Broadview Networks Holdings, Inc. Company Overview

Transcription

1 Broadview Networks Holdings, Inc. Company Overview Quarter Ended March 31, 2017 Broadview Networks Holdings, Inc.

2 Safe Harbor Statement This presentation may contain forward-looking statements, including statements regarding, among other items, the Company s expected financial position, business, risk factors and financing plans. These statements may be identified by the use of forward-looking terminology such as believes, expects, may, will, should, estimates, or anticipates or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties. These forward-looking statements are subject to a number of uncertainties and risks, many of which are outside of Broadview s control that could cause actual results to differ materially from such statements. Some of these risks can be found in Broadview's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other reports filed with the Securities and Exchange Commission. Adjusted EBITDA, Free Cash Flow and other financial measures as presented herein are not necessarily comparable with those of other companies. Adjusted EBITDA as presented herein represents net loss before depreciation and amortization, interest income and expense, other income, provision for income taxes, severance and related separation and retention costs, certain non-recurring professional fees, post-petition reorganization items, early lease termination costs and certain other adjustments. Adjusted EBITDA is not a measure of financial performance under GAAP. Adjusted EBITDA is a non- GAAP financial measure used by our management, together with financial measures prepared in accordance with GAAP such as net loss, income from operations and revenues, to assess our historical and prospective operating performance. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as of a result of new information, future events or otherwise. Broadview Networks Holdings, Inc. 2

3 Broadview Highlights Top Ten National Provider of Unified Communication Services Serving business customers of all sizes nationwide Proprietary Cloud-Based UCaaS Platform We Own It 100% Cloud, using specialized protocols and advanced web technologies to deliver responsive, user-centric services. Voice, presence, chat, contact center, video/web collaboration, CRM integration and mobile applications, managed through an industry-leading portal Proprietary Support Services and Systems Leverages Integrated Operational Support System (OSS) to provide award-winning portals for customers and channel partners resulting in industry leading customer satisfaction Nationwide Distribution National sales team supporting nationwide channel partners and customers Unlevered Free Cash Flow 17% LTM Adjusted EBITDA margin and ~ 10% LTM free cash flow margin Broadview Networks Holdings, Inc. 3

4 Corporate Cloud Services Delivered! $98 Million Cloud Business(1) ~ 187K End-User Licenses LQA End-User ~ 7,500 Customer Accounts $92M Cloud Revenue + + Carrier White Label of OfficeSuite LQA Wholesale License Revenue from Proprietary IP $6M Data Collocation Revenue Cloud Revenue 1Q16 to 1Q17 ~ 17.6% Pure Cloud Growth ~ 5.4% Cloud Access Growth Solid platform for wholesale partners Metrics (2) Total Business ~19K Customers Avg. Monthly Revenue ~$1,000 per Customer ~$288M Total Revenue ~ 740 Employees including ~ 115 Sales Reps ~300 Master Agents Thousands of Distribution Partners Nationwide Broadview Networks Holdings, Inc. (1) LQA Cloud Revenue Qtr ended 3/31/17 includes Cloud Access Revenue (2) Corporate Metrics as of March 2017; Revenue is TTM March

5 TM PC and Mobile Softphones Voic Transcription Call Recording HD Video, Audio Meeting Online Fax Secure chat Advanced Reporting Integrations with Google, Microsoft, Salesforce etc. Call Center Services Premium Customer Service 24/7 Help Natively Multi-location Online management call. chat. meet. connect. done. Empower employees to improve their own work Know your business with big data & analytics See who is available before try to connect Make your business apps UC enabled to save time Online collaboration tools included to get work done Instantly communicate from any device or office Turn smartphones and laptops into your office Add employees and offices anywhere instantly. Broadview Networks Holdings, Inc. 5

6 Unifying All Communications to Improve Flexibility and Productivity ONE CLICK > CHAT. CALL. CONFERENCE. Boost personal productivity by knowing who is online or ready for a call. Connect with team members without scheduling anything. ANY DEVICE, ANYWHERE, ANYTIME GO GO GO Make calls, listen or read voic , fax virtually anything, even video conference from a PC, MAC or smartphone. CHANGE & EVOLVE, IN REAL-TIME No more calling the help desk for changes! Adapt the service in an instant from a browser or smartphone. Click and done. WEATHER ANYTHING Staying connected with colleagues and customers has never been easier. Even if your offices are closed, your business is up and running safe and secure in the cloud. GO FACE-TO-FACE ANYWHERE Collaborate with anyone, anytime and from any device with HD video and audio quality. Share thoughts or the whole screen instantly! THE ULTIMATE WEB APP ENABLER Employees become more productive when they can unify communications and activities across leading business applications. Broadview Networks Holdings, Inc. 6

