Convio, Inc. - FORM 8-K - EX-99.1 - EXHIBIT 99.1 - February 9, 2012

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8-K - CONVIO, INC. 8-K - Convio, Inc.a50163042.htm

Exhibit 99.1

Convio Announces Financial Results for Fourth Quarter and Full Year 2011

20 Percent Year Over Year Increase in Fourth Quarter Revenue

AUSTIN, Texas--(BUSINESS WIRE)--February 9, 2012--Convio, Inc. (Nasdaq: CNVO), a leading provider of on-demand constituent engagement solutions for nonprofit organizations, today announced financial results for the fourth quarter and year ended December 31, 2011.

Fourth Quarter and Full Year 2011 Highlights:

  • Revenue of $20.4 million for the fourth quarter, up 20 percent year over year.
  • Q4 adjusted EBITDA of $2.5 million, up 98 percent from the same period a year ago.
  • Record full year revenue of $80.4 million, up 15 percent from 2010 with usage revenues up 24 percent from 2010.
  • 2011 adjusted EBITDA of $11.3 million, an increase of 22 percent from 2010.
  • Annual churn performance improved to 8.5 percent from 9.5 percent in 2010.
  • Convio's clients raised more than $1.35 billion online in 2011, including a 17 percent year over year increase for the fourth quarter.
  • Expanded internationally through the acquisition of Baigent Digital and closed a significant deal with Cancer Research UK, a leading cancer charity dedicated to saving lives through research.

“We delivered 20 percent year over year revenue growth for the fourth quarter, increasing our growth rate for the fourth consecutive quarter and exceeding our guidance for both revenue and non-GAAP earnings per share,” said Gene Austin, chief executive officer and president of Convio. “Our sales momentum continued to accelerate to close out 2011 with a total of 35 clients on the Luminate CRM platform and over 200 new mid-market clients on the Common Ground platform. Compared with 2010, our usage revenue rose 32 percent for the fourth quarter and 24 percent for all of 2011. And in the final week of 2011, we processed a record 191 million client emails, a 46 percent increase over 2010. Nonprofits around the world depend on Convio to deliver reliable solutions that generate favorable results, and I am very proud of what we accomplished in 2011.”

Financial Results for the Fourth Quarter and Full Year 2011

  • Total fourth quarter revenue was $20.4 million, up 20 percent from the same period last year.
  • For the full year 2011, total revenue was $80.4 million, an increase of 15 percent from 2010.
  • GAAP net income for the fourth quarter was $12.5 million or $0.64 per weighted average diluted share, based on 19.6 million weighted average diluted shares outstanding. This compared to GAAP net income of $0.1 million or $0.00 per weighted average diluted share, based on 19.0 million weighted average diluted shares outstanding for the fourth quarter of 2010. Included in net income and net income per share for the fourth quarter of 2011 was a one-time tax benefit of $12.2 million, or $0.62 per diluted share, associated with the reversal of a valuation allowance related to certain deferred tax assets.
  • Full year 2011 GAAP net income was $14.9 million, or $0.76 per weighted average diluted share, based on 19.5 million weighted average diluted shares outstanding. This compared to net income per weighted average diluted share of $0.20 for the full year 2010, based on 17.5 million weighted average diluted shares outstanding. Included in net income and net income per share for the full year 2011 was a one-time tax benefit of $12.2 million, or $0.62 per diluted share, associated with the reversal of a valuation allowance related to certain deferred tax assets.
  • Non-GAAP net income for the fourth quarter was $1.9 million, compared to $0.8 million for the same period last year. Non-GAAP diluted net income per weighted average diluted share for the fourth quarter was $0.10, based on 19.6 million weighted average diluted shares outstanding, compared to non-GAAP diluted net income per weighted average diluted share of $0.04 for the same period last year, based on 19.0 million weighted average diluted shares outstanding.
  • Non-GAAP net income for the full year was $8.3 million, compared to $6.6 million in 2010. For the full year 2011, non-GAAP net income per weighted average diluted share outstanding was $0.43 based on 19.5 million weighted average diluted shares outstanding, compared to non-GAAP net income per weighted average diluted share of $0.38 for 2010, based on 17.5 million weighted average diluted shares outstanding.
  • Adjusted EBITDA for the fourth quarter was $2.5 million, up from $1.3 million reported in the same period last year. For the full year, adjusted EBITDA totaled $11.3 million, an increase of $2.0 million or 22 percent from 2010. Total cash, cash equivalents and marketable securities finished the year at approximately $54.2 million.

