false 0001420302 0001420302 2019-10-24 2019-10-24

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 24, 2019

 

 

LogMeIn, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware

 

001-34391

 

20-1515952

(State or Other Jurisdiction of

 

(Commission

 

(IRS Employer

Incorporation or Organization)

 

File Number)

 

Identification No.)

 

320 Summer Street

 

 

Boston, Massachusetts

 

02210

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (781)-638-9050

 

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

LOGM

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 


TABLE OF CONTENTS

 

Item 2.02. Results of Operations and Financial Condition

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

 

Item 7.01. Regulation FD Disclosure

 

Item 9.01. Financial Statements and Exhibits

 

EXHIBIT INDEX

 

SIGNATURE

 

EX-99.1

 

 


Item 2.02.

Results of Operations and Financial Condition

On October 24, 2019, LogMeIn, Inc. (the “Company”) announced its financial results for the third quarter of 2019. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 5.02.

Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangement of Certain Officers

(b)Departure of Named Executive Officer

On October 24, 2019, the Company’s Chief Financial Officer and Treasurer, Edward K. Herdiech, notified the Company of his decision to retire in 2020 at a date to be determined.  In the interim, Mr. Herdiech has agreed to continue to serve the Company on a full-time basis in order to transition his duties and assist with the hiring and on-boarding of his successor.  The effective date of Mr. Herdiech’s retirement as well as the specific terms of any transition period have not yet been finalized between the Company and Mr. Herdiech.

A copy of the Company’s third quarter earnings press release, which includes the announcement of Mr. Herdiech’s retirement, is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 7.01.

Regulation FD Disclosure

On October 24, 2019, the Company also announced that it will pay a $0.325 per share dividend on November 29, 2019 to stockholders of record as of November 13, 2019. LogMeIn currently has approximately 49 million shares of common stock outstanding.

Item 9.01.

Financial Statements and Exhibits

(d)Exhibits

The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:

 

Exhibit No.

 

Description

  99.1

 

Press release entitled “LogMeIn Announces Third Quarter 2019 Results,” issued by the Company on October 24, 2019.

 104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

LOGMEIN, INC.

 

 

Date: October 24, 2019

By:

/s/ Michael J. Donahue

 

 

Michael J. Donahue

 

 

SVP, General Counsel & Secretary

 

 

Exhibit 99.1

LogMeIn Announces Third Quarter 2019 Results

Exceeds Guidance with Growth Products Increasing 34% Year over Year

Boston, Oct 24, 2019 – LogMeIn, Inc. (NASDAQ: LOGM), a leading provider of cloud-based connectivity, today announced its results for the third quarter ended September 30, 2019.

 

Third quarter financial highlights include:

 

GAAP revenue was $316.9 million

 

Non-GAAP revenue was $317.2 million, up 2.5% year over year, a 60-basis point improvement from Q2’19

 

GAAP net income was $5.1 million or $0.10 per share and non-GAAP net income was $68.7 million or $1.39 per share

 

EBITDA was $82.2 million or 25.9% of GAAP revenue and Adjusted EBITDA was $109.3 million or 34.5% of non-GAAP revenue

 

Cash flow from operations was $83.0 million or 26.2% of non-GAAP revenue, and adjusted free cash flow was $69.6 million or 22.0% of non-GAAP revenue

 

Total GAAP deferred revenue was $392.8 million

 

The Company closed the quarter with cash and cash equivalents of $119.2 million and $200.0 million of borrowings under its existing credit agreement

 

The Company’s fastest growing products continued to gain market share with Jive increasing 37% year over year to $37 million and LastPass gaining 64% year over year to $22 million

 

Third quarter operational highlights include:

 

Launched the new, video first experience for GoToMeeting, which focuses on delivering a simple, intuitive end-user experience, while giving IT even more control over deployment, management, and security. The product includes industry-leading audio quality, a new meeting hub, powerful meeting diagnostics, and additional AI-powered transcription capabilities

 

Announced the general availability of GoToConnect and GoToRoom in the UK, Germany and Ireland, making the full GoTo Suite available in those markets

 

Named to the Gartner 2019 Magic Quadrant for both Unified Communications as a Service and Meeting Solutions

 

LastPass Identity named the winner of the “Overall ID Management Solution of the Year” award in the 2019 CyberSecurity Breakthrough Awards

 

“Our investments in our growth products continued to pay off in the quarter and enabled us to exceed our guidance.  Led by Jive and LastPass, our growth products grew 34% in Q3 and now account for more than a quarter of our revenue,” said Bill Wagner, President and CEO. “Additionally, we made significant progress strengthening our collaboration products, with the introduction of the next generation of our flagship GoToMeeting product and the launch of GoToConnect into key European markets.  We believe both of these milestones are foundational to continue to drive overall growth.”  

