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8-K - FORM 8-K Q3 2017 - PROS Holdings, Inc.form8-kearningreleaseleadx.htm
EXHIBIT 99.1

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PROS HOLDINGS, INC. REPORTS THIRD QUARTER 2017 FINANCIAL RESULTS

Subscription revenue up 60% year-over-year.
Recurring revenue comprised 79% of total revenue, compared with 72% in the same period last year.

HOUSTON – October 26, 2017 — PROS Holdings, Inc. (NYSE: PRO), a cloud software company powering the shift to modern commerce, today announced financial results for the third quarter ended September 30, 2017.

CEO Andres Reiner stated, “We are pleased with our strong third quarter results and the great response that we are seeing in the market for our modern commerce solutions. Customers are embracing our machine learning innovations, and with nearly 80% of our revenue now recurring, we are in full stride as a cloud company. We are executing toward a strong finish in 2017 as we carry out our mission of helping our customers outperform.”

Third Quarter 2017 Financial Highlights

Key financial results for the third quarter 2017 are shown below. Throughout this press release, all dollar figures are in millions, except net loss per share.  Unless otherwise noted, all results are on a reported basis and are compared with the prior-year period.
 
GAAP
 
Non-GAAP
 
Q3 2017
 
Q3 2016
 
% Change
 
Q3 2017
 
Q3 2016
 
% Change
Revenue:
 
 
 
 
 
 
 
 
 
 
 
  Total Revenue
$
41.9

 
$
38.4

 
9
%
 
n/a

 
n/a

 
n/a
  Subscription Revenue
15.8

 
9.9

 
60
%
 
n/a

 
n/a

 
n/a
  Subscription and Maintenance Revenue
32.9

 
27.5

 
20
%
 
n/a

 
n/a

 
n/a
Profitability:
 
 
 
 
 
 
 
 
 
 
 
  Operating Loss
(17.8
)
 
(13.1
)
 
nm

 
(9.9
)
 
(8.1
)
 
nm
  Net Loss
(21.2
)
 
(15.7
)
 
nm

 
(6.9
)
 
(5.7
)
 
nm
  Net Loss Per Share
(0.67
)
 
(0.52
)
 
nm

 
(0.22
)
 
(0.19
)
 
nm
  Adjusted EBITDA
n/a

 
n/a

 
n/a

 
(9.2
)
 
(6.9
)
 
nm
Cash:
 
 
 
 
 
 
 
 
 
 
 
  Net Cash (Used in) Provided by Operating Activities
(8.5
)
 
2.2

 
nm

 
n/a

 
n/a

 
n/a
  Free Cash Flow
n/a

 
n/a

 
n/a

 
$
(9.8
)
 
$
0.5

 
nm

The attached tables provide a summary of PROS results for the period, including a reconciliation of GAAP to non-GAAP metrics.

Recent Business Highlights

Named to the Constellation ShortListTM for Pricing Optimization, and the Constellation ShortListTM for Configure, Price, Quote Solutions, in recognition of PROS unique machine learning solutions that deliver personalized and frictionless buying and selling experiences for customers.

Showcased modern commerce innovations at Microsoft Envision and Microsoft Ignite Conferences; featured augmented reality in PROS Smart CPQ for Dynamics 365; co-led a keynote presentation with Microsoft executives Ron Huddleston, Microsoft Corporate Vice President for One Commercial Partner (OCP) and Toni Townes-Whitley, Microsoft Corporate Vice President for Industry.


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Extended leadership position in travel industry with keynote presentations and innovation spotlights at ATPCO Elevate 2017 Global Conference, the London Aviation Festival, and the T2RL Flight Global PSS Conference; featured end-to-end travel offer optimization solution with integrated revenue management, dynamic pricing, eCommerce, merchandising, shopping and search capabilities.

Created a charitable organization, PROS Cares, following the events of Hurricane Harvey to provide recovery and housing assistance to employees affected by the storm, and to support PROS ongoing community outreach.