Acquisition by Blackbaud

As previously announced, on January 17, 2011 the company entered into an Agreement and Plan of Merger with Blackbaud (the "Merger Agreement"), pursuant to which the company will, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, be acquired by Blackbaud for $16.00 per share in cash. The transaction remains subject to regulatory approvals and other closing conditions.

No Conference Call

Given the pending acquisition by Blackbaud, the company will not be holding a conference call to discuss fourth quarter results and future outlook.

Blackbaud, Inc. (“Blackbaud”), through its wholly owned subsidiary Caribou Acquisition Corporation, has launched a tender offer (the “Offer”) for all the issued and outstanding shares of Convio, Inc. (“Convio”) common stock. On January 25, 2012, Blackbaud filed a tender offer statement on Schedule TO (the “Schedule TO”) with the U.S. Securities and Exchange Commission (the “SEC”) and Convio filed a solicitation/recommendation statement on Schedule 14D-9 (the “Schedule 14D-9”) with the SEC with respect to the Offer. This communication may be deemed to be solicitation material in respect of the Offer and the proposed merger (the “Merger”) between Caribou Acquisition Corporation and Convio. Stockholders are urged to read both the Schedule TO, including the offer to purchase and letter of transmittal, and the Schedule 14D-9 because they contain important information with respect to the Offer and the Merger. Convio stockholders and other investors may obtain copies of the Schedule TO and the Schedule 14D-9 without charge from the SEC through the SEC’s website at www.sec.gov, from Georgeson Inc., the information agent for the Offer, toll-free at (800) 868-1391 (banks and brokers call (212) 440-9800), from Blackbaud (with respect to documents filed by Blackbaud with the SEC) by going to the Investor Relations section of Blackbaud’s website at www.blackbaud.com, or from Convio (with respect to documents filed by Convio with the SEC) by going to the Investor Relations section of Convio’s website at www.convio.com. STOCKHOLDERS AND OTHER INVESTORS ARE URGED TO READ THOSE MATERIALS CAREFULLY PRIOR TO MAKING ANY DECISIONS WITH RESPECT TO THE PROPOSED TRANSACTIONS.

Use of Non-GAAP Measures

Management believes that adjusted EBITDA and non-GAAP net income are useful measures of operating performance because they exclude items that we do not consider indicative of our core performance. In the case of adjusted EBITDA, we adjust net income for such things as interest, taxes, depreciation and amortization, stock-based compensation, acquisition related costs and certain non-cash and non-recurring items. Non-GAAP net income adds to net income amortization of intangible assets, stock-based compensation, acquisition related costs and certain non-cash and non-recurring items such as the gain (loss) on preferred stock warrant revaluation and the tax benefit for the reversal of a valuation allowance related to certain deferred tax assets. However, these non-GAAP measures should be considered in addition to, not as a substitute for or superior to, operating income and net income, or other financial measures prepared in accordance with GAAP. Reconciliation to the GAAP equivalents of these non-GAAP measures is contained in tabular form on the attached unaudited condensed consolidated financial statements.

Our management uses adjusted EBITDA and non-GAAP net income as measures of operating performance; to prepare our annual operating budget; to allocate resources to enhance the financial performance of our business; to evaluate the effectiveness of our business strategies; to provide consistency and comparability with past financial performance; to facilitate a comparison of our results with those of other companies; and in communications with our board of directors concerning our financial performance.

About Convio

Convio is a leading provider of on-demand constituent engagement solutions that enable nonprofit organizations to more effectively raise funds, advocate for change and cultivate relationships with donors, activists, volunteers, alumni and other constituents.

For more information, please visit www.convio.com.

