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Safe Harbor
Caution Concerning Forward-Looking StatementsVarious remarks that the Company makes contain forward-looking statements regarding acquisitions, acquisition integration, growth, growth priorities or plans, new products and
related investment, revenues, adjusted OIBDA, churn, seats, lines or accounts, average revenue per user, cost of telephony services, the Company’s share repurchase plan, new
products and related investment, capital expenditures, and other statements that are not historical facts or information constitute forward-looking statements for purposes of the
safe harbor provisions under The Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on information available at the time the statements are
made and/or management's belief as of that time with respect to future events and involve risks and uncertainties that could cause actual results and outcomes to be materially
different. Important factors that could cause such differences include but are not limited to: the competition we face; the expansion of competition in the cloud communications
market; our ability to adapt to rapid changes in the cloud communications market; the nascent state of the cloud communications for business market; our ability to retain customers
and attract new customers; the risk associated with developing and maintaining effective internal sales teams and effective distribution channels; risks related to the acquisition or
integration of businesses we have acquired; security breaches and other compromises of information security; risks associated with sales of our services to medium-sized and
enterprise customers; our reliance on third party hardware and software; our dependence on third party facilities, equipment, systems and services; system disruptions or flaws in our
technology and systems; our ability to scale our business and grow efficiently; our dependence on third party vendors; the impact of fluctuations in economic conditions, particularly
on our small and medium business customers; our ability to comply with data privacy and related regulatory matters; our ability to obtain or maintain relevant intellectual property
licenses; failure to protect our trademarks and internally developed software; fraudulent use of our name or services; intellectual property and other litigation that have been and may
be brought against us; reliance on third parties for our 911 services; uncertainties relating to regulation of VoIP services; risks associated with legislative, regulatory or judicial actions
regarding our CPaaS products; the impact of governmental export controls or sanctions on our CPaaS products; our ability to establish and expand strategic alliances; risks
associated with operating abroad; risks associated with the taxation of our business; risks associated with a material weakness in our internal controls; our dependence upon key
personnel; governmental regulation and taxes in our international operations; liability under anti-corruption laws; our dependence on our customers' existing broadband connections;
differences between our services and traditional telephone service; restrictions in our debt agreements that may limit our operating flexibility; foreign currency exchange risk; the
market for our stock; our ability to obtain additional financing if required; any reinstatement of holdbacks by our credit card processors; our history of net losses and ability to achieve
consistent profitability in the future; and other factors that are set forth in the “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2016, in the
Company’s Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. While the Company may elect to update forward-looking statements at some point in the future, the
Company specifically disclaims any obligation to do so, and therefore, you should not rely on these forward-looking statements as representing the Company's views as of any date
subsequent to today.
Non-GAAP Financial MeasuresThis presentation contains non-GAAP financial measures (including adjusted operating income before depreciation and amortization (“adjusted OIBDA”), adjusted OIBDA less capex,
adjusted net income, net debt (cash),free cash flow, organic growth and adjusted revenues), as defined in Regulation G adopted by the SEC. The Company provides a reconciliation of
these non-GAAP financial measures to the most directly comparable financial measure at the end of the presentation and in the Company's quarterly earnings releases, which can be
found on the Vonage Investor Relations website at http://ir.vonage.com.
3
Industry Leader in Business Cloud Communications
Proven growth strategy via organic growth and M&A built on
Broad portfolio of Cloud Communications solutions
Powerful, iconic brand provides competitive advantage
Large scale network terminating billions of minutes and messages
