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8-K - 8-K - BOINGO WIRELESS, INC. | a12-17982_18k.htm |
Exhibit 99.1
PRESS RELEASE |
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CONTACTS: |
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Christian Gunning |
Andrew Greenebaum / Laura Foster Addo Communications andrewg@addocommunications.com / lauraf@addocommunications.com (310) 829-5400 |
Boingo Wireless Reports Second Quarter 2012 Financial Results
LOS ANGELES August 8, 2012 Boingo Wireless, Inc. (NASDAQ: WIFI), the worlds leading Wi-Fi software and services provider, today announced the companys financial results for the second quarter ended June 30, 2012.
Second Quarter 2012 Financial Highlights
Boingo Wireless reported revenue of $24.3 million, compared to $22.9 million for the second quarter of 2011, an increase of 5.9 percent.
Adjusted EBITDA was $6.8 million, compared to $6.4 million for the second quarter of 2011, an increase of 5.5 percent. Adjusted EBITDA, which is a non-GAAP financial measure, is defined below and reconciled to net income (loss), the most comparable measure under GAAP, in the section entitled Use of non-GAAP financial measures.
Net income attributable to common stockholders was $1.5 million, or $0.04 per diluted share. This is compared to a net income attributable to common stockholders of $1.3 million, or $0.05 per diluted share, for the second quarter of 2011. Net income attributable to common stockholders for the three months ended June 30, 2011 is inclusive of $438 thousand of accretion of convertible preferred stock.
Management Commentary
As the leading global provider of Wi-Fi software and services, were extremely confident in the long-term opportunity for Boingo, said David Hagan, President and Chief Executive Officer of Boingo Wireless. Mobile data traffic continues to grow at exponential rates, increasing the need for small cell wireless technology solutions. While our second quarter performance reflects modest revenue growth, our recent venue signings and strong pipeline position us well for accelerated growth in the second half of 2012 and beyond. Year-to-date, weve added over 150,000 hotspots, including the recent additions of Wendys, a leading national retailer and two major international airports, bringing our total global count to over 550,000 hotspots.
Business Highlights
Key accomplishments include:
· The acquisition of Cloud Nine Media, a leading location-based advertising technology company.
· An agreement with The Wendys Company to manage and operate Wi-Fi services at participating Wendys® restaurants in the U.S. and Canada.
· An agreement with Berlin Brandenburg Airport (BER) to exclusively provide Wi-Fi Internet services for passengers.
· An agreement with Newbridge Technologies to manage Wi-Fi services at Beijing Capital International Airport (PEK).
· A roaming agreement with SK Telecom for Boingo customers to access more than 75,000 SK Telecom hotspots in South Korea.
· An agreement with Forest City Ratner Companies (FCRC) for Boingo to provide Wi-Fi services at FCRCs newest open-air lifestyle center, Westchesters Ridge Hill.
Business Outlook
Boingo Wireless is initiating guidance for the third quarter ending September 30, 2012, as follows:
Q3 2012
· Revenue is expected to be in the range of $25.5 million to $26.5 million
· Adjusted EBITDA is expected to be in the range of $7.5 million to $8.5 million
· Net income attributable to common stockholders is expected to be in the range of $2.2 million to $2.7 million, or $0.05 to $0.06 per diluted share.
Boingo Wireless is revising guidance for the full year ending December 31, 2012, as follows:
Full Year 2012
· Revenue is expected to be in the range of $108.0 million to $111.0 million
· Adjusted EBITDA is expected to be in the range of $32.5 million to $35.5 million
· Net income attributable to common stockholders is expected to be in the range of $8.0 million to $10.0 million, or $0.22 to $0.27 per diluted share.
Conference call information
Members of Boingo Wireless management will host a conference call to discuss its second quarter 2012 financial results beginning at 4:30 pm ET (1:30 pm PT), today, August 8, 2012. To participate in the conference call, investors from the U.S. and Canada should dial (877) 407-0789 ten minutes prior to the scheduled start time. International callers should dial (201) 689-8562. In addition, the call will be broadcast live over the Internet hosted on the Investor Relations section of the companys website at http://investors.boingo.com and will be archived online upon completion of the conference call.