 

CFO Retirement in 2020

The Company is also announcing that LogMeIn’s Chief Financial Officer, Ed Herdiech, has informed the Company of his decision to retire in 2020, at a date to be determined.  In the interim, Ed has agreed to continue in his role in a full-time capacity in order to help transition his duties and to assist in the hiring and on-boarding of his successor.  

 

“I want to thank Ed for his distinguished service to LogMeIn over the past 13 years, during which time he has helped scale the Company from a small SaaS disruptor to a billion dollar market leader.  His leadership and execution have been critical throughout our history, including during our 2009 IPO and our transformational merger with the GoTo business. He has also built a strong team that is the operational backbone of the company.  I look forward to working with Ed through his transition in 2020 and we all wish him well as he looks forward to his retirement,” said Bill Wagner.


 

 

“I’ve had a great experience at LogMeIn.  I’ve enjoyed working with extremely smart people and developing a talented and dedicated team that has supported the business on its path from a start up to a billion-dollar SaaS company,” said Ed Herdiech.  “I believe the Company is well-positioned to be a leader in large, forward-leaning markets and I look forward to helping ensure a smooth transition.”

 

Business Outlook

Based on information available as of October 24, 2019, the Company is issuing guidance for the fourth quarter 2019 and fiscal year 2019.  

 

Fourth Quarter 2019:  The Company expects fourth quarter GAAP and non-GAAP revenue to be in the range of $319 million to $321 million.  

EBITDA is expected to be in the range of $89 million to $90 million, or approximately 28% of GAAP revenue.  Adjusted EBITDA is expected to be in the range of $110 million to $111 million, or approximately 34.5% of non-GAAP revenue.  

Non-GAAP net income is expected to be in the range of $68 million to $69 million, or $1.39 to $1.41 per diluted share.  Non-GAAP net income excludes an estimated $18 million in stock-based compensation expense, $3 million in acquisition and litigation-related costs, and $60 million of amortization expense of acquired intangible assets, as well as the income tax effect of the above items.  

Non-GAAP net income for the fourth quarter assumes an effective tax rate of approximately 25% and GAAP net income assumes a tax provision of approximately $3 million for the fourth quarter.  Non-GAAP and GAAP net income per diluted share is based on an estimated 49 million fully-diluted weighted average shares outstanding.  

Including stock-based compensation expense, acquisition-related costs and amortization, and litigation-related expense the Company expects to report GAAP net income in the range of $8 million to $9 million, or $0.15 to $0.17 per diluted share.

Fiscal year 2019:  The Company expects full year 2019 non-GAAP revenue to be in the range of $1.258 billion to $1.260 billion.  The Company expects full year 2019 GAAP revenue to be in the range of $1.257 billion to $1.259 billion.  Non-GAAP revenue adds back $1 million for the impact of an acquisition accounting adjustment recorded to reduce acquired deferred revenue to the fair value of the remaining obligation.

EBITDA is expected to be in the range of $312 million to $313 million, or approximately 25% of GAAP revenue.  Adjusted EBITDA is expected to be in the range of $412 million to $413 million, or approximately 33% of non-GAAP revenue.

Non-GAAP net income is expected to be in the range of $256 million to $257 million, or $5.12 to $5.14 per diluted share.  Non-GAAP net income adds back the non-GAAP revenue adjustment described above and excludes an estimated $69 million in stock-based compensation expense, $15 million in acquisition and litigation-related costs, $241 million of amortization expense of acquired intangible assets, and $15 million of restructuring charges, as well as the income tax effect of the above items.

Non-GAAP net income for the fiscal year assumes an effective tax rate of approximately 25% and GAAP net loss for the fiscal year assumes a tax provision of approximately $4 million.  Non-GAAP net income per diluted share is based on an estimated 50 million fully-diluted weighted average shares outstanding.  GAAP net loss per share is based on an estimated 49.6 million weighted average shares outstanding.

Including stock-based compensation expense, acquisition-related costs and amortization, litigation-related expense, and restructuring charges, the Company expects to report GAAP net loss in the range of $3 million to $2 million, or $0.06 to $0.04 net loss per share.


 

Dividend

In accordance with its previously announced capital return plan, the Company will pay a $0.325 per share dividend on November 29, 2019 to stockholders of record as of November 13, 2019.  The Company currently has approximately 49 million shares of common stock outstanding.