Financial Outlook

PROS anticipates the following for the fourth quarter 2017, based on an estimated 32.0 million basic weighted average shares outstanding, and a 36% non-GAAP estimated tax rate for the fourth quarter and full year 2017:
 
Q4 2017 Guidance
 
v. Q4 2016 at Mid-Point
 
Full Year 2017 Guidance
 
v. Prior Year at Mid-Point
Total Revenue
$44.0 to $45.0
 
11%
 
$166.5 to $167.5
 
9%
Subscription Revenue
$17.5 to $18.0
 
62%
 
$59.0 to $59.5
 
55%
ARR
n/a
 
n/a
 
$156.0 to $158.0
 
28%
Non-GAAP Loss Per Share
$(0.20) to $(0.17)
 
n/a
 
n/a
 
n/a
Adjusted EBITDA
$(6.7) to $(6.2)
 
n/a
 
$(35.5) to $(35.0)
 
n/a
Free Cash Flow
n/a
 
n/a
 
$(33.0) to $(30.0)
 
n/a
Conference Call
In conjunction with this announcement, PROS Holdings, Inc. will host a conference call on Thursday, October 26, 2017, at 4:45 p.m. ET to discuss the Company’s financial results and business outlook. To access this call, dial 1-877-407-9039 (toll-free) or 1-201-689-8470. The live webcast of the conference call can be accessed under the “Investor Relations” section of the Company’s website at www.pros.com.

Following the call, an archived webcast will be available in the “Investor Relations” section of the Company’s website at www.pros.com. A telephone replay will be available until Thursday, November 9, 2017, at 1-844-512-2921 (toll-free) or 1-412-317-6671 using the pass code 13671921. An archived webcast of this conference call will also be available in the “Investor Relations” section of the Company’s website at www.pros.com.

About PROS

PROS Holdings, Inc. (NYSE: PROS) is a cloud software company powering the shift to modern commerce by helping companies create personalized and frictionless buying experiences for their customers. Fueled by dynamic pricing science and machine learning, PROS solutions make it possible for companies to price, configure and sell their products and services in an omnichannel environment with speed, precision and consistency. Our customers, who are leaders in their markets, benefit from decades of data science expertise infused into our industry solutions. To learn more, visit www.pros.com.

Forward-looking Statements

This press release contains forward-looking statements, including statements about our future financial performance; positioning; management's confidence and optimism; customer successes; demand for enterprise revenue, profit realization and modern commerce software solutions; business expansion; business predictability; ARR; revenue; adjusted EBITDA; free cash flow; shares outstanding and effective tax rate. The forward-looking statements contained in this press release are based upon our historical performance and our current plans, estimates and expectations and are not a representation that such plans, estimates or expectations will be achieved. Factors that could cause actual results to differ materially from those described herein include risks related to: (a) our ability to execute on our cloud-first strategy, (b) reduced revenue and cash flow resulting from our transition to a cloud-first strategy, (c) threats to the security of our or our customer’s data, (d) potential business or service disruptions from our third party data centers, cloud platform providers or other unrelated service providers, (e) market acceptance of our new products and product enhancements, (f) the risk that the markets for our software does not grow as anticipated, (g) the length of our sales cycles, (h) the

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risk that we will not be able to maintain historical maintenance, support and subscription renewal rates, (i) competition from vendors of sales, pricing, revenue management and configure-price-quote solutions as well as from companies internally developing their own solutions, (j) potential unauthorized or improper actions of our personnel, (k) the risk that acquisitions we have and may enter into in the future may be difficult to integrate, fail to achieve our objectives, disrupt our business, dilute stockholder value or divert management attention, (l) any downturn in sales to our target markets, (m) potential delays or other challenges related to the implementation of our solutions, (n) the difficulties of making accurate estimates necessary to complete a project and recognize revenue, (o) personnel risks associated with growing a business generally, (p) the impact that a slowdown in the world or any particular economy has on our business sales cycles, prospects’ and customers’ spending decisions, timing of implementation decisions, payment and renewal decision, (q) our debt repayment obligations, (r) the impact of currency fluctuations on our results of operations, and (s) civil and political unrest in geographic regions in which we operate. Additional information relating to the uncertainty affecting PROS’ business is contained in our filings with the Securities and Exchange Commission. These forward-looking statements represent PROS’ expectations as of the date of this press release. Subsequent events may cause these expectations to change, and PROS disclaims any obligations to update or alter these forward-looking statements in the future, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Measures

