UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 7, 2022, Benefitfocus, Inc. (the “Company”) issued a press release announcing its operating results for the quarter ended September 30, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.
The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Press release dated November 7, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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BENEFITFOCUS, INC. |
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Date: November 7, 2022 |
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/s/ Alpana Wegner |
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Alpana Wegner |
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Chief Financial Officer (Principal financial and accounting officer) |
Exhibit 99.1
Media Contact: 843-981-8898 pr@benefitfocus.com
Investor Relations: Doug Kuckelman 843-790-7460 ir@benefitfocus.com |
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Benefitfocus Announces Third Quarter 2022 Financial Results
Charleston, S.C. – November 7, 2022 – Benefitfocus, Inc. (NASDAQ: BNFT), an industry-leading cloud-based benefits administration technology company that serves employers, health plans and brokers, today announced its third quarter 2022 financial results:
Financial Highlights for the Third Quarter 2022:
Operational Highlights for the Third Quarter 2022:
“I want to thank and recognize our team for their efforts and accomplishments during the third quarter. Our team continued to make progress against our plan – delivering on our financial commitments as well as building on the momentum underway with key client wins and strong improvement in sales activity. Additionally, our team rolled out new, innovative products for our customers and delivered our solutions with service excellence,” said Benefitfocus President and Chief Executive Officer, Matt Levin.
Third Quarter 2022 Financial Highlights
Revenue
Net Loss
Non-GAAP Net Loss, Adjusted EBITDA and Free Cash Flow
See important disclosures about non-GAAP measures, and a reconciliation of them to GAAP, below.
Balance Sheet
Cash and cash equivalents at September 30, 2022, totaled $55.1 million compared to $51.5 million at the end of second quarter 2022.
Recent Developments
On November 1, 2022, we issued a joint press release with Voya Financial, Inc. (“Voya”) announcing that the companies have entered into a definitive agreement (the “Merger Agreement”) for Voya to acquire Benefitfocus, subject to the terms and conditions set forth in the Merger Agreement.
Details regarding the Merger Agreement and the transactions contemplated by the Merger Agreement can be found in our amended Form 8-K filed with the SEC on November 4, 2022 and the joint press release issued by the Company and Voya on November 1, 2022.
Business Outlook
As a result of the proposed transaction with Voya, Benefitfocus is suspending financial guidance for the fourth quarter and full year 2022. As previously announced, Benefitfocus has cancelled its earnings conference call for the quarter ended September 30, 2022, that had originally been scheduled for November 7, 2022, at 5:00 p.m. ET.
About Benefitfocus
Benefitfocus (NASDAQ: BNFT) is a cloud-based benefits administration technology company committed to helping our customers, and the people they serve, get the most out of their health care and benefit programs. Through exceptional service and innovative SaaS solutions, we aim to be the safest set of hands for our customers helping to simplify the complexity of benefits administration while delivering an experience that engages people and unlocks the potential for better health and improved outcomes. Our mission is simple: to improve lives with benefits.
Non-GAAP Financial Measures
The company uses certain non-GAAP financial measures in this release, including non-GAAP gross profit, operating income/loss, net loss/income, net loss/income per common share, adjusted EBITDA and free cash flow. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance or financial position that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.
Non-GAAP gross profit, operating income/loss, net loss/income and net loss/income per common share exclude stock-based compensation expenses, amortization of acquisition-related intangible assets, transaction and acquisition-related costs expensed, expense related to the impairment of goodwill, intangible assets and long-lived assets, gain or loss on extinguishment of debt, change in fair value of contingently returnable consideration and costs not core to our business.
We define adjusted EBITDA as net loss before net interest, taxes, and depreciation and amortization expense, adjusted to eliminate stock-based compensation expense; transaction and acquisition-related costs expensed; restructuring costs; impairment of goodwill, intangible assets and long-lived assets; gain or loss on extinguishment of debt; other costs not core to our business; loss on settlement of lawsuits; and changes in fair value of contingently returnable consideration. We define free cash flow as cash provided by or used in operating activities less capital expenditures, adjusted to eliminate cash paid for restructuring costs. Please note that other companies might define their non-GAAP financial measures differently than we do.