Use of non-GAAP financial measures
To supplement Boingo Wireless financial statements presented on a GAAP basis, Boingo Wireless provides Adjusted EBITDA as a supplemental measure of its performance. The company defines Adjusted EBITDA as net income (loss) attributable to common stockholders plus depreciation, accretion of convertible preferred stock, income taxes, amortization of intangible assets, stock-based compensation expense, non-controlling interests expense and interest expense (income), net. Boingo Wireless believes Adjusted EBITDA is useful to investors in evaluating its operating performance. Boingos management uses Adjusted EBITDA in conjunction with accounting principles generally accepted in the United States, or GAAP, and operating performance measures as part of its overall assessment of the companys performance for planning purposes, including the preparation of its annual operating budget, to evaluate the effectiveness of its business strategies and to communicate with its board of directors concerning its financial performance. Adjusted EBITDA should not be considered as an alternative financial measure to net (loss) income, which is the most directly comparable financial measure calculated in accordance with GAAP, or any other measure of financial performance calculated in accordance with GAAP.
About Boingo Wireless
Boingo Wireless, Inc. (NASDAQ: WIFI), the worlds leading Wi-Fi software and services provider, makes it easy, convenient and cost-effective for people to enjoy Wi-Fi access on their laptop or mobile device at more than 550,000 hotspots worldwide. With a single account, Boingo users can access the mobile internet via Boingo Network locations that include the top airports around the world, major hotel chains, cafés and coffee shops, restaurants, convention centers and metropolitan hot zones. Boingo through its Concourse Communications Group subsidiary operates wireless networks at large-scale venues worldwide such as airports, major sporting arenas, malls, and convention centers, as well as quick serve restaurants. For more information about Boingo, please visit http://www.boingo.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements that involves risks, uncertainties and assumptions. Forward-looking statements can be identified by words such as anticipates, intends, plans, seeks, believes, estimates, expects and similar references to future periods. These forward-looking statements include the quotations from management in this press release, as well as any statements regarding Boingos strategic plans and future guidance. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Since forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions, as well as other risk and uncertainties described more fully in documents filed with or furnished to the Securities and Exchange Commission (SEC), including Boingos Form 10-K for the year ended December 31, 2011 filed with the SEC on April 13, 2012 and Form 10-Q for the quarter ended March 31, 2012 filed with the SEC on May 11, 2012. Any forward-looking statement made by us in this press release speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
Boingo, Boingo Wireless, the Boingo Wireless Logo and Dont Just Go. Boingo. are registered trademarks of Boingo Wireless, Inc. All other trademarks are the properties of their respective owners.