Forward-looking Statements

This press release may contain forward-looking statements intended to convey expectations as to the future based on plans, estimates and projections. Although we believe that the expectations reflected in such forward-looking statements are reasonable, future circumstances might differ from the assumptions on which such statements are based. In addition, these statements can be affected by inaccurate assumptions and the impact of a variety of risks and uncertainties that could cause actual results to differ materially from those described in this press release including, among others: unfavorable economic and business conditions, in particular with respect to the nonprofit market in which we operate; challenges and risks relating to attracting and retaining customers; the risk that the acquisition of us by Blackbaud will not be consummated; if the acquisition is consummated, the expected benefits of the acquisition and combined business may not be realized; risks related to Blackbaud’s integration of our employees and operations; the potentially adverse impact of the announcement of the acquisition on our relationships with our employees, suppliers, existing customers or potential future customers; a loss of significant customers or a substantial reduction in orders from our existing customers; a reduction in usage of our systems by our customers or their clients and a corresponding reduction in usage revenue; an inability of customers to pay for our solutions and services; risks related to challenges associated with developing new and enhanced solutions that meet the needs of our clients; risks related to technological changes or alternative technologies that could make our products and services less competitive; risks associated with successful implementation of multiple integrated software products; risks associated with acquisitions and their integration; risks associated with international expansion; and the ability to attract and retain key personnel. Other risks that could impact our business adversely are those risks generally associated with management of growth; lengthy sales and implementation cycles; intellectual property infringement claims and other litigation; reliance on certain third-parties, including hosting facilities, software and application providers; the ability to access sufficient funding to finance desired growth and operations; and legislative actions which could reduce the effectiveness of our solutions and increase the costs of our business. These factors and other risks and uncertainties are described in more detail, from time to time, in Convio’s filings with the Securities and Exchange Commission which are available free of charge at www.sec.gov or on our website at www.convio.com/investor. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Convio does not undertake to update or revise any of these statements as a result of new information, future events or otherwise.

 
Convio, Inc.
Condensed Consolidated Balance Sheets
(dollars in thousands)
     
December 31, December 31,
2011 2010
(unaudited)
Assets
Current assets:
Cash and cash equivalents $ 14,035 $ 18,447
Restricted cash 2,329 1,248
Marketable securities 37,857 36,774
Accounts receivable, net 9,910 8,154
Prepaid expenses and other current assets   3,546     1,558  
Total current assets 67,677 66,181
Property and equipment, net 7,111 4,609
Goodwill 9,624 5,527
Intangible assets, net 5,654 3,990
Long-term deferred tax assets 11,082 -
Other assets   71     104  
Total assets $ 101,219   $ 80,411  
 
Liabilities and stockholders' equity
Current liabilities:
Accounts payable and accrued liabilities $ 8,270 $ 6,080
Deferred revenue   14,537     15,917  
Total current liabilities 22,807 21,997
Long-term liabilities   140     -  
Total liabilities 22,947 21,997
Stockholders equity:
Common stock 19 18
Additional paid-in capital 116,429 111,218
Treasury stock at cost (128 ) -
Accumulated other comprehensive loss (110 ) (21 )
Accumulated deficit   (37,938 )   (52,801 )
Total stockholders' equity   78,272     58,414  
Total liabilities and stockholders' equity $ 101,219   $ 80,411  
 
 
Convio, Inc.
Condensed Consolidated Statements of Operations
(dollars in thousands, except per share data)
(unaudited)
                 
Three Months Ended
March 31, June 30, September 30, December 31, March 31, June 30, September 30, December 31,
2010 2010 2010 2010 2011 2011 2011 2011
Revenue:
Subscription $ 11,392 $ 11,470 $ 11,559 $ 11,782 $ 11,788 $ 12,025 $ 12,355 $ 12,766
Services 2,971 2,886 3,075 3,218 3,533 3,951 4,749 5,029
Usage   2,330     3,860     3,221     1,980     2,942     4,676   3,934     2,605  
Total revenue 16,693 18,216 17,855 16,980 18,263 20,652 21,038 20,400
Cost of revenue:
Cost of subscription and usage (1)(3) 3,037 3,096 3,073 3,170 3,221 3,330 3,378 3,596
Cost of services (2)(3)   3,260     3,311     3,422     3,172     4,130     4,264   4,666     4,562  
Total cost of revenue   6,297     6,407     6,495     6,342     7,351     7,594   8,044     8,158  
Gross profit 10,396 11,809 11,360 10,638 10,912 13,058 12,994 12,242
Operating expenses:
Sales and marketing (3) 5,324 5,920 5,075 6,149 6,000 6,474 6,323 6,616
Research and development (3) 2,525 2,631 2,740 2,656 2,775 2,588 2,712 2,669
General and administrative (3) 1,538 1,556 1,666 1,792 2,030 2,315 2,386 2,556
Amortization of other intangibles   272     195     195     195     210     217   273     271  
Total operating expenses   9,659     10,302     9,676     10,792     11,015     11,594   11,694     12,112  
Income (loss) from operations 737 1,507 1,684 (154 ) (103 ) 1,464 1,300 130
Interest income 1 15 25 20 23 25 23 25
Interest expense (63 ) (52 ) (9 ) (2 ) - - - -
Other income (expense)   (469 )   454     -     60     1     -   (2 )   (3 )
Income (loss) before income taxes 206 1,924 1,700 (76 ) (79 ) 1,489 1,321 152
Provision for income taxes   24     221     195     (141 )   (7 )   161   201     (12,335 )
Net income (loss) $ 182   $ 1,703   $ 1,505   $ 65   $ (72 ) $ 1,328 $ 1,120   $ 12,487  
 