Management presents these non-GAAP financial measures in this release because it considers them to be important supplemental measures of performance. Management uses these non-GAAP financial measures for planning purposes, including analysis of the company's performance against prior periods, the preparation of operating budgets and to determine appropriate levels of operating and capital investments. Management believes that these non-GAAP financial measures provide additional insight for analysts and investors in evaluating the company's financial and operational performance. Management also intends to provide these non-GAAP financial measures as part of the company’s future earnings discussions and, therefore, their inclusion should provide consistency in the company’s financial reporting.
Non-GAAP financial measures have limitations as an analytical tool. Investors are encouraged to review the reconciliation of the non-GAAP measures to their most directly comparable GAAP measures provided in this release, including in the accompanying tables.
Safe Harbor Statement
Except for historical information, all of the statements, expectations, and assumptions contained in this press release are forward-looking statements. Actual results might differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include: our need to increase sales and achieve consistent GAAP profitability; fluctuations in our financial results; our ability to maintain our culture and retain qualified personnel; our ability to compete effectively and implement our growth strategy; our reliance on channel relationships; market developments and opportunities; the need to innovate and provide useful products and services; risks related to changing healthcare and other applicable regulations; the immature and volatile nature of the market for our products and services; privacy; security and other risks associated with our business; volatility and uncertainty in the global economy and financial markets in light of the evolving COVID-19 pandemic and war in Ukraine; and the other risk factors set forth from time to time in our SEC filings, copies of which are available free of charge within the Investor Relations section of the Benefitfocus website at http://investor.benefitfocus.com/sec-filings or upon request from our Investor Relations Department. Benefitfocus assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
Source: Benefitfocus, Inc.
Benefitfocus, Inc.
Unaudited Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except share and per share data)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2022 |
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2021 |
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2022 |
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2021 |
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Revenue |
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$ |
56,190 |
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$ |
62,026 |
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$ |
174,002 |
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$ |
187,993 |
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Cost of revenue(1)(2) |
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29,864 |
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31,247 |
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88,845 |
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87,870 |
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Gross profit |
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26,326 |
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30,779 |
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85,157 |
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100,123 |
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Operating expenses:(1)(2)(3) |
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Sales and marketing |
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10,029 |
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12,669 |
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30,596 |
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34,481 |
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Research and development |
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12,376 |
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11,062 |
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35,782 |
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32,997 |
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General and administrative |
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10,455 |
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12,156 |
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33,261 |
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35,589 |
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Impairment of lease right-of-use assets |
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– |
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– |
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1,769 |
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4,003 |
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Change in fair value of contingently returnable consideration |
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– |
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– |
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(719 |
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– |
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Restructuring costs |
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– |
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– |
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1,006 |
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4,127 |
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Total operating expenses |
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32,860 |
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35,887 |
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101,695 |
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111,197 |
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Loss from operations |
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(6,534 |
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(5,108 |
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(16,538 |
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(11,074 |
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Other income (expense): |
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Interest income |
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223 |
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52 |
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307 |
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163 |
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Interest expense |
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(2,918 |
) |
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(5,556 |
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(7,876 |
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(16,757 |
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Gain (loss) on repurchase of convertible senior notes |
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1,930 |
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(7,520 |
) |
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1,930 |
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(7,520 |
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Other income |
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362 |
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120 |
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844 |
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142 |
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Total other expense, net |
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(403 |
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(12,904 |
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(4,795 |
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(23,972 |
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Loss before income taxes |
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(6,937 |
) |
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(18,012 |
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(21,333 |
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(35,046 |
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Income tax expense |
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49 |
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42 |
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94 |
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125 |
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Net loss |
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(6,986 |
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(18,054 |
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(21,427 |
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(35,171 |
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Preferred dividends |
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(1,600 |
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(1,600 |
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(4,800 |
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(4,800 |
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Net loss available to common stockholders |
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$ |
(8,586 |
) |
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$ |
(19,654 |
) |
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$ |
(26,227 |
) |
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$ |
(39,971 |
) |
Comprehensive loss |
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$ |
(6,986 |
) |
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$ |
(18,054 |
) |
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$ |
(21,427 |
) |
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$ |
(35,171 |
) |
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Net loss per common share: |
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Basic and diluted |
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$ |
(0.25 |
) |
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$ |
(0.59 |
) |
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$ |
(0.77 |
) |
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$ |
(1.21 |
) |
Weighted-average common shares outstanding: |
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Basic and diluted |
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34,279,464 |
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33,354,624 |
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33,937,778 |
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32,978,394 |
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(1) Stock-based compensation included in above line items: |
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Cost of revenue |
|
$ |
648 |
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$ |
511 |
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|
$ |
1,852 |
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|
$ |
1,475 |
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Sales and marketing |
|
|
916 |
|
|
|
963 |
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|
|
2,662 |
|
|
|
2,470 |
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Research and development |
|
|
752 |
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|
|
589 |
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|
|
1,766 |
|
|
|
1,210 |
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General and administrative |
|
|
1,902 |
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|
|
2,532 |
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|
|
4,442 |
|
|
|
5,339 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
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(2) Amortization of acquired intangible assets included in above line items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Cost of revenue |
|
$ |
610 |
|
|
$ |
332 |
|
|
$ |
1,842 |
|
|
$ |
1,005 |
|
Sales and marketing |
|
|
127 |
|
|
|
78 |
|
|
|
400 |
|
|
|
231 |
|
Research and development |
|
|
236 |
|
|
|
110 |
|
|
|
685 |
|
|
|
336 |
|
General and administrative |
|
|
100 |
|
|
|
48 |
|
|
|
292 |
|
|
|
133 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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(3) Transaction and acquisition-related costs expensed included in above line items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative |
|
$ |
19 |
|
|
$ |
80 |
|
|
$ |
115 |
|
|
$ |
240 |
|
Benefitfocus, Inc.