7 Unified Communications with MyOfficeSuite Enhancing business efficiency with presence, chat and analytics 2 2 Broadview Networks Holdings, Inc. 7

8 OfficeSuite Call Center Services Delivering intelligence and clarity to call centers of all sizes Broadview Networks Holdings, Inc. 8

9 Consistently Recognized for Products, Innovations & Support 2016, , 2015, 2014, 2011 Stevie Award For Sales & Customer Service 2016, 2015, 2014, , 2015, 2013, 2012 Broadview Networks Holdings, Inc. 9

10 Diversified, High Quality End-User and Wholesale Revenue Base Total Revenue by Type 1Q17 End-User Revenue by Product 1Q17 (1) End-User 88% Carrier 2% Other 1% Wholesale 9% Pure Cloud Services, 28.9% Cloud Access Services, 8.9% All Other Traditional Products, 15.1% Traditional Voice Attached to a T-1, 15.0% T-1 & IP Based Services, 32.1% 37.8% of End-User Voice and Data Revenue from Cloud-based Services 84.9% of End-User V&D Revenue from Accounts with T1 & IP + Cloud-based Services 20%+ of Wholesale Revenue is Cloud-based (1) Percent of End-User Voice & Data revenue (excludes certain ancillary revenue classified as Voice and Data). Broadview Networks Holdings, Inc. 10

11 Delivering Enterprise-Grade Systems and Services to Any Size Organization End-User Monthly Recurring Revenue (MRR) by Account Size Average MRR per End-User Business Customer > $10,000, 29% $5,000-$10,000 12% 3.50% $1,000 - $5,000 37% $0 - $500 10% $500 - $1,000 12% Trended Revenue Loss By Account Size (1) $1,100 $1,000 $900 $800 $700 $600 $500 $400 $300 Mar '13 Mar '14 Mar '15 Mar '16 Mar '17 Q Revenue Loss OfficeSuite vs. Non-OfficeSuite (1) 3.00% 3.00% 2.50% 2.50% 2.00% 2.00% 1.50% 1.50% 1.00% 0.50% $0-$500 $500-$10,000 >$10, LTM 1Q % 0.50% 0.00% Non-OfficeSuite OfficeSuite BV TOTAL (1) Average of monthly revenue loss. Broadview s calculation of revenue loss is a comprehensive metric and Broadview Networks Holdings, Inc. may not be comparable to revenue loss or churn metrics reported by other companies in the industry. 11

12 Diversified Channel Strategy with Cloud-based Focus of New Sales Efforts ~ 115 Quota-bearing sales reps across all channels Direct - 45% of new sales Dedicated teams focused on new customer acquisition, conversion, renewals and customer retention Operations team up-selling based on existing customer needs Channel Partners - 32% of new sales Approximately 300 agents Primary go-to-market for cloud-based services nationwide Wholesale - 23% of new sales Sells our cloud and traditional products and services to other carriers and service providers Sales of End-User Cloud-based Services (1) 60%+ All sales channels selling Cloud-based Services Wholesale 23% Channel Partners 32% Pure Cloud Services 58% Direct 45% LTM ended March 31, Cloud Access Services 11% NonCloudbased Services 31% LTM ended March 31, (1) Cloud-based Services includes Cloud Access. Broadview Networks Holdings, Inc. 12

13 Compelling OfficeSuite Cloud Economics Greater profitability of Cloud-based OfficeSuite customers compared to traditional and T-1 access based products - Incremental gross profit margins of SaaS business model achieved on pure cloud revenue Greater expected revenue retention/customer life of OfficeSuite customers results in greater lifetime value of customer relationship - Revenue loss experience roughly 50% better than T-1 based and traditional telecom products Opportunity for more products per customer in OfficeSuite bundle Broadview Networks Holdings, Inc. 13

14 Proprietary, Comprehensive and Integrated Software Development Extensive Cloud and Network Service Offerings Comprehensive Systems and Product Development We own the code and set the development priorities for OfficeSuite Phone and build software and applications which provide: a high degree of automation for service delivery a higher degree of value beyond just integrated services intuitive interfaces/systems for both customers and our employees an ability to combine off-the-shelf and customized software and applications for cost-efficient deployments award-winning internally developed applications in modern, scalable languages Broadview Networks Holdings, Inc. 14