 

Conference Call Information for Today, Thursday, October 24, 2019

The Company will host a corresponding conference call and live webcast at 5:00 p.m. Eastern Time today.  To access the conference call, dial (800) 309-1256 and enter passcode 689811.  A live webcast will be available on the Investor Relations section of the Company’s corporate website at https://www.logmeininc.com and via replay beginning approximately two hours after the completion of the call until the Company’s announcement of its financial results for the next quarter.  An audio replay of the call will also be available to investors beginning at approximately 8:00 p.m. Eastern Time on October 24, 2019 until 8:00 p.m. Eastern Time on October 31, 2019, by dialing 888-203-1112 and entering passcode 2282202.

 

Non-GAAP Financial Measures

This press release contains non-GAAP financial measures including non-GAAP revenue, EBITDA, EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, non-GAAP operating income, non-GAAP income before provision for income taxes, non-GAAP provision for income taxes, non-GAAP net income, non-GAAP net income per diluted share, adjusted cash flow from operations, and adjusted free cash flow.

 

Non-GAAP revenue excludes the impact of the fair value acquisition accounting adjustment on acquired deferred revenue.  

 

EBITDA is GAAP net income (loss) excluding interest, income taxes, other (expense) income, net, and depreciation and amortization expense.  

 

EBITDA margin is calculated by dividing EBITDA by revenue.  

 

Adjusted EBITDA is EBITDA excluding the impact of the fair value acquisition accounting adjustment on acquired deferred revenue, acquisition-related costs, gain on disposition of non-core assets, stock-based compensation expense, restructuring charges, and litigation-related expense.  

 

Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by non-GAAP revenue, or GAAP revenue if not different.  

 

Non-GAAP operating income excludes the impact of the fair value acquisition accounting adjustment on acquired deferred revenue, acquisition related costs and amortization, gain on disposition of non-core assets, stock-based compensation expense, restructuring charges, and litigation-related expense and includes amortization expense for acquired company internally capitalized software development costs that were adjusted in acquisition accounting.

 

Non-GAAP provision for income taxes excludes the tax impact of the fair value acquisition accounting adjustment on acquired deferred revenue, acquisition-related costs and amortization, gain on disposition of non-core assets, stock-based compensation expense, restructuring charges, litigation-related expense, discrete integration related tax impacts, and the tax impact related to the enactment of the U.S. Tax Cuts and Jobs Act of 2017, and includes the tax impact of amortization expense for acquired company internally capitalized software development costs that were adjusted in acquisition accounting.

 

Non-GAAP net income and non-GAAP net income per diluted share reflects the adjustments noted in non-GAAP operating income and non-GAAP provision for income taxes above.

 

Adjusted cash flow from operations excludes acquisition retention-based bonus, litigation, restructuring, and acquisition-related payments and transaction and transition-related tax payments.

 

Adjusted free cash flow is adjusted cash flow from operations excluding purchases of property and equipment and intangible asset additions.

 

The exclusion of certain expenses in the calculation of non-GAAP financial measures should not be construed as an inference that these costs are unusual or infrequent. We anticipate excluding these expenses in the future presentation of our non-GAAP financial measures. The Company believes that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company's management uses these non-GAAP measures to compare the Company's performance to that of prior periods and uses these measures in financial reports prepared for management and the Company's board of directors. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing


 

operating results and trends and in comparing the Company's financial measures with other software-as-a-service companies, many of which present similar non-GAAP financial measures to investors. The Company does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant elements that are required by GAAP to be recorded in the Company's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management in determining these non-GAAP financial measures. In order to compensate for these limitations, management of the Company presents its non-GAAP financial measures in connection with its GAAP results. The Company urges investors to review the reconciliation of its non-GAAP financial measures to the comparable GAAP financial measures, which it includes in press releases announcing quarterly financial results, and not to rely on any single financial measure to evaluate the Company's business. Reconciliation tables of the most comparable GAAP financial measures to the non-GAAP measures used in this press release are included in this release.

About LogMeIn, Inc.

LogMeIn, Inc. (NASDAQ: LOGM) simplifies how people connect with each other and the world around them to drive meaningful interactions, deepen relationships, and create better outcomes for individuals and businesses. One of the world’s top 10 public SaaS companies, and a market leader in unified communications and collaboration, identity and access management, and customer engagement and support solutions, LogMeIn has millions of customers spanning virtually every country across the globe. LogMeIn is headquartered in Boston, Massachusetts with additional locations in North America, South America, Europe, Asia and Australia.