Strong cash flows and balance sheet driven by Consumer
$8
$94
$219
$376
~$500
2013 2014 2015 2016 2017EGuidance
Vonage Business Revenues ($MM)
4
UCaaS and CPaaS are a Powerful Combination, Giving Vonage the Right Set of
Assets to Win in Cloud Communications
UCaaS | SaaS Delivery CPaaS | PaaS Delivery
Prebuilt PBX and
Contact Center Solution
Integration with
Business Apps
Embedded Real-Time
Communications
Programmable into
Apps and Software
Underlying Communications Platform
Voice SMS / Chat Conferencing Recording Video Analytics Call Controls
Common Network
MPLS QoSSmartWAN QoS Bring-your-own-broadband (OTT)
5
$41B
2021
$8BCPaaS
Vonage is a Leader Across the Large and Rapidly Growing Cloud Communications Market, Which is Comprised of Both UCaaS and CPaaS Delivery Models
Source: Vonage, IDC (2017)
$21B
2017
$1BCPaaS
$20BUCaaS $33B
UCaaS By 2021 the Cloud Communications TAM is expected
to double
6
Quality Network Foundation MPLS QoS SmartWAN QoS
Flexible Network OptionsBring-Your-
Own-BroadbandSmartWAN QoS
UCaaS Growth Driven by Two Purpose-Built Solutions
Enterprise
SMB
Pre
mie
rE
ss
en
tia
ls
Cloud-based PBX Mobile Optimized SaaS Integration Amazon Chime
AnalyticsVideo SIP TrunkingAdministrationUnified
Communications
Collaboration Contact
Center
SaaS
Integration
Self-ServiceVideo
7
1000+ Seats
250-999 Seats
50-249 Seats
Under50 Seats
Representative Customers
Vonage is Driving UCaaS Service Revenue Growth Within Mid-Market AND Enterprise Segments
Strong Mid-Market and Enterprise Presence Recent Mid-market and Enterprise Activity
2,400 employee win due to
SaaSIntegration SmartWAN Contact
Center
1,500 seat expansion due to
SmartWAN SaaSIntegration
47%of MRR from $1,000+ MRR
10,000 seat channel win due to
Analytics SaaS Integration
SmartWANand MPLS
8
(1) Excludes unqualified developer signups (2) Growth is organic. Adjusts for net-to-gross revenue reporting adjustment
Nexmo, the Vonage API Platform, Producing Strong Results
176 207249
309371
3Q'16 4Q'16 1Q'17 2Q'17 3Q'17
(in 0
00's
)
Registered Developers1
$26
$38
3Q'16 3Q'17
($ in
mm
's)
CPaaS Revenues
45% YoY2
Customers & Partners
9
Nexmo, the Vonage API Platform, Enables Developers to Easily Embed
Communications to Drive Better Business Outcomes
Key APIsEnterprise-Grade
Developer PlatformLimitless
Use Cases
Voice
SIP Trunks
Analytics
SMS
Chat
Call Control
Enhanced Customer Engagement• AI/Chatbots
• Social Media
• Comprehensive set of developer tools
• Backed by the Vonage network
• Direct to carrier connections
• Global reach with sales presence in 3
regions
• Phone numbers in 85 countries
Workflow Integration• In-App Calling & Messaging
• Geo-fenced Communications
Security• User Authentication
• Proxy Communications
10
Workplace Tools for CRM & Productivity
Integrating the Business Communications Value Chain Enhances Vonage’s Value Proposition
CPaaSfor Customers
CallControl ChatSMSVoice
UCaaSfor Employees
Voice Video ContactCenter
QoS
11
Vonage Brand Awareness is Significantly Higher Than Other Pure-Play UCaaS Market Participants
5%8%
56%
More than $2 billion invested to build brand
Extending the Vonage brand to business services has accelerated growth
Aided Brand AwarenessAmong Non-Customers
Source: Vonage small business brand tracking study, Fourth Quarter 2016
12
Vonage has the Most Robust Omni-channel Distribution Platform in Cloud Communications
Executing on Omni-channel
Distribution Strategy
• Opened 20 new field sales markets
• Hired new Channel Chief to accelerate Channel
UCaaS Salesforce Will Begin
Selling CPaaS Products
• Launched VonageReach, first integrated product using the Vonage API Platform
• Significant force multiplier to UCaaSsales teams
Accelerating CPaaS Salesforce
to Capitalize on the Growing
Enterprise Adoption
• Opened New European headquarters
in London
• Opened 3 sales offices in Shenzhen,
Beijing and Shanghai
Inside Sales Channel Sales Field Sales Enterprise Sales Developers
13
Vonage Cloud Communications Products Utilize the Same Network and Termination Relationships
As of September 30, 2017
20 Billion Minutes and Messages Per Year
Business Consumer1.5MSubscriber Lines1
VoIP
371KDevelopers1
CPaaS
710KSeats1
UCaaS
Cost
Quality
Common Network Infrastructure
Data Centers Points of Presence Diverse Redundant Backbone
Termination Network Peering Connections Volume Pricing Owned Phone Numbers
Global Carrier Presence
15
Cloud Communications Growth Strategy
1. GAAP Vonage Business Revenues
Q3 Year-Over-Year Business
Revenues Growth1
$24
$57
$106
$129
Q3'14 Q3'15 Q3'16 Q3'17
Organic
• Increase salesforce and geographic markets
• Expand Enterprise presence• Accelerate Product Innovation
Inorganic
• Disciplined Acquirer• Cost of capital advantage• Scaled platform to integrate
future acquisitions
16
Customers with Vonage for more than two years
Optimization of Consumer for Cash Flow Yielding Strong Results
14.6% 14.4%
14.0%
13.4%
12.9%
2.2%2.2%