PROS has provided in this release certain financial information that has not been prepared in accordance with GAAP. This information includes non-GAAP income (loss) from operations, annual recurring revenue, adjusted EBITDA, free cash flow, tax rate, net income (loss) and diluted earnings (loss) per share. PROS uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating PROS’ ongoing operational performance and cloud-first transition.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measure as detailed above. A reconciliation of GAAP to the non-GAAP financial measures has been provided in the tables included as part of this press release, and can be found, along with other financial information, in the investor relations portion of our website. PROS' use of non-GAAP financial measures may not be consistent with the presentations by similar companies in PROS' industry. PROS has also provided in this release certain forward-looking non-GAAP financial measures, including non-GAAP income (loss) from operations, annual recurring revenue, adjusted EBITDA, free cash flow and non-GAAP tax rates (collectively the "non-GAAP financial measures") as follows:

Non-GAAP income (loss) from operations: Non-GAAP income (loss) from operations excludes the impact of stock-based compensation, amortization of acquisition-related intangibles, acquisition-related expenses, amortization of debt discount and issuance costs, and related taxes. Non-GAAP income (loss) from operations excludes the following items from non-GAAP estimates:
Share-Based Compensation:  Although share-based compensation is an important aspect of compensation for our employees and executives, our share-based compensation expense can vary because of changes in our stock price and market conditions at the time of grant, varying valuation methodologies, and the variety of award types. Since share-based compensation expense can vary for reasons that are generally unrelated to our performance during any particular period, we believe this could make it difficult for investors to compare our current financial results to previous and future periods. Therefore, we believe it is useful to exclude share-based compensation in order to better understand our business performance and allow investors to compare our operating results with peer companies.
Amortization of Acquisition-Related Intangibles:  We view amortization of acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company's research and development efforts, trade names, customer lists and customer relationships, as items arising from pre-acquisition activities determined at the time of an acquisition.  While these intangible assets are continually evaluated for impairment, amortization of the cost of purchased intangibles is a static expense, one that is not typically affected by operations during any particular period.
Acquisition-Related Expenses: Acquisition-related expenses include integration costs and other one-time direct costs associated with our acquisitions. These amounts are unrelated to our core performance during any particular period and are impacted by the timing and size of the acquisitions. We exclude acquisition-related expenses to provide investors a method to compare our operating results to prior periods and to peer companies because such amounts can vary significantly based on the frequency of acquisitions and magnitude of acquisition expenses.
Amortization of Debt Discount and Issuance Costs: Amortization of debt discount and issuance costs are related to our convertible notes. These amounts are unrelated to our core performance during any particular period, and therefore, we

3


believe it is useful to exclude these amounts in order to better understand our business performance and allow investors to compare our results with peer companies.
Taxes: We exclude the tax consequences associated with non-GAAP items to provide investors with a useful comparison of our operating results to prior periods and to our peer companies because such amounts can vary significantly. In the fourth quarter of 2014, we concluded that it is more likely than not that we will be unable to fully realize our deferred tax assets and accordingly, established a valuation allowance against those assets. The ongoing impact of the valuation allowance on our non-GAAP effective tax rate has been eliminated to allow investors to better understand our business performance and compare our operating results with peer companies.
Annual Recurring Revenue: Annual Recurring Revenue ("ARR") is used to assess the trajectory of our cloud business. ARR means, as of a specified date, the contracted recurring revenue which includes both subscription and maintenance contracts, plus overage fees incurred above contracted minimum transactions, and excludes perpetual license, term license and service agreements, which are current and contracted with a future start date. ARR should be viewed independently of revenue and any other GAAP measure.
Non-GAAP Tax Rate: The estimated non-GAAP effective tax rate adjusts the tax effect to quantify the impact of the excluded non-GAAP items.
Adjusted EBITDA: Adjusted EBITDA is defined as GAAP net income (loss) before interest expense, provision for income taxes, depreciation and amortization, as adjusted to eliminate the effect of stock-based compensation cost, amortization of acquisition-related intangibles, depreciation and amortization, integration costs and other one-time direct costs associated with our acquisitions, and capitalized internal-use software development costs. Adjusted EBITDA should not be considered as an alternative to net income (loss) as an indicator of our operating performance.
Free Cash Flow: Free cash flow is a non-GAAP financial measure which is defined as net cash provided by (used in) operating activities, less additions to property, plant and equipment, purchases of other (non-acquisition-related) intangible assets and capitalized internal-use software development costs.
These non-GAAP estimates are not measurements of financial performance prepared in accordance with GAAP, and we are unable to reconcile these forward-looking non-GAAP financial measures to their directly comparable GAAP financial measures because the information described above which is needed to complete a reconciliation is unavailable at this time without unreasonable effort.