Unaudited Consolidated Balance Sheets
(in thousands, except share and per share data)
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As of September 30, 2022 |
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As of December 31, 2021 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
|
$ |
55,124 |
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$ |
31,001 |
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Marketable securities |
|
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– |
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|
37,049 |
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Accounts receivable, net |
|
|
27,598 |
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|
|
16,491 |
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Contract, prepaid and other current assets |
|
|
18,307 |
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|
|
27,615 |
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Total current assets |
|
|
101,029 |
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|
|
112,156 |
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Property and equipment, net |
|
|
24,728 |
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|
|
27,202 |
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Financing lease right-of-use assets |
|
|
48,445 |
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|
|
56,474 |
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Operating lease right-of-use assets |
|
|
615 |
|
|
|
774 |
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Intangible assets, net |
|
|
17,915 |
|
|
|
21,134 |
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Goodwill |
|
|
34,237 |
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|
|
34,237 |
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Deferred contract costs and other non-current assets |
|
|
6,744 |
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|
|
8,864 |
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Total assets |
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$ |
233,713 |
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$ |
260,841 |
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Liabilities, redeemable preferred stock and stockholders' deficit |
|
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Current liabilities: |
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|
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Accounts payable |
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$ |
6,064 |
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$ |
10,565 |
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Accrued expenses |
|
|
7,552 |
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|
9,451 |
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Accrued compensation and benefits |
|
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15,208 |
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|
16,411 |
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Deferred revenue, current portion |
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30,443 |
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|
27,756 |
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Long-term debt, current portion |
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|
5,186 |
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|
|
– |
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Lease liabilities and financing obligations, current portion |
|
|
6,607 |
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|
|
7,378 |
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Contingent consideration |
|
|
– |
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|
|
675 |
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Total current liabilities |
|
|
71,060 |
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|
|
72,236 |
|
Deferred revenue, net of current portion |
|
|
2,364 |
|
|
|
2,377 |
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Convertible senior notes |
|
|
6,836 |
|
|
|
107,281 |
|
Long-term debt, net of current portion |
|
|
105,349 |
|
|
|
– |
|
Lease liabilities and financing obligations, net of current portion |
|
|
72,581 |
|
|
|
75,758 |
|
Other non-current liabilities |
|
|
392 |
|
|
|
313 |
|
Total liabilities |
|
|
258,582 |
|
|
|
257,965 |
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
Redeemable preferred stock: |
|
|
|
|
|
|
|
|
Series A preferred stock, par value $0.001, 5,000,000 shares authorized, 1,777,778 and 1,777,778 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively, liquidation preference $45 per share as of September 30, 2022 and December 31, 2021, respectively |
|
|
79,193 |
|
|
|
79,193 |
|
Stockholders' deficit: |
|
|
|
|
|
|
|
|
Common stock, par value $0.001, 95,000,000 shares authorized, 34,392,269 and 33,460,545 issued and outstanding at September 30, 2022 and December 31, 2021, respectively |
|
|
34 |
|
|
|
33 |
|
Additional paid-in capital |
|
|
384,886 |
|
|
|
431,874 |
|
Accumulated deficit |
|
|
(488,982 |
) |
|
|
(508,224 |
) |
Total stockholders' deficit |
|
|
(104,062 |
) |
|
|
(76,317 |
) |
Total liabilities, redeemable preferred stock and stockholders' deficit |
|
$ |
233,713 |
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|
$ |
260,841 |
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Benefitfocus, Inc.
