CAMBIUM LEARNING GROUP, INC. - FORM 8-K - EX-99.2 - EXHIBIT 99.2

Attached files

file	filename
8-K - FORM 8-K - CAMBIUM LEARNING GROUP, INC.	c93673e8vk.htm
EX-99.1 - EXHIBIT 99.1 - CAMBIUM LEARNING GROUP, INC.	c93673exv99w1.htm

Exhibit 99.2

CAMBIUM LEARNING GROUP, INC.
RECONCILIATION OF NET EARNINGS TO ADJUSTED LOSS BEFORE INTEREST, OTHER INCOME (EXPENSE),
INCOME TAXES AND DEPRECIATION AND AMORTIZATION (EBITDA)
(in thousands)
(Unaudited)


	Nine Months Ended September 30, 2009									Nine Months Ended September 30, 2008
							Combined Excluding									Combined Excluding
							Pro Forma									Pro Forma
	Cambium			Voyager			Adjustments			Cambium			Voyager			Adjustments
	(in thousands)									(in thousands)
Net loss	$	(16,309	)	$	(32,430	)	$	(48,739	)	$	12,965		$	(31,343	)	$	(18,378	)

Reconciling items between net loss and EBITDA:
Income tax benefit		(5,043	)		(81	)		(5,124	)		(10,774	)		—			(10,774	)
Interest and other (income) expenses, net		14,891			(413	)		14,478			13,987			(1,271	)		12,716
Gain from settlement with previous stockholders		—			—			—			(30,202	)		—			(30,202	)
Loss on extinguishment of debt		—			—			—			5,633			—			5,633
Depreciation and amortization		19,611			14,605			34,216			20,522			16,083			36,605

Earnings (loss) from operations before interest and other income (expense), income taxes, depreciation and amortization (EBITDA)		13,150			(18,319	)		(5,169	)		12,131			(16,531	)		(4,400	)

Non-recurring or non-operating costs included in EBITDA but excluded from Adjusted EBITDA:
Goodwill impairment		9,105			27,175			36,280			—			—			—
Lease termination costs		—			—			—			—			11,673			11,673
Embezzlement and related expenses		(195	)		—			(195	)		8,684			—			8,684
IntelliTools office closure		40			—			40			224			—			224
Merger related costs		2,427			6,146			8,573			—			—			—
Non-recurring Voyager corporate overhead costs primarily related to Voyager’s delinquent SEC filings and transition of the corporate office		—			2,213			2,213			—			14,434			14,434
Stock based compensation expense		—			220			220			—			688			688

Adjusted EBITDA	$	24,527		$	17,435		$	41,962		$	21,039		$	10,264		$	31,303


	Three Months Ended September 30, 2009									Three Months Ended September 30, 2008
							Combined Excluding									Combined Excluding
							Pro Forma									Pro Forma
	Cambium			Voyager			Adjustments			Cambium			Voyager			Adjustments
	(in thousands)									(in thousands)
Net loss	$	4,438		$	(4,708	)	$	(270	)	$	26,743		$	(5,110	)	$	21,633
Reconciling items between net loss and EBITDA:
Income tax benefit		1,373			366			1,739			(2,330	)		—			(2,330	)
Interest and other (income) expenses, net		5,145			356			5,501			4,996			(60	)		4,936
Gain from settlement with previous stockholders		—			—			—			(30,202	)		—			(30,202	)
Loss on extinguishment of debt		—			—			—			5,633			—			5,633
Depreciation and amortization		6,554			4,922			11,476			6,907			5,258			12,165

Earnings (loss) from operations before interest and other income (expense), income taxes, depreciation and amortization (EBITDA)		17,510			936			18,446			11,747			88			11,835

Non-recurring or non-operating costs included in EBITDA but excluded from Adjusted EBITDA:
Goodwill impairment		—			5,191			5,191			—			—			—
Embezzlement and related expenses		(75	)		—			(75	)		2,179			—			2,179
IntelliTools office closure		—			—			—			66			—			66
Merger related costs		1,493			1,043			2,536			—			—			—
Non-recurring Voyager corporate overhead costs primarily related to Voyager’s delinquent SEC filings and transition of the corporate office		—			1,308			1,308			—			4,926			4,926
Stock based compensation expense		—			86			86			—			209			209

Adjusted EBITDA	$	18,928		$	8,564		$	27,492		$	13,992		$	5,223		$	19,215

CAMBIUM LEARNING GROUP, INC. - FORM 8-K - EX-99.2 - EXHIBIT 99.2 - December 14, 2009

Attached files

CAMBIUM LEARNING GROUP, INC. Reports