2.2%
1.9% 1.9%
12.5%
13.0%
13.5%
14.0%
14.5%
15.0%
Q3'16 Q4'16 Q1'17 Q2'17 Q3'17
Improving Consumer Trends Successful optimization of Consumer driven by
• Historic-low Customer churn of 1.9%• Tenured customers1 increased to 81% of base• Stable ARPU
Consumer Customer Base
• ~1.5 million subscribers• >95% of all customers are active users• Active users average more than 500 minutes
per month
Consumer expected to generate $700 million of allocated after tax FCF between 4Q 2017 and 2021
17
Optimization of Consumer is Driving Strong Cash Flows
Third quarter consolidated
Adjusted OIBDA of $51 million
Expect Consumer to generate
more than $700 million of after-
tax free cash flow through 2021
Vonage Annual Adjusted OIBDA
$110M
2013
2.5%
$124M
2014
2.6%
$144M
2015
2.3%
$160M
2016
2.2%
Customer
Churn
$180M+
2017E
Guidance
2.0%
through
3Q’17
18
$995M
LTM Adjusted OIBDA - CAPEX
NOL
U.S. Patents
LTM Consolidated Revenues
$166M
$132M
$586M
160+
LTM Adjusted OIBDA Financial Strength and
Complementary Assets are a Strategic and Competitive Advantage
19
Capital Allocation Strategy
Invest to grow Vonage Business organically
• Invest in new markets, salesforce and
product expansion
Acquire selectively to grow Vonage Business
• Accretively acquire customers, sales force,
technologies, geographic footprint and / or
product
Maintain strategic and financial flexibility
• Operate Consumer for cash flow and
profitable subscriber base
• Manage leverage
Return capital to shareholders• Opportunistically execute share repurchase
through $100 million authorization
20
Proven and Experienced Leadership Team
Randy RutherfordChief Legal OfficerSince 2016
Johan HybinetteChief Information Security OfficerSince 2017
Omar JavaidChief Product Officer Since 2015
Sue QuackenbushChief HumanResources OfficerSince 2015
Ted GilvarChief Marketing Officer Since 2015
Alan MasarekChief Executive Officer Since 2014
David PearsonChief Financial Officer Since 2013
Kenny WyattChief Revenue Officer Since 2017
Vinod LalaChief Strategy Officer Since 2014
Sagi DudaiSVP, Software Engineering and NetworkSince 2012
23
Recent Highlights
• Grew total consolidated revenues to $253 million, the 10th consecutive quarter of year-over-year growth- Grew Vonage Business revenues 21% organically year-over-year
- Grew Nexmo revenues 45% organically year-over-year
• Invested in Vonage Business growth initiatives- UCaaS: Expanded to 20 field sales offices and hired new Channel Chief
- CPaaS: Grew registered developers to over 300 thousand and expanded APAC presence with new sales offices
• Continued optimization of Consumer services- Reported customer churn of 1.9% and fourth consecutive quarter of lower year-over-year percentage revenue decline
- Increased 2017 revenue guidance to over $500 million and 2021 allocated free cash flow projection to over $700 million
• Delivered record Adjusted OIBDA of $51 million and Adjusted OIBDA - CAPEX of $42 million- Paid down $37 million of debt, resulting in leverage of 1.7x LTM net debt to Adjusted OIBDA
• Increased full year 2017 revenue guidance to at least $1.0 and as high as $1.005 billion and increased Adjusted OIBDA guidance to at least $180 million
24
Consolidated Revenues
• GAAP Consolidated revenues up 2%
from the prior year due to:
- Vonage Business organic growth
- Offset by managed decline in Consumer
• Vonage Business revenues
represented 51% of total revenues
- Positioned for accelerating top-line growth
3Q'16 2Q'17 3Q'17
($ in millions)
$252 $253$248Business
Consumer
25
Segment Revenues
• Vonage Business revenues up 22% GAAP from the prior year due to:– UCaaS organic service revenue growth of 16%
– CPaaS organic revenue growth of 45%
3Q'16 2Q'17 3Q'17
Service Product & USF
Business
Consumer
• Consumer revenues decline improving due to:– Lower Consumer customer churn
– Strong Customer usage dynamics
– Stable ARPU
$129$124$106
($ in millions)
3Q'16 2Q'17 3Q'17
Service Product & USF
$124$128$142
1. Growth rate is organic. We define organic growth as the increase in Business revenues after giving pro forma effect for the acquisition of Nexmo, the change in accounting treatment with respect to certain CPaaS revenues being recognized on a gross rather than net basis and the exclusion of one-time items.
21%
Organic
YoY1
22%
GAAP
YoY
26
Operating Expenses
• Consolidated Sales & Marketing down from
the prior year due to:
– Reduction in Consumer marketing
– Offset by increased Business marketing
3Q'16 2Q'17 3Q'17
Sales & Marketing
General & Administrative
• General and Administrative down from the
prior year due to lower:
– Employee-related costs
– Amortization of Nexmo deal consideration
to employees
– Bonus accrual
$74$80$84
($ in millions)
3Q'16 2Q'17 3Q'17
$27
$37
$28
27
Operating Income and Adjusted OIBDA1
1. This is a non-GAAP financial measure. Please refer to the end of the presentation for a reconciliation to GAAP income from operations.