Unaudited Consolidated Statements of Cash Flows
(in thousands)
|
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Nine Months Ended September 30, |
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2022 |
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|
2021 |
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Cash flows from operating activities |
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(21,427 |
) |
|
$ |
(35,171 |
) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
19,955 |
|
|
|
18,976 |
|
Stock-based compensation expense |
|
|
10,722 |
|
|
|
10,494 |
|
Accretion of interest on convertible senior notes |
|
|
507 |
|
|
|
8,590 |
|
Interest accrual on finance lease liabilities |
|
|
19 |
|
|
|
3,259 |
|
Rent expense less than payments |
|
|
(82 |
) |
|
|
(41 |
) |
Change in fair value of contingently returnable assets |
|
|
(719 |
) |
|
|
– |
|
Non-cash accretion income from investments |
|
|
29 |
|
|
|
741 |
|
Amortization of debt issuance costs |
|
|
58 |
|
|
|
– |
|
Impairment or loss on disposal of right-of-use assets and property and equipment |
|
|
1,769 |
|
|
|
4,074 |
|
(Gain) loss on extinguishment of debt |
|
|
(1,930 |
) |
|
|
7,520 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
|
(11,107 |
) |
|
|
1,872 |
|
Accrued interest on investments |
|
|
284 |
|
|
|
161 |
|
Contract, prepaid and other current assets |
|
|
9,591 |
|
|
|
4,009 |
|
Deferred costs and other non-current assets |
|
|
2,493 |
|
|
|
1,238 |
|
Accounts payable and accrued expenses |
|
|
(5,696 |
) |
|
|
6,960 |
|
Accrued compensation and benefits |
|
|
(1,203 |
) |
|
|
(2,136 |
) |
Deferred revenue |
|
|
2,674 |
|
|
|
(3,441 |
) |
Other non-current liabilities |
|
|
80 |
|
|
|
191 |
|
Net cash provided by operating activities |
|
|
6,017 |
|
|
|
27,296 |
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
Purchases of investments held-to-maturity |
|
|
– |
|
|
|
(91,361 |
) |
Proceeds from short-term investments held-to-maturity |
|
|
– |
|
|
|
100,588 |
|
Maturities of investments available-for-sale |
|
|
22,045 |
|
|
|
– |
|
Sales of investments available-for-sale |
|
|
14,691 |
|
|
|
– |
|
Business combination, net of cash acquired |
|
|
(500 |
) |
|
|
– |
|
Purchases of property and equipment |
|
|
(6,116 |
) |
|
|
(7,454 |
) |
Net cash provided by investing activities |
|
|
30,120 |
|
|
|
1,773 |
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
Proceeds from long-term debt |
|
|
112,000 |
|
|
|
– |
|
Repurchase of convertible senior notes |
|
|
(111,628 |
) |
|
|
(98,678 |
) |
Payments of debt issuance costs |
|
|
(1,841 |
) |
|
|
– |
|
Cancellation of convertible senior notes capped call hedge |
|
|
6 |
|
|
|
98 |
|
Payments of preferred dividends |
|
|
(4,800 |
) |
|
|
(4,800 |
) |
Proceeds from contingently returnable consideration |
|
|
879 |
|
|
|
– |
|
Payments of contingent consideration |
|
|
(675 |
) |
|
|
– |
|
Proceeds from exercises of stock options and ESPP |
|
|
58 |
|
|
|
322 |
|
Payments on financing obligations |
|
|
(327 |
) |
|
|
(226 |
) |
Payments of principal on finance lease liabilities |
|
|
(5,686 |
) |
|
|
(3,902 |
) |
Net cash used in financing activities |
|
|
(12,014 |
) |
|
|
(107,186 |
) |
Net increase (decrease) in cash and cash equivalents |
|
|
24,123 |
|
|
|
(78,117 |
) |
Cash and cash equivalents, beginning of period |
|
|
31,001 |
|
|
|
90,706 |
|
Cash and cash equivalents, end of period |
|
$ |
55,124 |
|
|
$ |
12,589 |
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash investing and financing activities |
|
|
|
|
|
|
|
|
Property and equipment purchases in accounts payable and accrued expenses |
|
$ |
– |
|
|
$ |
945 |
|
Debt issuance costs included in accounts payable and accrued expenses |
|
$ |
53 |
|
|
$ |
– |
|
Benefitfocus, Inc.
