8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 8, 2017

Everbridge, Inc.

 

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-37874

 

26-2919312

(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

25 Corporate Drive, Suite 400, Burlington, Massachusetts

 

01803

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (818) 230-9700

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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


Item 2.02 Results of Operations and Financial Condition.

On May 8, 2017, Everbridge, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2017. The Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information included in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

 

Item 7.01 Regulation FD Disclosure.

On May 8, 2017, the Company issued a press release announcing its financial results for the quarter ended March 31, 2017.

The information included in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of 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, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.

  

Description

99.1    Press release dated May 8, 2017

 


SIGNATURES

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.

 

    Everbridge, Inc.
Dated: May 8, 2017     By:   /s/ Elliot J. Mark
     

Elliot J. Mark

Senior Vice President, General Counsel and Secretary


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press release dated May 8, 2017
EX-99.1

Exhibit 99.1

Everbridge Announces First Quarter 2017 Financial Results

First Quarter 2017 Revenue Increased 34% Year-over-Year

Burlington, Mass – May 8, 2017Everbridge, Inc. (NASDAQ: EVBG), a global software company that provides critical event management and enterprise safety applications to help keep people safe and businesses running, today announced its financial results for the first quarter ended March 31, 2017.

“We are off to a strong start in 2017 with first quarter revenue and adjusted EBITDA both coming in above the high end of our guidance ranges,” said Jaime Ellertson, Chief Executive Officer and Chairman of Everbridge. “We continue to see healthy demand for our core mass notification products, and are particularly excited about the momentum we are seeing with new application and multi-product deals, as these make up a growing portion of our overall sales activity. We believe this growing interest in taking a more holistic view to critical event management supports our longer-term strategy.”

Ellertson continued, “Our plan to roll out a Critical Event Management platform is resonating well with customers and prospects, as they recognize the benefits of a single platform that provides an end-to-end view of threats, operational impact and response management. With a strong performance in the first quarter, and growing demand for our critical event management and enterprise safety solutions, we remain well positioned to extend our leadership in the underpenetrated market during 2017 as we continue to scale our business.”

First Quarter 2017 Financial Highlights

 

    Total revenue was $22.8 million, an increase of 34% compared to $17.1 million for the first quarter of 2016.

 

    GAAP operating loss was $(6.2) million, compared to a GAAP operating loss of $(3.2) million for the first quarter of 2016.

 

    Non-GAAP operating loss was $(4.0) million, compared to non-GAAP operating loss of $(1.7) million for the first quarter of 2016. Non-GAAP operating loss excludes stock-based compensation and amortization of intangible assets related to acquisitions.

 

    GAAP net loss was $(6.2) million, compared to $(3.2) million for the first quarter of 2016. GAAP net loss per share was $(0.23), based on 27.2 million basic and diluted weighted average common shares outstanding, compared to $(0.26) for the first quarter of 2016, based on 12.3 million basic and diluted weighted average common shares outstanding.

 

    Non-GAAP net loss was $(4.0) million, compared to $(1.7) million in the first quarter of 2016. Non-GAAP net loss per share was $(0.15), based on 27.2 million basic and diluted weighted average common shares outstanding, consistent with $(0.14) for the first quarter of 2016, based on 12.3 million basic and diluted weighted average common shares outstanding. Non-GAAP net loss excludes stock-based compensation and amortization of intangible assets related to acquisitions.


    Adjusted EBITDA was $(2.3) million, compared to $(0.8) million in the first quarter of 2016. Adjusted EBITDA represents net loss before interest income and interest expense, income tax expense and benefit, depreciation and amortization expense and stock-based compensation expense.

 

    Cash flow from operations was $1.5 million, compared to $1.4 million for the first quarter of 2016.

 

    Free cash flow was $(0.3) million, compared to $(0.4) million for the first quarter of 2016. Free cash flow is cash flow from operations, less cash used for capital expenditures and additions to capitalized software development costs.

Recent Business Highlights

 

    Ended the quarter with 3,318 global customers, up from 2,815 at the end of the first quarter of 2016.