15 Broadview s Back Office Systems Building Blocks Are a Strategic Differentiator Singular applications Integrated systems Consolidated data High degree of automation System consolidation enabler A well designed solution What it means Higher customer satisfaction Reduced operating costs Faster revenue realization Effective sales experience Increased sales Scalable Adaptable Broadview Networks Holdings, Inc. 15

16 Objective Objective Objective Objective Objective Objective Completely Integrated Company with Proprietary Cloud/Hosted Platform and OSS Create merger of equals with a new, T-based strategy, scale and operational efficiencies Enhance scale, diversify product portfolio, expand fiber network Allow Broadview to control the developmental roadmap to key OfficeSuite technology Improve product offerings and strengthen and increase market footprint Strengthen presence in existing market, expand next-gen product portfolio Broaden OfficeSuite IP control, expand next-gen product portfolio Broadview Networks Holdings, Inc. 16

17 Cloud is Our Growth Engine Revenue (1) $M Enhanced Value of Customer Base Revenue Trend Q-16 4Q-16 1Q-17 '15 / '16 / Q1-17/ '14 '15 Q1-16 End-User Pure Cloud $40.7 $45.5 $53.5 $63.9 $15.0 $17.0 $ % 19.5% 17.6% End-User Cloud Access % 7.9% 5.4% End-User Cloud % 16.4% 14.5% Whls Pure Cloud % 16.7% 9.6% Whls Cloud Data Collo & Cloud Access % 1.2% -4.2% Wholesale Cloud % 8.2% 2.1% TOTAL CLOUD % 15.8% 13.6% T-1 & IP Accts % -7.0% -7.9% Other Revenue % -6.8% -4.5% Total $315.4 $300.5 $291.1 $288.8 $71.9 $71.1 $ % -0.8% -0.5% 100% 90% 80% 70% 60% 50% 40% 20% 23% 50% 47% 27% 45% Total Revenue % 31% 42% 30% 43% 34% 34% 40% 40% Total Cloud T-1 Acct Revenue Revenue trajectory Cloud revenue growing and becoming material % of Total Revenue Legacy/traditional revenue stable as increasingly bundled with Cloud and T-1 & IP Shifting revenue to higher value-added UCaaS cloud services Cloud offers higher margin services for Broadview and enhanced features and functionality for customer Greater % of revenue coming from larger clients, resulting in reduced churn Higher life time value of revenue/customers being added compared to revenue/customers churning 30% 20% 30% 30% 28% 27% 27% 26% 26% Other Revenue 10% 0% Q-16 4Q-16 1Q-17 (1) Certain GAAP adjustments are not allocated in product breakout. Broadview Networks Holdings, Inc. 17

18 Cloud Revenue Trends Revenue Years $M Revenue Quarters $M $M $100 $80 $60 $40 $63.6 $69.4 $40.7 $45.5 $78.5 $53.5 $98.2 $93.8 $90.9 $63.9 $66.6 $70.4 $25 $20 $15 $10 $24.6 $23.9 $23.0 $22.3 $21.6 $15.0 $15.7 $16.2 $17.0 $17.6 $20 $5 $ LTM 1Q17 LQA 1Q17 $0 1Q16 2Q16 3Q16 4Q16 1Q17 Whls Data Collo & Cloud Access Whls Pure Cloud End-User Cloud Access End-User Pure Cloud Whls Data Collo & Cloud Access Whls Pure Cloud End-User Cloud Access End-User Pure Cloud Broadview Networks Holdings, Inc. 18

19 UCaaS Growth is driving EBITDA Growth Income Statement and EBITDA, YoY Comparison Qtr. Ended Qtr. Ended Change Change (%) ($ in Millions) Mar. 31, 2016 Mar. 31, 2017 Fav/(Unfav) Fav/(Unfav) Revenues... Cost of revenues (exclusive of depreciation and amortization)... Gross profit... Gross profit margin... Selling, general and administrative... Depreciation and amortization... Income from operations... Interest expense, net... Income (loss) before provision for income taxes... Provision for income taxes... Net income (loss)... $ 71.9 $ 71.5 $ (0.4) -0.5% % % 56.5% 58.9% 2.5% (2.4) -8.1% % (0.5) -11.3% % 0.2 (0.3) (0.5) 291.5% (0.0) -5.4% $ (0.2) $ (0.7) $ (0.5) % EBITDA (1)... Adjusted EBITDA (1)... Adjusted EBITDA margin (1)... $ 11.5 $ 10.7 $ (0.8) -7.1% $ 11.5 $ 12.1 $ % 16.0% 16.9% 0.9% (1) Refer to Appendix for reconciliation of NonGAAP measures. Broadview Networks Holdings, Inc. 19

