectively (March 31, 2019 -
              expense of $1,337 and $1,417).



     
     (3) In connection with the adoption of
              IFRS 16 - Leases, on a modified
              retrospective basis, with no
              restatement of comparatives, for
              the three months ended March 31,
              2020, net loss includes
              depreciation of $821 related to
              amortization of right-of-use
              assets, interest expense of $246 on
              lease liabilities, and excludes an
              amount of $954 relating to rent
              expense ($2,492, $852, and $2,894
              respectively for the fiscal year
              ended March 31, 2020).



     
     (4) These non-cash losses (gains)
              relate to foreign exchange
              translation.



     
     (5) These costs represent a portion of
              the consideration paid to acquired
              businesses that is associated with
              the ongoing employment obligations
              for certain key employees of such
              acquired businesses.



     
     (6) These expenses relate to
              professional, legal, consulting and
              accounting fees relating to our
              initial public offering, our
              acquisitions, our secondary
              offering in August 2019 and our
              bought deal in February 2020 that
              would otherwise not have been
              incurred.



     
                
                  Reconciliation from IFRS to Non-IFRS Results


      The following table outlines stock-based compensation and the related payroll taxes as well as transaction-related
       costs associated with the Company's acquisitions and capital raises included with these expenses included in the
       results of operations.


                                                                                    Fiscal year                                      Three months
                                                                                ended March 31,                                   ended March 31,



                   (In thousands of US
                    dollars, except
                    percentages)                                 2020                         2019                         2020                     2019


                                            
              
                $   
              
                $   
              
                $   
          
                $




                   Gross profit                                77,438                       53,878                       22,676                   14,323


      % of revenue                                             64.2 %                      69.6 %                      62.5 %                  67.3 %


      add: Stock-based
       compensation and
       related payroll taxes                                      731                          260                          170                      151

                                                                                                                                                  ---



                   Non-IFRS gross profit                       78,169                       54,138                       22,846                   14,474

                                                                                                                                                  ---

      % of revenue                                             64.8 %                      69.9 %                      63.0 %                  68.0 %




                   General and
                    administrative
                    expenses                                   24,486                       13,790                        7,350                    4,793


      % of revenue                                             20.3 %                      17.8 %                      20.3 %                  22.5 %


      less: Stock-based
       compensation and
       related payroll taxes                                    3,196                        1,030                          606                      647


      less: Transaction-
       related costs                                            2,328                        1,023                          829                      718

                                                                                                                                                  ---



                   Non-IFRS general and
                    administrative
                    expenses                                   18,962                       11,737                        5,915                    3,428

                                                                                                                                                  ---

      % of revenue                                             15.7 %                      15.2 %                      16.3 %                  16.1 %




                   Research and
                    development expenses                       31,812                       18,283                       10,100                    5,074


      % of revenue                                             26.4 %                      23.6 %                      27.8 %                  23.8 %


      less: Stock-based
       compensation and
       related payroll taxes                                    3,101                          245                        1,400                      350

                                                                                                                                                  ---



                   Non-IFRS research and
                    development expenses                       28,711                       18,038                        8,700                    4,724

                                                                                                                                                  ---

      % of revenue                                             23.8 %                      23.3 %                      24.0 %                  22.2 %




                   Sales and marketing
                    expenses                                   55,388                       39,043                       15,239                   11,362


      % of revenue                                             45.9 %                      50.4 %                      42.0 %                  53.4 %


      less: Stock-based
       compensation and
       related payroll taxes                                    2,902                        1,575                          500                      895


      less: Transaction-
       related costs                                              330                                                      330                        -




                   Non-IFRS sales and
                    marketing expenses                         52,156                       37,468                       14,409                   10,467

                                                                                                                                                  ---

      % of revenue                                             43.2 %                      48.4 %                      39.7 %                  49.2 %

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SOURCE Lightspeed POS Inc.