Cautionary Language Concerning Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding the progress made on the Company’s strategic initiatives and revenue growth objectives, improvements made to the Company’s competitive positioning, as well as the Company's financial guidance for the fourth quarter of 2019 and fiscal year 2019. These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as "expect," "anticipate," "should," "believe," "hope," "target," "project," "goals," "estimate," "potential," "predict," "may," "will," "might," "could," "intend," variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond the Company's control.  The Company's actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, customer adoption of the Company's solutions, the Company’s ability to execute on its strategic initiatives, the Company’s ability to integrate acquired products or companies, the Company's ability to attract new customers and retain existing customers, adverse economic conditions in general and adverse economic conditions specifically affecting the markets in which the Company operates, the effectiveness of the Company’s cybersecurity measures, the Company's ability to continue to promote and maintain its brand in a cost-effective manner, the Company's ability to compete effectively, the Company's ability to develop and introduce new products and add-ons or enhancements to existing products, the Company's ability to manage growth, the Company's ability to attract and retain key personnel, the Company's ability to protect its intellectual property and other proprietary rights, the result of any pending litigation including intellectual property litigation, and other risks detailed in the Company's other publicly available filings with the Securities and Exchange Commission. Past performance is not necessarily indicative of future results. The forward-looking statements included in this press release represent the Company's views as of the date of this press release. The Company anticipates that subsequent events and developments will cause its views to change. The Company undertakes no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of this press release.

 

LogMeIn is a registered trademark of LogMeIn, Inc. in the US and other countries around the world.

 

 

 

 

 


 

Contact Information:

Investors

Rob Bradley

LogMeIn, Inc.

781-897-1301

Rob.Bradley@LogMeIn.com

 

Press

Craig VerColen

LogMeIn, Inc.

781-897-0696

Press@LogMeIn.com



 

LogMeIn, Inc.

 

Condensed Consolidated Balance Sheets (unaudited)

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

 

 

 

 

 

 

 

ASSETS

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

148,652

 

 

$

119,197

 

Accounts receivable, net

 

 

95,354

 

 

 

80,876

 

Prepaid expenses and other current assets

 

 

83,887

 

 

 

81,120

 

Total current assets

 

 

327,893

 

 

 

281,193

 

Property and equipment, net

 

 

98,238

 

 

 

97,005

 

Operating lease assets

 

 

-

 

 

 

101,345

 

Restricted cash, net of current portion

 

 

1,840

 

 

 

1,834

 

Intangibles, net

 

 

1,059,988

 

 

 

895,800

 

Goodwill

 

 

2,400,390

 

 

 

2,414,335

 

Other assets

 

 

41,545

 

 

 

61,261

 

Deferred tax assets

 

 

6,059

 

 

 

5,895

 

Total assets

 

$

3,935,953

 

 

$

3,858,668

 

LIABILITIES AND EQUITY

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

35,447

 

 

$

56,671

 

Current operating lease liabilities

 

 

-

 

 

 

17,900

 

Accrued liabilities

 

 

119,379

 

 

 

144,285

 

Deferred revenue, current portion

 

 

369,780

 

 

 

381,635

 

Total current liabilities

 

 

524,606

 

 

 

600,491

 

Long-term debt

 

 

200,000

 

 

 

200,000

 

Deferred revenue, net of current portion

 

 

9,518

 

 

 

11,189

 

Deferred tax liabilities

 

 

201,212

 

 

 

170,378

 

Non-current operating lease liabilities

 

 

-

 

 

 

91,407

 

Other long-term liabilities

 

 

25,929

 

 

 

10,077

 

Total liabilities

 

 

961,265

 

 

 

1,083,542

 

Equity:

 

 

 

 

 

 

 

 

Common stock

 

 

567

 

 

 

572

 

Additional paid-in capital

 

 

3,316,603

 

 

 

3,349,108

 

Retained earnings

 

 

84,043

 

 

 

24,854

 

Accumulated other comprehensive income (loss)

 

 

2,133

 

 

 

(1,946

)

Treasury stock

 

 

(428,658

)

 

 

(597,462

)

Total equity

 

 

2,974,688

 

 

 

2,775,126

 

Total liabilities and equity

 

$

3,935,953

 

 

$

3,858,668

 

 

 


 

LogMeIn, Inc.