20 Reinvesting Free Cash Flow in Transformation Adjusted EBITDA (1) $M Capital Expenditures $M $ % $30 $60 $45 $30 $ % $39.3 $ % 13.6% $49.2 $ % 17.2% 20.0% 15.0% 10.0% $25 $20 $23.3 $24.2 $25.4 $22.0 $21.3 $15 5.0% $15 $ LTM 1Q17 0.0% $ LTM 1Q17 $30 $25 $20 $15 $10 $5 $0 $21.8 Unlevered Free Cash Flow (1,2) $15.1 $14.2 $27.2 $ LTM 1Q 17 (1) 2013 Adjusted EBITDA and Unlevered Free Cash Flow include add back of $1M non recurring tax charge recorded in 4Q13. (2) Unlevered Free Cash Flow defined as Adjusted EBITDA less Capital Expenditures. $M Continued spend to expand OfficeSuite functionality and service offering Capital spending is driven primarily by success based expenditures Redirecting new revenue acquisition spend on nationwide distribution Broadview Networks Holdings, Inc. 20

21 Reinvesting Free Cash Flow in Transformation Revenue $M Adjusted EBITDA $M $80 $70 $60 $50 $40 $30 $20 $10 $0 $71.9 $72.9 $72.8 $71.1 $71.5 $21.6 $22.3 $23.0 $23.9 $24.6 1Q16 2Q16 3Q16 4Q16 1Q17 Other Revenue T-1 & IP Accts Cloud $14 $12 $10 $8 $6 $4 $2 $0 $11.5 $12.6 $12.8 $12.2 $ % 17.2% 17.6% 17.2% 16.9% 1Q16 2Q16 3Q16 4Q16 1Q17 20% 15% 10% 5% 0% Capital Expenditures $M Unlevered Free Cash Flow (1) $M $8 $6 $5.8 $5.8 $5.6 $4.7 $5.2 $8 $6 $5.7 $6.8 $7.2 $7.5 $6.9 $4 $4 $2 $2 $0 1Q16 2Q16 3Q16 4Q16 1Q17 $0 1Q16 2Q16 3Q16 4Q16 1Q17 (1) Unlevered Free Cash Flow defined as Adjusted EBITDA less Capital Expenditures. Broadview Networks Holdings, Inc. 21

22 Balance Sheet ($ Millions) 12/31/16 03/31/17 Assets Cash and Cash Equivalents $24.7 $31.0 Certificates of Deposit Accounts Receivable Other Current Assets Total Current Assets Gross PP&E Accumulated Depreciation (313.6) (320.3) Property & Equipment, net Goodwill Intangible Assets, net Other Assets Total Assets $204.3 $207.2 Components of Debt $M 12/31/16 03/31/17 Revolving Credit Facility $11.5 $11.5 Capital Lease Obligs. (incl. CP) Senior Secured Notes Total Debt $161.9 $162.1 Liabilities & Stockholders' Deficiency Current Liabilities $35.5 $38.8 Current Portion of Debt Total Current Liabilities Capital Lease Obligations Other Liabilities Total Liabilities Total Stockholders' Deficiency (8.6) (9.2) Liabilities & Stockholders' Deficiency $204.3 $207.2 Broadview Networks Holdings, Inc. 22

23 Debt, Liquidity and Recent Event Top Down Run Rate $49.7M LTM Adjusted EBITDA less $21.3M LTM Capex less $17M interest and related debt service results in over $11M of levered free cash flow Cash balance at 3/31/17 $31.0M $25M revolving credit facility provided by CIT due October 2017, $11.5M drawn at 3/31/17 $150M 10.5% senior secured notes due November 2017 On April 12, 2017, Broadview executed a definitive Agreement and Plan of Merger pursuant to which we will be acquired by Windstream Holdings, Inc. ( Windstream ) in an all cash transaction. The transaction has been unanimously approved by our Board of Directors and, following execution of the Agreement and Plan of Merger, stockholders holding a majority of the issued and outstanding shares of capital stock of the Company entitled to vote approved the Agreement and Plan of Merger and the transactions contemplated thereby. The transaction has also been unanimously approved by the Board of Directors of Windstream and is not subject to any financing conditions or Windstream stockholder approval. Pursuant to the terms of the merger agreement, each share of Company common stock will receive $6.98 per share in cash at the closing of the transaction. It is anticipated that our existing indebtedness, including all of our outstanding 10.5% Senior Notes and all outstanding amounts under our $25 million revolving credit facility, will be repaid at closing. Closing of the transaction is anticipated to occur in the third quarter of 2017 and is subject only to regulatory approvals and customary closing conditions. Broadview Networks Holdings, Inc. 23

