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8-K - 8-K - BOINGO WIRELESS, INC.a13-23744_18k.htm

Exhibit 99.1

 

PRESS RELEASE

 

GRAPHIC

 

Boingo Wireless Reports Strong Third Quarter 2013 Results

 

Exceeds revenue guidance; delivers in-line profitability

—Announces two significant military contracts with The Army & Air Force Exchange Service and Marine Corps Community Services

— Closes acquisition of Advanced Wireless Group

 

LOS ANGELES — November 7, 2013 — Boingo Wireless (NASDAQ: WIFI), the leading DAS and Wi-Fi provider that serves consumers, carriers and advertisers worldwide, today announced the company’s financial results for the third quarter ended September 30, 2013.

 

Third Quarter 2013 Financial Highlights

 

Boingo Wireless reported revenue of $28.6 million, which exceeded the company’s guidance range, compared to $26.0 million for the third quarter of 2012. Net income attributable to common stockholders was $0.4 million, or $0.01 per diluted share. This compares to net income attributable to common stockholders of $2.8 million, or $0.07 per diluted share, for the third quarter of 2012.

 

Adjusted EBITDA was $7.4 million compared to $8.4 million for the third quarter of 2012.  Adjusted EBITDA, which is a non-GAAP financial measure, is defined below and is reconciled to net income (loss) attributable to common stockholders, the most comparable measure under GAAP, in the schedule entitled “Reconciliation of Net Income (Loss) Attributable to Common Stockholders to Adjusted EBITDA.”

 

Operational Highlights

 

·                  An agreement with The Army & Air Force Exchange Service (AAFES) to provide on-base broadband Internet and Internet Protocol TV (IPTV) services at more than a dozen of the largest Army and Air Force bases in the continental U.S.

 

·                  An agreement with Marine Corps Community Services (MCCS) that enables the company to provide broadband Internet and IPTV services at all U.S. Marine Corps bases worldwide.

 

·                  The closing of the acquisition of Advanced Wireless Group (AWG) on October 31, 2013.

 

·                  The launch of a new neutral-host distributed antenna system (DAS) at Chicago’s Soldier Field.

 

·                  An agreement with Memphis International Airport to design and manage the airport’s first DAS; Boingo will continue to operate as the airport’s Wi-Fi service provider.

 

·                  The launch of the world’s first commercial Next Generation Hotspot Wi-Fi network at Chicago O’Hare International Airport.

 

·                  A partnership with Movile Partners, a leading Latin American mobile services company, to provide global Wi-Fi roaming services to its users.

 

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Management Commentary

 

“Our positive momentum continued through the third quarter, with major new managed and operated networks taking center stage among our strategic initiatives,” said David Hagan, Chief Executive Officer of Boingo Wireless.  “We continued to invest in the business in the context of upgrading existing networks to better meet the needs of rapidly growing data demand, and also in the acquisition and deployment of new networks that we expect to begin monetizing in 2014.”

 

Mr. Hagan continued, “Through our acquisition of Advanced Wireless Group, we will now operate public Wi-Fi services in 17 new U.S. airports that reach an additional 350 million passengers per year; these airports will be integrated into the existing Boingo network of managed and operated Wi-Fi hotspots. Further extending our managed and operated footprint, we’re pleased to announce two new significant military contracts — one with Marine Corps Community Services, to replace the MCI West regional contract with a worldwide mandate covering all Marine Corps bases, and one with the Army & Air Force Exchange Service, which includes responsibility for Army and Air Force bases worldwide.”

 

Business Outlook

 

Boingo Wireless is revising guidance for the full year ending December 31, 2013, as follows:

 

Full Year 2013

 

·                  Revenue is expected to be in the range of $106.0 million to $108.0 million.

·                  Adjusted EBITDA is expected to be in the range of $24.0 million to $26.0 million.

·                  Net loss attributable to common stockholders is expected to be in the range of ($2.0) million to $0.0 million, or a net loss of ($0.06) to $0.00 per diluted share.

 

Conference Call Information

 

Members of Boingo Wireless’ management will host a conference call to discuss its third quarter 2013 financial results beginning at 4:30 pm ET (1:30 pm PT), today, November 7, 2013. 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 company’s 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 and amortization of property and equipment, income tax expense (benefit), amortization of intangible assets, stock-based compensation expense, non-controlling interests and interest and other expense (income), net.

 

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Boingo Wireless believes Adjusted EBITDA is useful to investors in evaluating its operating performance. Boingo’s 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 company’s 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 income (loss) attributable to common stockholders, 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 (Nasdaq:WIFI) helps the world stay connected. Our vast footprint of small cell networks covers more than a million DAS and Wi-Fi locations and reaches more than 1 billion consumers annually — in places as varied as airports, stadiums, shopping malls, restaurants, universities, and military bases. The Boingo platform is the only monetization engine of its kind, driving revenue through carrier offload, advertising, location-based data analytics, and consumer products like IPTV, high-speed broadband, and Wi-Fi. For more information about the Boingo story, visit 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 Boingo’s strategic plans and future guidance. Forward-looking statements are based on the company’s current expectations and assumptions regarding its 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. The company’s 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 Boingo’s Form 10-K for the year ended December 31, 2012 filed with the SEC on March 18, 2013, Form 10-Q for the quarter ended March 31, 2013 filed with the SEC on May 10, 2013, and Form 10-Q for the quarter ended June 30, 2013 filed with the SEC on August 9, 2013, which we incorporate by reference into this press release.  Any forward-looking statement made by Boingo in this press release speaks only as of the date on which it is made. Factors or events that could cause the company’s actual results to differ may emerge from time to time, and it is not possible for Boingo to predict all of them. Boingo undertakes 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 Don’t Just Go. Boingo. are registered trademarks of Boingo Wireless, Inc. All other trademarks are the properties of their respective owners.