 

Condensed Consolidated Statements of Operations (unaudited)

 

(In thousands, except per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

Revenue

 

$

308,927

 

 

$

316,941

 

 

$

893,794

 

 

$

937,705

 

Cost of revenue

 

 

72,853

 

 

 

81,230

 

 

 

208,628

 

 

 

239,685

 

Gross profit

 

 

236,074

 

 

 

235,711

 

 

 

685,166

 

 

 

698,020

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

42,220

 

 

 

39,452

 

 

 

129,256

 

 

 

120,548

 

Sales and marketing

 

 

95,041

 

 

 

110,604

 

 

 

282,599

 

 

 

346,063

 

General and administrative

 

 

37,441

 

 

 

34,954

 

 

 

111,990

 

 

 

103,379

 

Restructuring charge

 

 

-

 

 

 

5,172

 

 

 

-

 

 

 

14,602

 

Gain on disposition of assets

 

 

-

 

 

 

-

 

 

 

(33,910

)

 

 

-

 

Amortization of acquired intangibles

 

 

44,268

 

 

 

39,368

 

 

 

128,698

 

 

 

118,257

 

Total operating expenses

 

 

218,970

 

 

 

229,550

 

 

 

618,633

 

 

 

702,849

 

Income (loss) from operations

 

 

17,104

 

 

 

6,161

 

 

 

66,533

 

 

 

(4,829

)

Interest income

 

 

293

 

 

 

299

 

 

 

1,335

 

 

 

1,375

 

Interest expense

 

 

(2,033

)

 

 

(2,048

)

 

 

(4,213

)

 

 

(6,317

)

Other income (expense), net

 

 

(77

)

 

 

180

 

 

 

(403

)

 

 

(187

)

Income (loss) before income taxes

 

 

15,287

 

 

 

4,592

 

 

 

63,252

 

 

 

(9,958

)

(Provision for) benefit from income taxes

 

 

(2,570

)

 

 

516

 

 

 

(14,269

)

 

 

(495

)

Net income (loss)

 

$

12,717

 

 

$

5,108

 

 

$

48,983

 

 

$

(10,453

)

Net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.25

 

 

$

0.10

 

 

$

0.94

 

 

$

(0.21

)

Diluted

 

$

0.24

 

 

$

0.10

 

 

$

0.93

 

 

$

(0.21

)

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

51,652

 

 

 

49,265

 

 

 

52,090

 

 

 

49,886

 

Diluted

 

 

52,066

 

 

 

49,368

 

 

 

52,829

 

 

 

49,886

 

 

 

 


 

LogMeIn, Inc.

 

Calculation of Non-GAAP Revenue (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

 

 

(in thousands)

 

 

(in thousands)

 

GAAP Revenue

 

$

308,927

 

 

$

316,941

 

 

$

893,794

 

 

$

937,705

 

Add Back:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of acquisition accounting on fair value of acquired deferred revenue

 

 

654

 

 

 

230

 

 

 

3,186

 

 

 

978

 

Non-GAAP Revenue

 

$

309,581

 

 

$

317,171

 

 

$

896,980

 

 

$

938,683

 

 

 

 

 

 

 

 


 

Calculation of Non-GAAP Operating Income, Non-GAAP Net Income and Non-GAAP Net Income per Diluted Share (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

 

 

(In thousands, except

per share data)

 

 

(In thousands, except

per share data)

 

GAAP Net income (loss) from operations

 

$

17,104

 

 

$

6,161

 

 

$

66,533

 

 

$

(4,829

)

Add Back:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of acquisition accounting on fair value of acquired deferred revenue

 

 

654

 

 

 

230

 

 

 

3,186

 

 

 

978

 

Stock-based compensation expense

 

 

15,688

 

 

 

17,611

 

 

 

48,820

 

 

 

50,845

 

Acquisition related costs

 

 

4,698

 

 

 

3,390

 

 

 

19,074

 

 

 

10,261

 

Restructuring charge

 

 

-

 

 

 

5,172

 

 

 

-

 

 

 

14,602

 

Litigation related expenses

 

 

199

 

 

 

713

 

 

 

476

 

 

 

1,406

 

Amortization of acquired intangibles

 

 

62,484

 

 

 

60,227

 

 

 

183,086

 

 

 

181,124

 

Gain on disposition of assets

 

 

-

 

 

 

-

 

 

 

(33,910

)

 

 

-

 

Effect of acquisition accounting on internally capitalized software development costs

 

 

(1,505

)

 

 

-

 

 

 

(7,636

)

 

 

-

 

Non-GAAP Operating income

 

 

99,322

 

 

 

93,504

 

 

 

279,629

 

 

 

254,387

 

Interest and other expense, net

 

 

(1,817

)

 

 

(1,569

)

 

 

(3,281

)

 

 

(5,129

)

Non-GAAP Income before income taxes

 

 