Unaudited Reconciliation of GAAP to Non-GAAP Measures
(in thousands, except share and per share data)
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Reconciliation from Gross Profit to Non-GAAP Gross Profit: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
$ |
26,326 |
|
|
$ |
30,779 |
|
|
$ |
85,157 |
|
|
$ |
100,123 |
|
Amortization of acquired intangible assets |
|
|
610 |
|
|
|
332 |
|
|
|
1,842 |
|
|
|
1,005 |
|
Stock-based compensation expense |
|
|
648 |
|
|
|
511 |
|
|
|
1,852 |
|
|
|
1,475 |
|
Total net adjustments |
|
|
1,258 |
|
|
|
843 |
|
|
|
3,694 |
|
|
|
2,480 |
|
Non-GAAP gross profit |
|
$ |
27,584 |
|
|
$ |
31,622 |
|
|
$ |
88,851 |
|
|
$ |
102,603 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation from Operating Loss to Non-GAAP Operating (Loss) Income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating loss |
|
$ |
(6,534 |
) |
|
$ |
(5,108 |
) |
|
$ |
(16,538 |
) |
|
$ |
(11,074 |
) |
Amortization of acquired intangible assets |
|
|
1,073 |
|
|
|
568 |
|
|
|
3,219 |
|
|
|
1,705 |
|
Stock-based compensation expense |
|
|
4,218 |
|
|
|
4,595 |
|
|
|
10,722 |
|
|
|
10,494 |
|
Transaction and acquisition-related costs expensed |
|
|
19 |
|
|
|
80 |
|
|
|
115 |
|
|
|
240 |
|
Impairment of lease right-of-use assets |
|
|
— |
|
|
|
— |
|
|
|
1,769 |
|
|
|
4,003 |
|
Change in fair value of contingently returnable consideration |
|
|
— |
|
|
|
— |
|
|
|
(719 |
) |
|
|
— |
|
Costs not core to our business |
|
|
1,171 |
|
|
|
542 |
|
|
|
5,926 |
|
|
|
4,140 |
|
Total net adjustments |
|
|
6,481 |
|
|
|
5,785 |
|
|
|
21,032 |
|
|
|
20,582 |
|
Non-GAAP operating (loss) income |
|
$ |
(53 |
) |
|
$ |
677 |
|
|
$ |
4,494 |
|
|
$ |
9,508 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation from Net Loss to Adjusted EBITDA: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(6,986 |
) |
|
$ |
(18,054 |
) |
|
$ |
(21,427 |
) |
|
$ |
(35,171 |
) |
Depreciation |
|
|
2,958 |
|
|
|
3,615 |
|
|
|
9,456 |
|
|
|
10,682 |
|
Amortization of software development costs |
|
|
2,462 |
|
|
|
2,268 |
|
|
|
7,280 |
|
|
|
6,589 |
|
Amortization of acquired intangible assets |
|
|
1,073 |
|
|
|
568 |
|
|
|
3,219 |
|
|
|
1,705 |
|
Interest income |
|
|
(223 |
) |
|
|
(52 |
) |
|
|
(307 |
) |
|
|
(163 |
) |
Interest expense |
|
|
2,918 |
|
|
|
5,556 |
|
|
|
7,876 |
|
|
|
16,757 |
|
Income tax expense |
|
|
49 |
|
|
|
42 |
|
|
|
94 |
|
|
|
125 |
|
Stock-based compensation expense |
|
|
4,218 |
|
|
|
4,595 |
|
|
|
10,722 |
|
|
|
10,494 |
|
Transaction and acquisition-related costs expensed |
|
|
19 |
|
|
|
80 |
|
|
|
115 |
|
|
|
240 |
|
Impairment of lease right-of-use assets |
|
|
— |
|
|
|
— |
|
|
|
1,769 |
|
|
|
4,003 |
|
Change in fair value of contingently returnable consideration |
|
|
— |
|
|
|
— |
|
|
|
(719 |
) |
|
|
— |
|
Restructuring costs |
|
|
— |
|
|
|
— |
|
|
|
1,006 |
|
|
|
4,127 |
|
(Gain) loss on repurchase of convertible senior notes |