Net income (loss) attributable to common stockholders:
Basic $ 104 $ 1,506 $ 1,505 $ 65 $ (72 ) $ 1,328 $ 1,120 $ 12,487
Diluted $ 182 $ 1,703 $ 1,505 $ 65 $ (72 ) $ 1,328 $ 1,120 $ 12,487
 
Net income (loss) per share attributable to common stockholders:
Basic $ 0.01 $ 0.11 $ 0.09 $ 0.00 $ (0.00 ) $ 0.07 $ 0.06 $ 0.68
Diluted $ 0.01 $ 0.10 $ 0.08 $ 0.00 $ (0.00 ) $ 0.07 $ 0.06 $ 0.64
 
Weighted average shares outstanding used in computing per share amounts:
Basic 7,356 14,181 17,445 17,490 17,786 18,071 18,283 18,457
Diluted 14,350 17,519 18,911 19,037 17,786 19,594 19,507 19,642
   

(1) Includes amortization of acquired technology of $127, $98, $147, $193 and $192 for the quarters ended March 31, 2010, March 31, 2011, June 30, 2011, September 30, 2011 and December 31, 2011, respectively. There was no amortization of acquired technology in the other periods presented.

(2) Includes compensation expense related to earnout provisions of business acquisitions of $56, $83, $83 and $83 for the quarters ended March 31, 2011, June 30, 2011, September 30, 2011 and December 31, 2011, respectively. There were no compensation expenses related to business acquisitions prior to the acquisition of StrategicOne in January 2011.

(3) Includes stock-based compensation expense as follows:
Three Months Ended
March 31, June 30, September 30, December 31, March 31, June 30, September 30, December 31,
2010 2010 2010 2010 2011 2011 2011 2011
Cost of subscription and usage $ 40 $ 43 $ 38 $ 41 $ 47 $ 59 $ 43 $ 46
Cost of services 78 79 74 76 114 152 135 143
Sales and marketing 164 178 160 157 192 349 163 194
Research and development 83 100 89 85 102 145 82 80
General and administrative 164 145 140 114 169 368 222 224
 
 
Convio, Inc.
Condensed Consolidated Statements of Operations
(dollars in thousands, except per share data)
         
Three Months Ended Year Ended
December 31, December 31,
2011 2010 2011 2010
(unaudited) (unaudited) (unaudited)
Revenue:
Subscription $ 12,766 $ 11,782 $ 48,934 $ 46,203
Services 5,029 3,218 17,262 12,150
Usage   2,605     1,980     14,157     11,391  
Total revenue 20,400 16,980 80,353 69,744
Cost of revenue:
Cost of subscription and usage (1)(3) 3,596 3,170 13,525 12,376
Cost of services (2)(3)   4,562     3,172     17,622     13,165  
Total cost of revenue   8,158     6,342     31,147     25,541  
Gross profit 12,242 10,638 49,206 44,203
Operating expenses:
Sales and marketing (3) 6,616 6,149 25,413 22,468
Research and development (3) 2,669 2,656 10,744 10,552
General and administrative (3) 2,556 1,792 9,287 6,552
Amortization of other intangibles   271     195     971     857  
Total operating expenses   12,112     10,792     46,415     40,429  
Income from operations 130 (154 ) 2,791 3,774
Interest income 25 20 96 61
Interest expense - (2 ) - (126 )
Other income (expense)   (3 )   60     (4 )   45  
Income before income taxes 152 (76 ) 2,883 3,754
Provision for income taxes   (12,335 )   (141 )   (11,980 )   299  
Net income $ 12,487   $ 65   $ 14,863   $ 3,455  
 
Net income attributable to common stockholders:
Basic $ 12,487 $ 65 $ 14,863 $ 3,048
Diluted $ 12,487 $ 65 $ 14,863 $ 3,455
 
Net income per share attributable to common stockholders:
Basic $ 0.68 $ 0.00 $ 0.82 $ 0.22
Diluted $ 0.64 $ 0.00 $ 0.76 $ 0.20
 
Weighted average shares outstanding used in computing per share amounts:
Basic 18,457 17,490 18,151 14,155
Diluted 19,642 19,037 19,513 17,517
   

(1) Includes amortization of acquired technology of $192 and zero for the three month periods ended December 31, 2011 and 2010, respectively, and $630 and $127 for the years ended ended December 31, 2011 and 2010, respectively.