97,505

 

 

 

91,935

 

 

 

276,348

 

 

 

249,258

 

Non-GAAP Provision for income taxes (1)

 

 

(24,637

)

 

 

(23,231

)

 

 

(68,811

)

 

 

(62,090

)

Non-GAAP Net income

 

$

72,868

 

 

$

68,704

 

 

$

207,537

 

 

$

187,168

 

Non-GAAP net income per diluted share

 

$

1.40

 

 

$

1.39

 

 

$

3.93

 

 

$

3.73

 

Diluted weighted average shares outstanding used

   in computing per share amounts

 

 

52,066

 

 

 

49,368

 

 

 

52,829

 

 

 

50,198

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) The non-GAAP provision for income taxes reported in the three and nine months ended September 30, 2018 and 2019 excludes the tax impact of non-GAAP items, and for the nine months ended September 30, 2018 excludes a net discrete integration-related tax benefit of $2.0 million as well as a net tax benefit of $2.9 million and $2.2 million in the three and nine months ended September 30, 2018, respectively, related to the enactment of the U.S. Tax Act.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Calculation of EBITDA and Adjusted EBITDA (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

 

 

(in thousands)

 

 

(in thousands)

 

GAAP Net income (loss)

 

$

12,717

 

 

$

5,108

 

 

$

48,983

 

 

$

(10,453

)

Add Back:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other expense, net

 

 

1,817

 

 

 

1,569

 

 

 

3,281

 

 

 

5,129

 

Income tax provision (benefit)

 

 

2,570

 

 

 

(516

)

 

 

14,269

 

 

 

495

 

Amortization of acquired intangibles

 

 

62,484

 

 

 

60,227

 

 

 

183,086

 

 

 

181,124

 

Depreciation and amortization expense

 

 

14,337

 

 

 

15,795

 

 

 

40,096

 

 

 

47,231

 

EBITDA

 

 

93,925

 

 

 

82,183

 

 

 

289,715

 

 

 

223,526

 

Add Back:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of acquisition accounting on fair value

   of acquired deferred revenue

 

 

654

 

 

 

230

 

 

 

3,186

 

 

 

978

 

Stock-based compensation expense

 

 

15,688

 

 

 

17,611

 

 

 

48,820

 

 

 

50,845

 

Gain on disposition of assets

 

 

-

 

 

 

-

 

 

 

(33,910

)

 

 

-

 

Acquisition related costs

 

 

4,698

 

 

 

3,390

 

 

 

19,074

 

 

 

10,261

 

Restructuring charge

 

 

-

 

 

 

5,172

 

 

 

-

 

 

 

14,602

 

Litigation related expenses

 

 

199

 

 

 

713

 

 

 

476

 

 

 

1,406

 

Adjusted EBITDA

 

$

115,164

 

 

$

109,299

 

 

$

327,361

 

 

$

301,618

 

EBITDA Margin

 

 

30.4

%

 

 

25.9

%

 

 

32.4

%

 

 

23.8

%

Adjusted EBITDA Margin

 

 

37.2

%

 

 

34.5

%

 

 

36.5

%

 

 

32.1

%

 

 

Calculation of Adjusted Cash Flows from Operations and Adjusted Free Cash Flow (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

 

 

(in thousands)

 

 

(in thousands)

 

GAAP Cash flows from operations

 

$

73,662

 

 

$

83,001

 

 

$

330,864

 

 

$

286,368

 

Add Back:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Litigation related payments

 

 

16

 

 

 

803

 

 

 

1,163

 

 

 

822

 

Acquisition retention-based bonus

 

 

2,486

 

 

 

1,355

 

 

 

3,143

 

 

 

6,581

 

Restructuring payments

 

 

-

 

 

 

2,449

 

 

 

-

 

 

 

9,498

 

Partial tax payment for gain on Xively disposition

 

 

4,236

 

 

 

-

 

 

 

4,236

 

 

 

-

 

Transaction related payments (acquisitions and dispositions)

 

 

3,120

 

 

 

438

 

 

 

16,794

 

 

 

2,317

 

Adjusted cash flows from operations

 

 

83,520

 

 

 

88,046

 

 

 

356,200

 

 

 

305,586

 

Purchases of property and equipment

 

 

(7,960

)

 

 

(7,732

)

 

 

(21,590

)

 

 

(29,813

)

Intangible asset additions

 

 

(8,276

)

 

 

(10,676

)

 

 

(26,138

)

 

 

(29,421

)

Adjusted Free Cash Flow

 

$

67,284

 

 

$

69,638

 

 