 

    Closed a public offering of 3,715,989 shares of common stock after the end of the first quarter at a price to the public of $19.85 per share, with 3,162,164 shares offered by existing stockholders and 553,825 shares offered by Everbridge.

 

    Released a new version of its Critical Event Management Platform’s Communication Engine that delivers a 300% performance increase and introduces the ability to create “Incident Zones™,” which provide dynamic mobile alerts based on proximity to a critical event.

 

    Selected by North Carolina’s Wake County, the second most populous county in the state, to power its emergency notification system; expanding Everbridge’s already extensive presence in the state, where it now serves over 30 counties and cities, as well as numerous healthcare organizations and businesses.

 

    Announced that Hulu, a premium streaming television destination, selected Everbridge’s Safety Connection™ solution to improve their ability to locate and communicate with mobile, travelling and remote employees during critical business incidents and emergencies.

Business Outlook

Based on information available as of today, Everbridge is issuing guidance for the second quarter and full year 2017 as indicated below.

 

     Second Quarter 2017      Full Year 2017  

Total Revenue

   $ 24.4        to      $ 24.6      $ 101.0        to      $ 102.0  

GAAP net income/(loss)

   $ (4.2       $ (4.0    $ (17.0       $ (16.2

GAAP net income/(loss) per share

   $ (0.15       $ (0.14    $ (0.61       $ (0.58

Non-GAAP net income/(loss)

   $ (2.2       $ (2.0    $ (8.8       $ (8.0

Non-GAAP net income/(loss) per share

   $ (0.08       $ (0.07    $ (0.32       $ (0.29

Basic and diluted weighted average shares outstanding

     27.84           27.84        27.70           27.70  

Adjusted EBITDA

   $ (0.7       $ (0.5    $ (2.1       $ (1.3

(All figures in millions, except per share)


Conference Call Information

 

What:    Everbridge First Quarter 2017 Financial Results Conference Call
When:    Monday, May 8, 2017
Time:    4:30 p.m. ET
Live Call:    (844) 413-0949, domestic
   (216) 562-0459, international
Replay:    (855) 859-2056, passcode 9318342, domestic
   (404) 537-3406, passcode 9318342, international
Webcast (live & replay):    http://ir.everbridge.com/phoenix.zhtml?c=254229&p=irol-calendar

About Everbridge, Inc.

Everbridge, Inc. (NASDAQ: EVBG) is a global software company that provides enterprise software applications that automate and accelerate an organization’s operational response to critical events in order to keep people safe and businesses running. During public safety threats such as active shooter situations, terrorist attacks or severe weather conditions, as well as critical business events such as IT outages or cyber-attack incidents, over 3,300 global customers rely on the company’s SaaS-based platform to quickly and reliably aggregate and assess threat data, locate people at risk and responders able to assist, automate the execution of pre-defined communications processes, and track progress on executing response plans. The company’s platform sent over 1.5 billion messages in 2016, and offers the ability to reach over 200 countries and territories with secure delivery to more than 100 different communication devices. The company’s critical communications and enterprise safety applications include Mass Notification, Incident Management, IT Alerting, Safety Connection™, Community Engagement®, Visual Command Center®, Crisis Commander® and CareConverge, and are easy-to-use and deploy, secure, highly scalable and reliable. Everbridge serves 8 of the 10 largest U.S. cities, 8 of the 10 largest U.S.-based investment banks, all four of the largest global accounting firms, 24 of the 25 busiest North American airports and 6 of the 10 largest global automakers. Everbridge is based in Boston and Los Angeles with additional offices in San Francisco, Lansing, Beijing, London and Stockholm. For more information, visit www.everbridge.com, read the company blog, and follow on Twitter and Facebook.

Non-GAAP Financial Measures

This press release contains the following non-GAAP financial measures: non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP gross margin, non-GAAP sales and marketing, non-GAAP research and development, non-GAAP general and administrative, non-GAAP operating expenses, non-GAAP operating income/(loss), non-GAAP net income/(loss), non-GAAP net income/(loss) per share, adjusted EBITDA, and free cash flow.