24 Broadview Highlights Top Ten National Provider of Unified Communication Services Serving business customers of all sizes nationwide Proprietary Cloud-Based UCaaS Platform We Own It 100% Cloud, using specialized protocols and advanced web technologies to deliver responsive, user-centric services. Voice, presence, chat, contact center, video/web collaboration, CRM integration and mobile applications, managed through an industry-leading portal Proprietary Support Services and Systems Leverages Integrated Operational Support System (OSS) to provide award-winning portals for customers and channel partners resulting in industry leading customer satisfaction Nationwide Distribution National sales team supporting nationwide channel partners and customers Unlevered Free Cash Flow 17% LTM Adjusted EBITDA margin and ~10% LTM free cash flow margin Broadview Networks Holdings, Inc. 24

25 APPENDIX Broadview Networks Holdings, Inc. 25

26 EBITDA Reconciliation (Non GAAP measure) Three Months Ended Fiscal Year Ended December 31, March 31, June 30, Sept. 30, Dec. 31, March 31, ($ in Thousands) Statement of Operations Data: Revenues... Cost of revenues (exclusive of depreciation and amortization)... Gross profit... (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) $ 315,363 $ 300,469 $ 291,109 $ 288,755 $ 71,923 $ 72,865 $ 72,837 $ 71,130 $ 71, , , , ,063 31,309 30,818 30,382 29,554 29, , , , ,692 40,614 42,047 42,455 41,575 42,159 Selling, general and administrative... Depreciation and amortization... Income from operations... Reorganization items... Interest expense... Interest income... Income (loss) before provision for income taxes... Provision for income taxes , , , ,222 29,097 29,844 29,617 29,664 31,461 32,839 29,831 29,440 28,258 7,175 7,134 6,995 6,953 6,845 11,018 8,872 8,025 20,212 4,342 5,069 5,843 4,958 3,853 1, ,196 16,790 16,485 16,598 4,189 4,202 4,650 3,557 4,181 (33) (23) (26) (40) (10) (8) (11) (11) (15) (7,217) (7,895) (8,434) 3, ,204 1,412 (313) 1,264 1,332 1,358 1, Net income (loss)... $ (8,481) $ (9,227) $ (9,792) $ 2,264 $ (160) $ 569 $ 915 $ 941 $ (653) Other Financial Data: EBITDA... Adjusted EBITDA (1)... Adjusted EBITDA margin... $ 42,785 $ 38,703 $ 37,465 $ 48,470 $ 11,517 $ 12,203 $ 12,838 $ 11,911 $ 10,698 44,098 39,265 39,622 49,153 11,531 12,551 12,838 12,232 12, % 13.1% 13.6% 17.0% 16.0% 17.2% 17.6% 17.2% 16.9% Net income (loss)... Interest expense... Interest income... Provision for income taxes... Depreciation and amortization... EBITDA... $ (8,481) $ (9,227) $ (9,792) $ 2,264 $ (160) $ 569 $ 915 $ 941 $ (653) 17,196 16,790 16,485 16,598 4,189 4,202 4,650 3,557 4,181 (33) (23) (26) (40) (10) (8) (11) (11) (15) 1,264 1,332 1,358 1, ,839 29,831 29,440 28,258 7,175 7,134 6,995 6,953 6,845 42,785 38,703 37,465 48,470 11,517 12,203 12,838 11,911 10,698 Costs associated with early termination of lease Severance and related separation costs Professional fees related to strategic initiatives Reorganization items... 1, Costs associated with settlements , Adjusted EBITDA... 44,098 39,265 39,622 49,153 11,531 12,551 12,838 12,232 12,100 Capital expenditures (2), (3)... Free Cash Flow (4)... (23,335) (24,203) (25,431) (21,973) (5,822) (5,763) (5,641) (4,746) (5,166) $ 20,763 $ 15,062 $ 14,190 $ 27,181 $ 5,709 $ 6,788 $ 7,197 $ 7,486 $ 6,934 (1) Adjusted EBITDA represents net loss before depreciation and amortization, interest income and expense, provision for income taxes, and other non-recurring items described in the table above that are not part of our core operations. (2) Capital expenditures reflect all additions to PP&E during the calendar year, regardless of timing of cash payments for such purchases. Such presentation differs from the Cash Flow statement in the Company's SEC-filed financial statements. (3) 2013 capital expenditures includes full pro forma cost of Common Voices acquisition. (4) Free Cash Flow defined as Adjusted EBITDA less capital expenditures. Broadview Networks Holdings, Inc. 26