($ in millions)
Income From Operations
Adjusted OIBDA1
• Operating Income and Adjusted OIBDA up from the prior year due to:– Lower S&M and G&A$15
$7
$25
3Q'16 2Q'17 3Q'17
$41 $41
$51
3Q'16 2Q'17 3Q'17
• Operating Income and Adjusted OIBDA up sequentially due to:– Lower S&M and G&A
– Higher revenue at stable gross margin % driving higher gross profit
28
Cash Flow and Balance Sheet
• Cash: $30 million
• Total debt: $279 million
• Net debt1: $249 million (Gross Debt less Unrestricted Cash and Marketable Securities)
Net debt/Adjusted OIBDA = 1.7x
Cash Flow ($ in millions) Q3 2017
Cash from operations $48
Capital expenditures and software ($9)
Free cash flow1 $39
Significant strategic and financial flexibility
Debt Repayment
• $37 million in debt repayment in Q3 2017
• $56 million in debt repayment YTD through September
1. This is a non-GAAP financial measure. Please refer to the end of the presentation for a reconciliation to GAAP income from operations.
29
Business Revenues Reconciliation
($ in millions) Q3-16 Q4-16 Q1-17 Q2-17 Q3-17
GAAP total UCaaS revenues $82.4 $84.0 $85.6 $88.5 $90.9
Bad debt policy reclassification - - - - -
Early termination fee - - - - -
Accounts receivable write-down (0.3) 0.3 0.3 - -
Total UCaaS revenues incl. one-time items (Non-GAAP) $82.1 $84.3 $85.9 $88.5 $90.9
Hosted Infrastructure Business1 (1.6) (1.7) (1.6) (1.1) -
Adjusted total UCaaS Revenues (non-GAAP) $80.5 $82.6 $84.3 $87.4 $90.9
Product 13.6 12.7 13.4 13.4 13.1
USF 6.0 6.2 6.2 6.5 6.7
Adjusted total UCaaS Service Revenues (non-GAAP) $60.9 $63.8 $64.7 $67.6 $71.1
GAAP total CPaaS revenue $23.9 $26.5 $26.2 $35.2 $38.4
Nexmo pre-acquisition revenues
Pro forma CPaaS revenues 23.9 26.5 26.2 35.2 38.4
Net-to-gross revenue reporting adjustment 2.5 2.8 3.4 - -
Adjusted total CPaaS revenues (non-GAAP) $26.4 $29.4 $29.6 $35.2 $38.4
GAAP Vonage Business revenues $106.3 $110.5 $111.8 $123.7 $129.3
1. Hosted Infrastructure Business sold on June 1, 2017- revenues only reported through the date of sale
35
Vonage Essentials: Proprietary, Full-Featured Communication Solution
Enhanced Mid-Market Capabilities
Improved User Experience
• Built on AWS architecture enhancing reliability, scalability, and deployment flexibility
• Added SmartWAN for QoS over the public internet
• Conferencing + collaboration powered by Amazon Chime
• Redesigned mobile-first user experience improving the way employees communicate
• Automated onboarding and admin capabilities
• Launched self sign-up
36
Use Case: Proxy Voice Communications
Incoming call from (415) 555-0133
Connect users by phone without disclosing their phone numbers to improve privacy and avoid off-platform transactions
Benefits
● Protect user privacy● Avoid revenue leakage● Gain new insights
How Nexmo Can Help
● Deliver high quality voice with per second billing
● Provide real-time provisioning and event monitoring
37
Use Case: Customer Service via Social Media
RepairReturn
Great! Would you like to return or repair these shoes?
Are these the correct shoes?
Yes
Provide customer service via Facebook,
WeChat, or other social networks used
customers
Benefits
● Engage customers in their preferred apps
● Lower costs
● Create rich, branded experiences
How Nexmo Can Help
● Provide a single API for the most popular
social networks
● Offer Stable API despite frequent changes
by the chat platforms
38
Use Case: Location-based Customer Notifications
Mobile Order: Trevor C.ETA: 12:15 PM
THANKS TREVOR C.
ORDER CONFIRMED
Receive a notification when a customer is on
their way and prepare food for just in time
pickup.
Benefits
● Improve product quality
● Enhance customer loyalty
● Deliver unique customer experience
How Nexmo Can Help
● Create a virtual geographic boundary (geo-
fence) around a business
● Deliver Low-latency, high-deliverability
SMS
● Enable Voice & SMS support on the same
number