(2) Includes compensation expense related to earnout provisions of business acquisitions of $83 and zero for the three month periods ended December 31, 2011 and 2010, respectively, and $305 and zero for the years ended December 31, 2011 and 2010, respectively.

(3) Includes stock-based compensation expense as follows:
Three Months Ended Year Ended
December 31, December 31,
2011 2010 2011 2010
Cost of subscription and usage $ 46 $ 41 $ 195 $ 162
Cost of services 143 76 544 307
Sales and marketing 194 157 898 659
Research and development 80 85 409 357
General and administrative 224 114 983 563
 
 
Convio, Inc.
Condensed Consolidated Statements of Cash Flows
(dollars in thousands)
         
Three Months Ended Years Ended
December 31, December 31,
2011 2010 2011 2010
(unaudited) (unaudited) (unaudited)
Cash flows from operating activities:
Net income $ 12,487 $ 65 $ 14,863 $ 3,455

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

Depreciation and amortization 1,291 774 4,466 3,243
Other non-cash charges 687 420 3,029 2,010
Changes in operating assets and liabilities   (10,794 )   2,161     (13,873 )   414  
Net cash provided by operating activities 3,671 3,420 8,485 9,122
Cash flows from investing activities:
Purchases of marketable securities (20,942 ) (14,239 ) (56,622 ) (46,864 )
Proceeds from sales/maturities of marketable securities 15,843 9,900 54,768 9,900
Increase in restricted cash (1,081 ) - (1,081 ) (1,248 )
Purchases of property and equipment, net (657 ) (977 ) (2,975 ) (2,574 )
Capitalized software development costs (576 ) (316 ) (2,230 ) (937 )
Cost of acquisitions, net of cash acquired   (59 )   -     (6,797 )   -  
Net cash provided by (used in) investing activities (7,472 ) (5,632 ) (14,937 ) (41,723 )
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations - (7 ) (14 ) (2,197 )
Proceeds from issuance of common stock, net of treasury stock   579     493     2,055     36,583  
Net cash provided by financing activities   579     486     2,041     34,386  
Net change in cash and cash equivalents (3,222 ) (1,726 ) (4,411 ) 1,785
Effect of exchange rates on cash and cash equivalents 7 - (1 ) -
Cash and cash equivalents at beginning of period   17,250     20,173     18,447     16,662  
Cash and cash equivalents at end of period $ 14,035   $ 18,447   $ 14,035   $ 18,447  
 
 
Convio, Inc.
Reconciliation of GAAP to Non-GAAP Measures
(dollars in thousands, except per share data)
(unaudited)
                 
Three Months Ended
March 31, June 30, September 30, December 31, March 31, June 30, September 30, December 31,
2010 2010 2010 2010 2011 2011 2011 2011

Reconciliation of GAAP net income (loss) to non-GAAP net income:

GAAP net income (loss) $ 182 $ 1,703 $ 1,505 $ 65 $ (72 ) $ 1,328 $ 1,120 $ 12,487
Stock-based compensation 529 545 501 473 624 1,073 645 687
Amortization of intangible assets 399 195 195 195 308 364 466 463
(Gain) loss on warrant revaluation 469 (454 ) - - - - - -
Acquisition related costs - - - 103 146 287 166 385
Tax benefit for the reversal of a valuation allowance related to certain deferred tax assets   -     -     -     -     -     -     -     (12,153 )
Non-GAAP net income $ 1,579   $ 1,989   $ 2,201   $ 836   $ 1,006   $ 3,052   $ 2,397   $ 1,869  
 
GAAP basic net income (loss) per share
Numerator:
Net income (loss) $ 182 $ 1,703 $ 1,505 $ 65 $ (72 ) $ 1,328 $ 1,120 $ 12,487
Less: Undistributed earnings allocated to participating preferred stock (1)   (78 )   (197 )   -     -     -     -     -     -  
Net income (loss) attributable to common stockholders $ 104   $ 1,506   $ 1,505   $ 65   $ (72 ) $ 1,328   $ 1,120   $ 12,487  
Denominator:
Weighted average common shares outstanding, basic   7,356     14,181     17,445     17,490     17,786     18,071     18,283     18,457  
GAAP basic net income (loss) per common share $ 0.01   $ 0.11   $ 0.09   $ 0.00   $ (0.00 ) $ 0.07   $ 0.06   $ 0.68  
 