Investor Contact:
PROS Investor Relations
Shannon Tatz
713-335-5932
ir@pros.com

Media Contact:
PROS Public Relations
Yvonne Donaldson
713-335-5310
ydonaldson@pros.com



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PROS Holdings, Inc.
Condensed Consolidated Balance Sheets
(In thousands, except share and per share amounts)
(Unaudited)

 
 
September 30, 2017
 
December 31, 2016
Assets:
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
157,359

 
$
118,039

Short-term investments
 

 
15,996

Accounts and unbilled receivables, net of allowance of $760
 
34,641

 
33,285

Prepaid and other current assets
 
12,123

 
6,337

Total current assets
 
204,123

 
173,657

Property and equipment, net
 
14,471

 
15,238

Intangibles, net
 
28,972

 
12,650

Goodwill
 
38,309

 
20,096

Other long-term assets
 
6,754

 
6,013

Total assets
 
$
292,629

 
$
227,654

Liabilities and Stockholders’ Equity:
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable and other liabilities
 
$
4,203

 
$
2,744

Accrued liabilities
 
7,693

 
7,279

Accrued payroll and other employee benefits
 
13,312

 
18,349

Deferred revenue
 
73,092

 
68,349

Total current liabilities
 
98,300

 
96,721

Long-term deferred revenue
 
18,672

 
11,389

Convertible debt, net
 
210,312

 
122,299

Other long-term liabilities
 
756

 
639

Total liabilities
 
328,040

 
231,048

Stockholders' equity:
 
 
 
 
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued
 

 

Common stock, $0.001 par value, 75,000,000 shares authorized; 36,319,135 and 35,001,236 shares issued, respectively; 31,901,550 and 30,583,651 shares outstanding, respectively
 
36

 
35

Additional paid-in capital
 
202,905

 
175,678

Treasury stock, 4,417,585 common shares, at cost
 
(13,938
)
 
(13,938
)
Accumulated deficit
 
(221,205
)
 
(160,259
)
Accumulated other comprehensive loss
 
(3,209
)
 
(4,910
)
Total stockholders’ equity
 
(35,411
)
 
(3,394
)
Total liabilities and stockholders’ equity
 
$
292,629

 
$
227,654


5


PROS Holdings, Inc.
Condensed Consolidated Statements of Income (Loss)
(In thousands, except per share data)
(Unaudited) 

 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2017
 
2016
 
2017
 
2016
Revenue:
 
 
 
 
 
 
 
 
Subscription
 
$
15,809

 
$
9,852

 
$
41,457

 
$
27,196

Maintenance and support
 
17,124

 
17,666

 
52,332

 
51,103

Total subscription, maintenance and support
 
32,933

 
27,518

 
93,789

 
78,299

License
 
603

 
2,419

 
3,883

 
8,178

Services
 
8,401

 
8,447

 
24,800

 
26,873

Total revenue
 
41,937

 
38,384

 
122,472

 
113,350

Cost of revenue:
 
 
 
 
 
 
 
 
Subscription
 
7,868

 
4,808

 
19,605

 
12,342

Maintenance and support
 
2,859

 
3,416

 
8,886

 
10,266

Total cost of subscription, maintenance and support
 
10,727

 
8,224

 
28,491

 
22,608

License
 
73

 
38

 
210

 
199

Services
 
6,924

 
7,380

 
21,718

 
24,594

Total cost of revenue
 
17,724

 
15,642

 
50,419

 
47,401

Gross profit
 
24,213

 
22,742

 
72,053

 
65,949

Operating expenses:
 
 
 
 
 
 
 
 
Selling and marketing
 
16,980

 
13,641

 
50,625

 
47,725

General and administrative
 
10,324

 
9,253

 
30,514

 
27,910

Research and development
 
14,046

 
12,964

 
42,429

 
39,454

Acquisition-related
 
613

 

 
613

 

Loss from operations
 
(17,750
)
 
(13,116
)
 
(52,128
)
 
(49,140
)
Convertible debt interest and amortization
 
(4,094
)
 
(2,339
)
 