$

308,472

 

 

$

246,352

 

GAAP Cash flows from operations as a % of Non-GAAP Revenue

 

 

23.8

%

 

 

26.2

%

 

 

36.9

%

 

 

30.5

%

Adjusted Cash flows from operations as a % of

   Non-GAAP Revenue

 

 

27.0

%

 

 

27.8

%

 

 

39.7

%

 

 

32.6

%

Adjusted Free Cash Flow as a % of Non-GAAP Revenue

 

 

21.7

%

 

 

22.0

%

 

 

34.4

%

 

 

26.2

%

 

 

 


 

Stock-Based Compensation Expense (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

 

 

(in thousands)

 

 

(in thousands)

 

Cost of revenue

 

$

1,278

 

 

$

1,309

 

 

$

3,755

 

 

$

3,590

 

Research and development (1)

 

 

4,174

 

 

 

4,836

 

 

 

14,232

 

 

 

12,825

 

Sales and marketing (1)

 

 

3,492

 

 

 

4,218

 

 

 

11,788

 

 

 

13,212

 

General and administrative

 

 

6,744

 

 

 

7,248

 

 

 

19,045

 

 

 

21,218

 

Total stock based-compensation

 

$

15,688

 

 

$

17,611

 

 

$

48,820

 

 

$

50,845

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) The stock-based compensation expense disclosure reported in the table above for the nine months ended September 30, 2019 includes a reclassification from research and development to sales and marketing of $1.4 million ($0.630 million and $0.731 million for the three months ended March 31, 2019 and June 30, 2019, respectively).

 



 

 

LogMeIn, Inc.

Calculation of Projected 2019 Non-GAAP Revenue (unaudited)

(In millions)

 

 

 

 

 

 

 

Three Months Ended

 

Twelve Months Ended

 

 

December 31, 2019

 

December 31, 2019

GAAP Revenue

 

$319 - $321

 

$1,257 - $1,259

Add Back:

 

 

 

 

Effect of acquisition accounting on fair value of acquired deferred

   revenue

 

-

 

1

Non-GAAP Revenue

 

$319 - $321

 

$1,258 - $1,260

 

 

 

 

 

 

 

Calculation of Projected 2019 Non-GAAP Net Income and Non-GAAP Net Income per Diluted Share (unaudited)

 

(In millions, except per share data)

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

GAAP Net income (loss)

 

$8 - $9

 

 

$(3) - $(2)

 

Add Back:

 

 

 

 

 

 

 

 

Effect of acquisition accounting on fair value of acquired deferred revenue

 

-

 

 

1

 

Stock-based compensation expense

 

18

 

 

69

 

Acquisition and litigation related costs

 

3

 

 

15

 

Restructuring charges

 

-

 

 

15

 

Amortization of acquired intangibles

 

60

 

 

241

 

Income tax effect of non-GAAP items

 

(21)

 

 

(82)

 

Non-GAAP Net income

 

$68 - $69

 

 

$256 - $257

 

GAAP net income per diluted share, (loss) per share

 

$0.15 - $0.17

 

 

$(0.06) - $(0.04)

 

Non-GAAP net income per diluted share

 

$1.39 - $1.41

 

 

$5.12 - $5.14

 

Weighted average shares outstanding used in computing net loss per

   share

 

 

 

 

 

49.6

 

Diluted weighted average shares outstanding used in computing net

   income per diluted share

 

 

49.0

 

 

 

50.0

 

 

 

 

 

 

 

 


 

 

Calculation of Projected 2019 EBITDA and Adjusted EBITDA (unaudited)

 

(In millions)

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31, 2019

 

 

December 31, 2019

 

GAAP Net income (loss)

 

$8 - $9

 

 

$(3) - $(2)

 

Add Back:

 

 

 

 

 

 

 

 

Interest and other (income) expense, net

 

2

 

 

7

 

Income tax provision (benefit)

 

3

 

 

4

 

Amortization of acquired intangibles

 

60

 

 

241

 

Depreciation and amortization expense

 

16

 

 

63

 

EBITDA

 

$89 - $90

 

 

$312 - $313

 

Add Back:

 

 

 

 

 

 

 

 

Effect of acquisition accounting on fair value of acquired

   deferred revenue

 

-

 

 

1

 

Stock-based compensation expense

 

18

 

 

69

 

Acquisition and litigation related costs

 

3

 

 

15

 

Restructuring charges

 

-

 

 

15

 

Adjusted EBITDA

 

$110 - $111

 

 

$412 -$413

 

EBITDA Margin

 

28%

 

 

25%

 

Adjusted EBITDA Margin

 

34.5%

 

 

33%

 

 

 

 


 

LogMeIn, Inc.