GAAP diluted net income (loss) per share
Numerator:
Net income (loss) $ 182   $ 1,703   $ 1,505   $ 65   $ (72 ) $ 1,328   $ 1,120   $ 12,487  
Denominator:
Weighted average common shares outstanding, basic 7,356 14,181 17,445 17,490 17,786 18,071 18,283 18,457
Add: Outstanding convertible preferred stock 5,316 1,694 - - - - - -
Add: Outstanding convertible preferred stock warrants 122 77 47 50 - 6 4 5
Add: Options to purchase common stock 1,556 1,567 1,418 1,492 - 1,468 1,193 1,129
Add: Restricted stock units   -     -     1     5     -     49     27     51  
Weighted average common shares outstanding, diluted (2)   14,350     17,519     18,911     19,037     17,786     19,594     19,507     19,642  
GAAP diluted net income (loss) per common share $ 0.01   $ 0.10   $ 0.08   $ 0.00   $ (0.00 ) $ 0.07   $ 0.06   $ 0.64  
 
Non-GAAP basic net income per share
Numerator:
Non-GAAP net income $ 1,579 $ 1,989 $ 2,201 $ 836 $ 1,006 $ 3,052 $ 2,397 $ 1,869
Less: Undistributed earnings allocated to participating preferred stock   (680 )   (230 )   -     (5 )   -     -     -     -  
Non-GAAP net income attributable to common stockholders $ 899   $ 1,759   $ 2,201   $ 831   $ 1,006   $ 3,052   $ 2,397   $ 1,869  
Denominator:
Weighted average common shares outstanding, basic   7,356     14,181     17,445     17,490     17,786     18,071     18,283     18,457  
Non-GAAP basic net income per common share $ 0.12   $ 0.12   $ 0.13   $ 0.05   $ 0.06   $ 0.17   $ 0.13   $ 0.10  
 
Non-GAAP diluted net income per share
Numerator:
Non-GAAP net income $ 1,579   $ 1,989   $ 2,201   $ 836   $ 1,006   $ 3,052   $ 2,397   $ 1,869  
Denominator:
Weighted average common shares outstanding, basic 7,356 14,181 17,445 17,490 17,786 18,071 18,283 18,457
Add: Outstanding convertible preferred stock 5,316 1,694 - - - - - -
Add: Outstanding convertible preferred stock warrants 122 77 47 50 33 6 4 5
Add: Options to purchase common stock 1,556 1,567 1,418 1,492 1,516 1,468 1,193 1,129
Add: Restricted stock units   -     -     1     5     32     49     27     51  
Weighted average common shares outstanding, diluted   14,350     17,519     18,911     19,037     19,367     19,594     19,507     19,642  
Non-GAAP diluted net income per common share $ 0.11   $ 0.11   $ 0.12   $ 0.04   $ 0.05   $ 0.16   $ 0.12   $ 0.10  
 
Reconciliation of net income (loss) to adjusted EBITDA:
Net income (loss) $ 182 $ 1,703 $ 1,505 $ 65 $ (72 ) $ 1,328 $ 1,120 $ 12,487
Interest (income) expense, net 62 37 (16 ) (18 ) (23 ) (25 ) (23 ) (25 )
Depreciation and amortization 980 756 733 774 959 1,042 1,174 1,291
Stock-based compensation 529 545 501 473 624 1,073 645 687
Loss on warrant revaluation 469 (454 ) - - - - - -
Acquisition related costs - - - 103 146 287 166 385
Provision for income taxes   24     221     195     (141 )   (7 )   161     201     (12,335 )
Adjusted EBITDA $ 2,246   $ 2,808   $ 2,918   $ 1,256   $ 1,627   $ 3,866   $ 3,283   $ 2,490  
 
(1) Preferred stock does not participate in Company losses and thus in periods of GAAP net losses, 100% of GAAP net loss is attributable to common stockholders.
(2) In periods in which the Company is in a GAAP net loss position, all common stock equivalents are anti-dilutive and are not included in GAAP diluted shares outstanding.

CONTACT:
for Convio
Linda Wells, 415-445-3236

Convio, Inc. Reports