(9,078
)
 
(6,943
)
Other income (expense), net
 
347

 
(26
)
 
315

 
(139
)
Loss before income tax provision
 
(21,497
)
 
(15,481
)
 
(60,891
)
 
(56,222
)
Income tax (benefit) provision
 
(271
)
 
227

 
55

 
490

Net loss
 
$
(21,226
)
 
$
(15,708
)
 
$
(60,946
)
 
$
(56,712
)
 
 
 
 
 
 
 
 
 
Net loss per share:
 
 
 
 
 
 
 
 
Basic and diluted
 
$
(0.67
)
 
$
(0.52
)
 
$
(1.93
)
 
$
(1.87
)
Weighted average number of shares:
 
 
 
 
 
 
 
 
Basic and diluted
 
31,867

 
30,469

 
31,527

 
30,341


6


PROS Holdings, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2017
 
2016
 
2017
 
2016
Operating activities:
 
 
 
 
 
 
 
 
Net loss
 
$
(21,226
)
 
$
(15,708
)
 
$
(60,946
)
 
$
(56,712
)
Adjustments to reconcile net loss to net cash provided by operating activities:
 
 
 
 
 
 
 
 
Depreciation and amortization
 
3,042

 
2,423

 
7,047

 
7,396

Amortization of debt discount and issuance costs
 
2,853

 
1,620

 
6,363

 
4,786

Share-based compensation
 
5,571

 
3,192

 
17,665

 
14,445

Deferred income tax, net
 
(486
)
 
22

 
(453
)
 
64

Provision for doubtful accounts
 

 
(87
)
 

 
(226
)
Changes in operating assets and liabilities:
 
 
 
 
 
 
 
 
Accounts and unbilled receivables
 
(278
)
 
10,419

 
(141
)
 
12,899

Prepaid expenses and other assets
 
(5,320
)
 
58

 
(6,301
)
 
(746
)
Accounts payable and other liabilities
 
(1,104
)
 
(1,092
)
 
1,734

 
(2,546
)
Accrued liabilities
 
(760
)
 
247

 
(473
)
 
887

Accrued payroll and other employee benefits
 
2,879

 
2,955

 
(5,722
)
 
709

Deferred revenue
 
6,290

 
(1,836
)
 
11,379

 
11,885

Net cash (used in) provided by operating activities
 
(8,539
)
 
2,213

 
(29,848
)
 
(7,159
)
Investing activities:
 
 
 
 
 
 
 
 
Purchases of property and equipment
 
(540
)
 
(1,185
)
 
(1,235
)
 
(6,524
)
Acquisition of Vayant, net of cash acquired
 
(34,130
)
 

 
(34,130
)
 

Capitalized internal-use software development costs
 
(688
)
 
(497
)
 
(1,996
)
 
(569
)
Purchase of intangible asset
 
(75
)
 

 
(75
)
 

Purchases of short-term investments
 

 
(56,006
)
 

 
(144,934
)
Proceeds from maturities of short-term investments
 
6,009

 
47,000

 
15,992

 
96,500

Net cash used in investing activities
 
(29,424
)
 
(10,688
)
 
(21,444
)
 
(55,527
)
Financing activities:
 
 
 
 
 
 
 
 
Exercise of stock options
 
1,071

 
406

 
6,347

 
420

Proceeds from employee stock plans
 
759

 
620

 
1,535

 
1,090

Tax withholding related to net share settlement of stock awards
 
(1,489
)
 
(405
)
 
(7,243
)
 
(5,244
)
Payments of notes payable
 

 
(105
)
 
(155
)
 
(196
)
Debt issuance costs related to Revolver
 
(25
)
 

 
(150
)
 

Debt issuance costs related to convertible debt
 
(2,673
)
 

 
(2,673
)
 

Proceeds from issuance of convertible debt, net
 

 

 
93,500

 

Net cash (used in) provided by financing activities
 
(2,357
)
 
516

 
91,161

 
(3,930
)
Effect of foreign currency rates on cash
 
(290
)
 
16

 
(549
)
 
54

Net change in cash and cash equivalents
 
(40,610
)
 
(7,943
)
 
39,320

 
(66,562
)
Cash and cash equivalents:
 
 
 
 
 
 
 
 
Beginning of period
 
197,969

 
103,151

 
118,039

 
161,770

End of period
 
$
157,359

 
$
95,208

 
$
157,359

 
$
95,208


7


PROS Holdings, Inc.
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data)
(Unaudited)
We use these non-GAAP financial measures to assist in the management of the Company because we believe that this information provides a more consistent and complete understanding of the underlying results and trends of the ongoing business due to the uniqueness of these charges.
See breakdown of the reconciling line items on page 9.
 