Boingo Wireless, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)
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Three Months Ended |
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Six Months Ended |
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2012 |
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2011 |
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2012 |
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2011 |
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Revenue |
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$ |
24,302 |
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$ |
22,943 |
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$ |
48,489 |
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$ |
43,971 |
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Costs and operating expenses: |
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Network access |
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9,661 |
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9,169 |
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19,516 |
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17,506 |
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Network operations |
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3,748 |
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3,944 |
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7,202 |
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7,668 |
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Development and technology |
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2,834 |
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2,259 |
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5,492 |
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4,743 |
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Selling and marketing |
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2,419 |
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1,826 |
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4,670 |
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3,455 |
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General and administrative |
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3,157 |
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2,810 |
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6,484 |
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5,374 |
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Amortization of intangible assets |
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247 |
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508 |
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482 |
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1,069 |
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Total costs and operating expenses |
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22,066 |
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20,516 |
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43,846 |
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39,815 |
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Income from operations |
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2,236 |
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2,427 |
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4,643 |
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4,156 |
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Interest and other income (expense), net |
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81 |
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(239 |
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137 |
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(305 |
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Income before income taxes |
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2,317 |
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2,188 |
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4,780 |
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3,851 |
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Income taxes |
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709 |
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312 |
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1,367 |
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791 |
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Net income |
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1,608 |
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1,876 |
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3,413 |
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3,060 |
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Net income attributable to non-controlling interests |
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147 |
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145 |
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295 |
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282 |
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Net income attributable to Boingo Wireless, Inc. |
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1,461 |
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1,731 |
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3,118 |
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2,778 |
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Accretion of convertible preferred stock |
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(438 |
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(1,633 |
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Net income attributable to common stockholders |
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$ |
1,461 |
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$ |
1,293 |
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$ |
3,118 |
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$ |
1,145 |
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Net income per share attributable to common stockholders: |
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Basic |
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$ |
0.04 |
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$ |
0.06 |
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$ |
0.09 |
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$ |
0.08 |
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Diluted |
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$ |
0.04 |
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$ |
0.05 |
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$ |
0.08 |
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$ |
0.06 |
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Weighted average shares used in computing net income per share attributable to common stockholders: |
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Basic |
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34,799 |
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23,258 |
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34,384 |
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14,927 |
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Diluted |
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37,403 |
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27,269 |
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37,321 |
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18,902 |
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Boingo Wireless, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands, except per share amounts)
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June 30, |
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December 31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
56,026 |
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$ |
93,933 |
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Restricted cash |
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465 |
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465 |
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Marketable securities |
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42,195 |
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Accounts receivable, net |
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7,887 |
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7,382 |
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Prepaid expenses and other current assets |
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3,153 |
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1,103 |
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Deferred tax assets |
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2,366 |
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2,366 |
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Total current assets |
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112,092 |
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105,249 |
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Property and equipment, net |
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43,859 |
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39,717 |
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Goodwill |
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25,512 |
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25,512 |
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Other intangible assets, net |
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9,067 |
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9,511 |
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Deferred tax assets |
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4,083 |
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4,083 |
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Other assets |
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3,905 |
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4,848 |
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Total assets |
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$ |
198,518 |
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$ |
188,920 |
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Liabilities and stockholders equity |
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Current liabilities: |
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Accounts payable |
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$ |
4,920 |
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$ |
4,573 |
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Accrued expenses and other liabilities |
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11,284 |