 

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Boingo Wireless, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share amounts)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

28,607

 

$

26,017

 

$

77,980

 

$

74,506

 

Costs and operating expenses:

 

 

 

 

 

 

 

 

 

Network access

 

13,670

 

10,061

 

34,375

 

29,577

 

Network operations

 

4,495

 

3,693

 

13,199

 

10,895

 

Development and technology

 

2,622

 

2,300

 

8,484

 

7,792

 

Selling and marketing

 

3,294

 

2,567

 

10,106

 

7,237

 

General and administrative

 

3,201

 

2,971

 

11,502

 

9,455

 

Amortization of intangible assets

 

541

 

296

 

1,456

 

778

 

Total costs and operating expenses

 

27,823

 

21,888

 

79,122

 

65,734

 

Income (loss) from operations

 

784

 

4,129

 

(1,142

)

8,772

 

Interest and other (expense) income, net

 

(2

)

33

 

70

 

170

 

Income (loss) before income taxes

 

782

 

4,162

 

(1,072

)

8,942

 

Income tax expense (benefit)

 

258

 

1,101

 

(382

)

2,468

 

Net income (loss)

 

524

 

3,061

 

(690

)

6,474

 

Net income attributable to non-controlling interests

 

170

 

284

 

476

 

579

 

Net income (loss) attributable to common stockholders

 

$

354

 

$

2,777

 

$

(1,166

)

$

5,895

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.01

 

$

0.08

 

$

(0.03

)

$

0.17

 

Diluted

 

$

0.01

 

$

0.07

 

$

(0.03

)

$

0.16

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used in computing net income (loss) per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

Basic

 

35,593

 

35,080

 

35,620

 

34,618

 

Diluted

 

37,129

 

37,337

 

35,620

 

37,324

 

 

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Boingo Wireless, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except per share amounts)

 

 

 

September 30,
2013

 

December 31,
2012

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

44,746

 

$

58,138

 

Restricted cash

 

30

 

30

 

Marketable securities

 

36,493

 

41,558

 

Accounts receivable, net

 

13,034

 

10,977

 

Prepaid expenses and other current assets

 

6,680

 

2,072

 

Deferred tax assets

 

1,199

 

1,204

 

Total current assets

 

102,182

 

113,979

 

Property and equipment, net

 

54,605

 

42,411

 

Goodwill

 

33,045

 

26,744

 

Intangible assets, net

 

15,522

 

10,594

 

Deferred tax assets

 

1,195

 

4,256

 

Other assets

 

3,262

 

4,548

 

Total assets

 

$

209,811

 

$

202,532

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

6,478

 

$

4,990

 

Accrued expenses and other liabilities

 

11,756

 

11,019

 

Deferred revenue

 

17,908

 

17,329

 

Total current liabilities

 

36,142

 

33,338

 

Deferred revenue, net of current portion

 

24,903

 

24,123

 

Other liabilities

 

1,913

 

572

 

Total liabilities

 

62,958

 

58,033

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $0.0001 par value; 5,000 shares authorized; no shares issued and outstanding

 

 

 

Common stock, $0.0001 par value; 100,000 shares authorized; 35,495 and 35,483 shares issued and outstanding at September 30, 2013 and December 31, 2012, respectively

 

4

 

4

 

Additional paid-in capital

 

184,417

 

178,219

 

Accumulated deficit

 

(38,269

)

(34,547

)

Total common stockholders’ equity

 

146,152

 

143,676

 

Non-controlling interests

 

701

 

823

 

Total stockholders’ equity

 

146,853

 

144,499

 

Total liabilities and stockholders’ equity

 

$

209,811

 

$

202,532

 

 

 

 

 

 

 

 

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Boingo Wireless, Inc.

Reconciliation of Net Income (Loss) Attributable to Common Stockholders to Adjusted EBITDA

(Unaudited)

(In thousands)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2013

 

2012

 

2013

 

2012

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

 

$

354

 

$

2,777

 

$

(1,166

)

$

5,895

 

Depreciation and amortization of property and equipment

 

4,744

 

3,798

 

13,611

 

11,672

 

Income tax expense (benefit)

 

258

 

1,101

 

(382

)

2,468

 

Amortization of intangible assets

 

541

 

296

 

1,456

 

778

 

Stock-based compensation expense

 

1,352

 

218

 

3,199

 

2,163

 

Non-controlling interests

 

170

 

284

 

476

 

579

 

Interest and other expense (income), net

 

2

 

(33

)

(70

)

(170

)

Adjusted EBITDA

 

$

7,421

 

$

8,441

 

$

17,124

 

$

23,385

 

 

CONTACTS:

 

 

 

 

 

Christian Gunning

 

Laura Bainbridge / Kimberly Orlando

Vice President, Corporate Communications

 

Addo Communications

cgunning@boingo.com

 

laurab@addocommunications.com /

(310) 586-4009

 

kimberlyo@addocommunications.com

 

 

(310) 829-5400

 

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