 
 
 
Three Months Ended September 30,
 
Quarter over Quarter
 
Nine Months Ended September 30,
 
Year over Year
 
 
 
 
2017
 
2016
 
% change
 
2017
 
2016
 
% change
GAAP gross profit
 
$
24,213

 
$
22,742

 
6
%
 
$
72,053

 
$
65,949

 
9
 %
 
Non-GAAP adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of intangible assets
 
1,055

 
490

 
 
 
2,017

 
1,476

 
 
 
Share-based compensation
 
479

 
544

 
 
 
1,569

 
1,720

 
 
Non-GAAP gross profit
 
$
25,747

 
$
23,776

 
8
%
 
$
75,639

 
$
69,145

 
9
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP gross margin
 
61.4
 %
 
61.9
 %
 
 
 
61.8
 %
 
61.0
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP loss from operations
 
$
(17,750
)
 
$
(13,116
)
 
35
%
 
$
(52,128
)
 
$
(49,140
)
 
6
 %
 
Non-GAAP adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisition-related expenses
 
613

 

 
 
 
613

 

 
 
 
Amortization of intangible assets
 
1,713

 
737

 
 
 
3,062

 
2,288

 
 
 
Severance
 

 
1,070

 
 
 

 
1,070

 
 
 
Share-based compensation
 
5,571

 
3,192

 
 
 
17,665

 
14,445

 
 
 
Total Non-GAAP adjustments
 
7,897


4,999

 
 
 
21,340


17,803

 
 
Non-GAAP loss from operations
 
$
(9,853
)
 
$
(8,117
)
 
21
%
 
$
(30,788
)
 
$
(31,337
)
 
(2
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP loss from operations % of total revenue
 
(23.5
)%
 
(21.1
)%
 
 
 
(25.1
)%
 
(27.6
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP net loss
 
$
(21,226
)
 
$
(15,708
)
 
35
%
 
$
(60,946
)
 
$
(56,712
)
 
7
 %
 
Non-GAAP adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Non-GAAP adjustments affecting loss from operations
 
7,897

 
4,999

 
 
 
21,340

 
17,803

 
 
 
Amortization of debt discount and issuance costs
 
2,844

 
1,620

 
 
 
6,337

 
4,786

 
 
 
Tax impact related to non-GAAP adjustments
 
3,602

 
3,418

 
 
 
12,012

 
12,598

 
 
Non-GAAP net loss
 
$
(6,883
)
 
$
(5,671
)
 
21
%
 
$
(21,257
)
 
$
(21,525
)
 
(1
)%
 
 
 


 


 
 
 
 
 
 
 
 
Non-GAAP diluted loss per share
 
$
(0.22
)
 
$
(0.19
)
 
 
 
$
(0.67
)
 
$
(0.71
)
 


 
 
 
 
 
 
 
 
 
 
 
 
 
Shares used in computing non-GAAP loss per share
 
31,867

 
30,469

 
 
 
31,527

 
30,341

 
 

8


PROS Holdings, Inc.
Supplemental Schedule of Non-GAAP Financial Measures
Increase (Decrease) in GAAP Amounts Reported
(In thousands)
(Unaudited)

 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
 
2017
 
2016
 
2017
 
2016
Cost of Subscription Items
 
 
 
 
 
 
 
 
 
Amortization of intangible assets
 
874

 
319

 
1,504

 
962

 
Share-based compensation
 
58

 
31

 
187

 
185

 
Total cost of subscription items
 
$
932

 
$
350

 
$
1,691

 
$
1,147

 
 
 
 
 
 
 
 
 
 
Cost of Maintenance Items
 
 
 
 
 
 
 
 
 
Amortization of intangible assets
 
170

 
161

 
482

 
483

 
Share-based compensation
 
45

 
89

 
218

 
246

 
Total cost of maintenance items
 
$
215

 
$
250

 
$
700

 
$
729

 
 