 

Condensed Consolidated Statements of Cash Flows (unaudited)

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2018

 

 

 

2019

 

 

 

2018

 

 

 

2019

 

Cash flows from operating activities

 

$

12,717

 

 

$

5,108

 

 

$

48,983

 

 

$

(10,453

)

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjustments to reconcile net income (loss) to net cash

   provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   Stock-based compensation

 

 

15,688

 

 

 

17,611

 

 

 

48,820

 

 

 

50,845

 

   Depreciation and amortization

 

 

76,821

 

 

 

76,022

 

 

 

223,181

 

 

 

228,355

 

   Gain on disposition of assets, excluding transaction costs

 

 

-

 

 

 

-

 

 

 

(36,281

)

 

 

-

 

   Change in fair value of contingent consideration liability

 

 

-

 

 

 

389

 

 

 

-

 

 

 

581

 

   Restructuring-related property and equipment charges

 

 

-

 

 

 

3,164

 

 

 

-

 

 

 

3,164

 

   Benefit from deferred income taxes

 

 

(12,032

)

 

 

(11,315

)

 

 

(34,062

)

 

 

(34,101

)

   Other, net

 

 

489

 

 

 

335

 

 

 

1,282

 

 

 

1,274

 

   Changes in assets and liabilities, excluding effect of acquisitions and dispositions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Accounts receivable

 

 

(6,429

)

 

 

8,498

 

 

 

16,301

 

 

 

12,608

 

     Prepaid expenses and other current assets

 

 

518

 

 

 

(10,192

)

 

 

8,474

 

 

 

(5,415

)

     Other assets

 

 

(4,897

)

 

 

(6,841

)

 

 

(12,830

)

 

 

(20,387

)

     Accounts payable

 

 

2,072

 

 

 

5,944

 

 

 

13,575

 

 

 

21,451

 

     Accrued liabilities

 

 

(1,848

)

 

 

7,920

 

 

 

21,113

 

 

 

24,146

 

     Deferred revenue

 

 

(7,752

)

 

 

(12,586

)

 

 

28,031

 

 

 

17,664

 

     Other long-term liabilities

 

 

(1,685

)

 

 

(1,056

)

 

 

4,277

 

 

 

(3,364

)

         Net cash provided by operating activities

 

 

73,662

 

 

 

83,001

 

 

 

330,864

 

 

 

286,368

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(7,960

)

 

 

(7,732

)

 

 

(21,590

)

 

 

(29,813

)

Intangible asset additions

 

 

(8,276

)

 

 

(10,676

)

 

 

(26,138

)

 

 

(29,421

)

Acquisition of businesses, net of cash acquired

 

 

1,279

 

 

 

-

 

 

 

(342,072

)

 

 

(22,463

)

Proceeds from disposition of assets

 

 

-

 

 

 

7,500

 

 

 

42,394

 

 

 

7,500

 

         Net cash provided by (used in) investing activities

 

 

(14,957

)

 

 

(10,908

)

 

 

(347,406

)

 

 

(74,197

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings (repayments) under credit facility

 

 

-

 

 

 

-

 

 

 

200,000

 

 

 

-

 

Proceeds from issuance of common stock upon option exercises

 

 

2,809

 

 

 

51

 

 

 

3,831

 

 

 

133

 

Payments of withholding taxes in connection with restricted stock unit vesting

 

 

(1,536

)

 

 

(792

)

 

 

(29,490

)

 

 

(18,468

)

Payment of contingent consideration

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,857

)

Dividends paid on common stock

 

 

(15,523

)

 

 

(16,037

)

 

 

(46,900

)

 

 

(48,736

)

Purchase of treasury stock

 

 

(75,127

)

 

 

(44,956

)

 

 

(190,230

)

 

 

(169,188

)

         Net cash provided by (used in) financing activities

 

 

(89,377

)

 

 

(61,734

)

 

 

(62,789

)

 

 

(238,116

)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

 

 

(538

)

 

 

(2,724

)

 

 

(5,427

)

 

 

(3,516

)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

(31,210

)

 

 

7,635

 

 

 

(84,758

)

 

 

(29,461

)

Cash, cash equivalents and restricted cash, beginning of period

 

 

200,661

 

 

 

113,396

 

 

 

254,209

 

 

 

150,492

 

Cash, cash equivalents and restricted cash, end of period

 

$

169,451

 

 

$

121,031

 

 

$

169,451

 

 

$

121,031