|
|
(1,930 |
) |
|
|
7,520 |
|
|
|
(1,930 |
) |
|
|
7,520 |
|
Costs not core to our business |
|
|
1,171 |
|
|
|
542 |
|
|
|
5,926 |
|
|
|
4,140 |
|
Total net adjustments |
|
|
12,715 |
|
|
|
24,734 |
|
|
|
44,507 |
|
|
|
66,219 |
|
Adjusted EBITDA |
|
$ |
5,729 |
|
|
$ |
6,680 |
|
|
$ |
23,080 |
|
|
$ |
31,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation from Net Loss to Non-GAAP Net Loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(6,986 |
) |
|
$ |
(18,054 |
) |
|
$ |
(21,427 |
) |
|
$ |
(35,171 |
) |
Amortization of acquired intangible assets |
|
|
1,073 |
|
|
|
568 |
|
|
|
3,219 |
|
|
|
1,705 |
|
Stock-based compensation expense |
|
|
4,218 |
|
|
|
4,595 |
|
|
|
10,722 |
|
|
|
10,494 |
|
Transaction and acquisition-related costs expensed |
|
|
19 |
|
|
|
80 |
|
|
|
115 |
|
|
|
240 |
|
Impairment of lease right-of-use assets |
|
|
— |
|
|
|
— |
|
|
|
1,769 |
|
|
|
4,003 |
|
Change in fair value of contingently returnable consideration |
|
|
— |
|
|
|
— |
|
|
|
(719 |
) |
|
|
— |
|
(Gain) loss on repurchase of convertible senior notes |
|
|
(1,930 |
) |
|
|
7,520 |
|
|
|
(1,930 |
) |
|
|
7,520 |
|
Costs not core to our business |
|
|
1,171 |
|
|
|
542 |
|
|
|
5,926 |
|
|
|
4,140 |
|
Total net adjustments |
|
|
4,551 |
|
|
|
13,305 |
|
|
|
19,102 |
|
|
|
28,102 |
|
Non-GAAP net loss |
|
$ |
(2,435 |
) |
|
$ |
(4,749 |
) |
|
$ |
(2,325 |
) |
|
$ |
(7,069 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Calculation of Non-GAAP Earnings Per Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net loss |
|
$ |
(2,435 |
) |
|
$ |
(4,749 |
) |
|
$ |
(2,325 |
) |
|
$ |
(7,069 |
) |
Preferred dividends |
|
|
(1,600 |
) |
|
|
(1,600 |
) |
|
|
(4,800 |
) |
|
|
(4,800 |
) |
Non-GAAP net loss available to common stockholders |
|
$ |
(4,035 |
) |
|
$ |
(6,349 |
) |
|
$ |
(7,125 |
) |
|
$ |
(11,869 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding - basic and diluted |
|
|
34,279,464 |
|
|
|
33,354,624 |
|
|
|
33,937,778 |
|
|
|
32,978,394 |
|
Shares used in computing non-GAAP net loss per share - basic and diluted |
|
|
34,279,464 |
|
|
|
33,354,624 |
|
|
|
33,937,778 |
|
|
|
32,978,394 |
|
Non-GAAP net loss per common share - basic and diluted |
|
$ |
(0.12 |
) |
|
$ |
(0.19 |
) |
|
$ |
(0.21 |
) |
|
$ |
(0.36 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Cash Flows from Operations to Free Cash Flow: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash and cash equivalents provided by operating activities |
|
$ |
9,716 |
|
|
$ |
9,369 |
|
|
$ |
6,017 |
|
|
$ |
27,296 |
|
Purchases of property and equipment |
|
|
(2,205 |
) |
|
|
(2,971 |
) |
|
|
(6,116 |
) |
|
|
(7,454 |
) |
Cash paid for restructuring costs |
|
|
262 |
|
|
|
502 |
|
|
|
1,566 |
|
|
|
1,886 |
|
Total net adjustments |
|
|
(1,943 |
) |
|
|
(2,469 |
) |
|
|
(4,550 |
) |
|
|
(5,568 |
) |
Free Cash Flow |
|
$ |
7,773 |
|
|
$ |
6,900 |
|
|
$ |
1,467 |
|
|
$ |
21,728 |
|