 
 
 
 
 
 
 
 
Cost of License Items
 


 
 
 
 
 
 
 
Amortization of intangible assets
 
11

 
10

 
31

 
31

 
Total cost of license items
 
$
11

 
$
10

 
$
31

 
$
31

 
 
 
 
 
 


 


Cost of Services Items
 
 
 
 
 
 
 
 
 
Share-based compensation
 
376

 
424

 
1,164

 
1,289

 
Total cost of services items
 
$
376

 
$
424

 
$
1,164

 
$
1,289

 
 
 
 
 
 
 
 
 
 
Sales and Marketing Items
 


 


 


 


 
Amortization of intangible assets
 
658

 
247

 
1,045

 
806

 
Severance
 

 
1,070

 

 
1,070

 
Share-based compensation
 
909

 
(918
)
 
3,313

 
2,559

 
Total sales and marketing items
 
$
1,567

 
$
399

 
$
4,358

 
$
4,435

 
 
 
 
 
 
 
 
 
General and Administrative Items
 
 
 
 
 
 
 
 
 
Amortization of intangible assets
 

 

 

 
6

 
Share-based compensation
 
2,864

 
2,235

 
8,546

 
6,267

 
Total general and administrative items
 
$
2,864

 
$
2,235

 
$
8,546

 
$
6,273

 
 
 
 
 
 
 
 
 
Research and Development Items
 
 
 
 
 
 
 
 
 
Share-based compensation
 
1,319

 
1,331

 
4,237

 
3,899

 
Total research and development items
 
$
1,319

 
$
1,331

 
$
4,237

 
$
3,899

 
 
 
 
 
 
 
 
 
 
 
 
 
Acquisition-related expenses
 
$
613

 
$

 
$
613

 
$


9


PROS Holdings, Inc.
Supplemental Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands)
(Unaudited)

 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
 
2017
 
2016
 
2017
 
2016
Adjusted EBITDA
 
 
 
 
 
 
 
 
 
GAAP Loss from Operations
 
$
(17,750
)
 
$
(13,116
)
 
$
(52,128
)
 
$
(49,140
)
 
Acquisition-related expenses
 
613

 

 
613

 

 
Amortization of intangible assets
 
1,713

 
737

 
3,062

 
2,288

 
Severance
 

 
1,070

 

 
1,070

 
Share-based compensation
 
5,571

 
3,192

 
17,665

 
14,445

 
Depreciation
 
1,329

 
1,686

 
3,985

 
5,108

 
Capitalized internal-use software development costs
 
(688
)
 
(497
)
 
(1,996
)
 
(569
)
 
Adjusted EBITDA
 
$
(9,212
)
 
$
(6,928
)
 
$
(28,799
)
 
$
(26,798
)
 
 
 
 
 
 
 
 
 
 
Free Cash Flow
 
 
 
 
 
 
 
 
 
Net cash (used in) provided by operating activities
 
$
(8,539
)
 
$
2,213

 
$
(29,848
)
 
$
(7,159
)
 
Purchase of property and equipment
 
(540
)
 
(1,185
)
 
(1,235
)
 
(6,524
)
 
Purchase of intangible asset
 
(75
)
 

 
(75
)
 

 
Capitalized internal-use software development costs
 
(688
)
 
(497
)
 
(1,996
)
 
(569
)
 
Free Cash Flow
 
$
(9,842
)
 
$
531

 
$
(33,154
)
 
$
(14,252
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Guidance
 
Q4 2017 Guidance
 
Full Year 2017 Guidance
 
 
Low
 
High
 
Low
 
High
Adjusted EBITDA
 
 
 
 
 
 
 
 
 
GAAP Loss from Operations
 
$
(15,500
)
 
$
(15,000
)
 
$
(67,200
)
 
$
(66,700
)
 
Amortization of intangible assets
 
2,300

 
2,300

 
5,500

 
5,500

 
Share-based compensation
 
5,800

 
5,800

 
23,500

 
23,500

 
Depreciation
 
1,300

 
1,300

 
5,300

 
5,300

 
Capitalized internal-use software development costs
 
(600
)
 
(600
)
 
(2,600
)
 
(2,600
)
 
Adjusted EBITDA
 
$
(6,700
)
 
$
(6,200
)
 
$
(35,500
)
 
$
(35,000
)


10