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12,759 |
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Deferred revenue |
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16,281 |
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13,575 |
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Current portion of capital leases |
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41 |
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205 |
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Total current liabilities |
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32,526 |
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31,112 |
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Deferred revenue, net of current portion |
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26,924 |
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27,754 |
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Long-term portion of capital leases |
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157 |
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197 |
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Other liabilities |
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464 |
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778 |
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Total liabilities |
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60,071 |
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59,841 |
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Stockholders equity: |
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Preferred stock, $0.0001 par value, 5,000 shares authorized, no shares issued and outstanding |
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Common stock, $0.0001 par value; 100,000 shares authorized, 34,991and 33,584 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively |
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4 |
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3 |
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Additional paid-in capital |
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176,970 |
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170,721 |
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Accumulated deficit |
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(38,724 |
) |
(41,842 |
) | ||
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Total common stockholders equity |
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138,250 |
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128,882 |
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Non-controlling interests |
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197 |
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197 |
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Total stockholders equity |
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138,447 |
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129,079 |
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Total liabilities and stockholders equity |
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$ |
198,518 |
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$ |
188,920 |
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Boingo Wireless, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
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Six Months Ended |
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2012 |
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2011 |
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Cash flows from operating activities |
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Net income |
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$ |
3,413 |
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$ |
3,060 |
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Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities: |
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Depreciation and amortization of property and equipment |
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7,873 |
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5,339 |
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Amortization of intangible assets |
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482 |
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1,069 |
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Stock-based compensation |
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1,945 |
|
930 |
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Forgiveness of note receivable from stockholder |
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103 |
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Excess tax benefits from stock-based compensation |
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(588 |
) |
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Change in fair value of preferred stock warrants |
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140 |
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Change in deferred income taxes |
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234 |
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Changes in operating assets and liabilities: |
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Accounts receivable |
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(505 |
) |
461 |
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Unbilled receivables |
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(266 |
) | ||
Prepaid expenses and other assets |
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1,616 |
|
470 |
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Accounts payable |
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214 |
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(2,273 |
) | ||
Accrued expenses and other liabilities |
|
(3,006 |
) |
(1,790 |
) | ||
Deferred revenue |
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1,876 |
|
2,423 |
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Net cash provided by operating activities |
|
13,320 |
|
9,900 |
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Cash flows from investing activities |
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Increase in restricted cash |
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(52 |
) | ||
Purchases of marketable securities available-for-sale |
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(42,195 |
) |
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Purchases of property and equipment |
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(10,675 |
) |
(9,793 |
) | ||
Contractual payments related to business acquisition |
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(14 |
) |
(81 |
) | ||
Net cash used in investing activities |
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(52,884 |
) |
(9,926 |
) | ||
Cash flows from financing activities |
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|
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|
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Excess tax benefits from stock-based compensation |
|
588 |
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Proceeds from exercise of stock options |
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1,885 |
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558 |
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Payments of capital leases |
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(174 |
) |
(237 |
) | ||
Payments to non-controlling interests |
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(642 |
) |
(547 |
) | ||
Proceeds from issuance of common stock upon initial public offering |
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48,297 |
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Offering costs |
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|
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(2,073 |
) | ||
Net cash provided by financing activities |
|
1,657 |
|
45,998 |
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Net decrease in cash and cash equivalents |
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(37,907 |
) |
45,972 |
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Cash and cash equivalents at beginning of year |
|
93,933 |
|
25,721 |
| ||
Cash and cash equivalents at end of year |
|
$ |
56,026 |
|
$ |
71,693 |
|
Supplemental disclosure of cash flow information |
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|
|
|
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Cash paid for taxes |
|
$ |
286 |
|
$ |
1,173 |
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Supplemental disclosure of non-cash investing and financing activities |
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|
|
|
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Property and equipment and software maintenance costs in accounts payable, accrued expenses and other liabilities |
|
3,363 |
|
2,093 |
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Offering costs in accounts payable, accrued expenses and other liabilities |
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|
|
456 |
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Accretion of convertible preferred stock |
|
|
|
1,633 |
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Conversion of convertible preferred stock into common stock |
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|
|
124,602 |
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Exercise and conversion of preferred stock warrants into common stock |
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|
|
272 |
|
Schedule of Non-GAAP Reconciliations
(Unaudited)
(In thousands)
|
|
Three Months Ended |
|
Six Months Ended |
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|
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2012 |
|
2011 |
|
2012 |
|
2011 |
| ||||
|
|
|
|
|
|
|
|
|
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Net income attributable to common stockholders |
|
$ |
1,461 |
|
$ |
1,293 |
|
$ |
3,118 |
|
$ |
1,145 |
|
Depreciation and amortization of property and equipment |
|
3,358 |
|
2,810 |
|
7,873 |
|
5,339 |
| ||||
Accretion of convertible preferred stock |
|
|
|
438 |
|
|
|
1,633 |
| ||||
Income tax expense |
|
709 |
|
312 |
|
1,367 |
|
791 |
| ||||
Amortization of other intangible assets |
|
247 |
|
508 |
|
482 |
|
1,069 |
| ||||
Stock-based compensation expense |
|
952 |
|
695 |
|
1,945 |
|
901 |
| ||||
Non-controlling interests |
|
147 |
|
145 |
|
295 |
|
282 |
| ||||
Interest expense (income), net |
|
(81 |
) |
239 |
|
(137 |
) |
305 |
| ||||
Adjusted EBITDA |
|
$ |
6,793 |
|
$ |
6,440 |
|
$ |
14,943 |
|
$ |
11,465 |
|