We believe that these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Everbridge’s financial condition and results of operations. We use these non-GAAP measures for financial, operational and budgetary decision-making purposes, to understand and evaluate our core operating performance and trends, and to generate future operating plans. We believe that these non-GAAP financial measures provide useful information regarding past financial performance and future prospects, and permit us to more thoroughly analyze key financial metrics used to make operational decisions. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial measures with other software companies, many of which present similar non-GAAP financial measures to investors.

We do not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which expenses and income are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. We urge investors to review the reconciliation of our non-GAAP financial measures to the comparable GAAP financial measures, which are included in this press release, and not to rely on any single financial measure to evaluate our business.

Cautionary Language Concerning Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding the anticipated opportunity and trends for growth in our critical communications and enterprise safety applications and our overall business, our market opportunity, our expectations regarding sales of our products, our goal to maintain market leadership and extend the markets in which we compete for customers, and our expected financial results for the second quarter of 2017 and the full fiscal year 2017. These forward-looking statements are made as of the date of this press release and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as “expect,” “anticipate,” “should,” “believe,” “target,” “project,” “goals,” “estimate,” “potential,” “predict,” “may,” “will,” “could,” “intend,” variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond our control. Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: our ability to attract new customers and retain and increase sales to existing customers; our ability to increase sales of our Mass Notification application and/or ability to


increase sales of our other applications; our ability to successfully integrate businesses and assets that we have acquired or may acquire in the future; developments in the markets for critical event management and targeted and contextually relevant critical communications or the associated regulatory environment; our estimates of market opportunity and forecasts of market growth may prove to be inaccurate; we have not been profitable on a consistent basis historically and may not achieve or maintain profitability in the future; the lengthy and unpredictable sales cycles for new customers; nature of our business exposes us to inherent liability risks; our ability to maintain successful relationships with our channel partners and technology partners; our ability to manage our growth effectively; our ability to respond to competitive pressures; potential liability related to privacy and security of personally identifiable information; our ability to protect our intellectual property rights, and the other risks detailed in our risk factors discussed in filings with the U.S. Securities and Exchange Commission (“SEC”), including but not limited to our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC on March 23, 2017. The forward-looking statements included in this press release represent our views as of the date of this press release. We undertake no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

Media Contact:

Jeff Benanto

Everbridge

jeff.benanto@everbridge.com

781-373-9879

Investor Contact:

Garo Toomajanian

ICR

ir@everbridge.com

818-230-9712

All Everbridge products are trademarks of Everbridge, Inc. in the USA and other countries. All other product or company names mentioned are the property of their respective owners.


Consolidated Balance Sheets

(in thousands)

(unaudited)

 

     March 31,
2017
    December 31,
2016
 

Current assets:

    

Cash and cash equivalents

   $ 39,679     $ 60,765  

Accounts receivable, net

     14,988       17,812  

Prepaid expenses

     3,083       1,770  

Other current assets

     2,650       2,536  
  

 

 

   

 

 

 

Total current assets

     60,400       82,883  

Property and equipment, net

     2,687       2,923  

Capitalized software development costs, net

     8,796       8,792  

Goodwill

     30,932       9,676  

Intangible assets, net

     11,023       3,940  

Other assets

     121       108  
  

 

 

   

 

 

 

Total assets

   $ 113,959     $ 108,322  
  

 

 

   

 

 

 

Current liabilities:

    

Accounts payable

   $ 2,630     $ 2,434  

Accrued payroll and employee related liabilities

     8,403       7,456  

Accrued expenses

     2,438       1,957  

Deferred revenue

     54,496       51,388  

Contingent liabilities

     5,417       —    

Other current liabilities

     613       548  
  

 

 

   

 

 

 

Total current liabilities

     73,997       63,783  

Long-term liabilities:

    

Deferred revenue, noncurrent

     1,382       1,246  

Deferred tax liabilities

     501       494  

Other long term liabilities

     54       447  
  

 

 

   

 

 

 

Total liabilities

   $ 75,934     $ 65,970  
  

 

 

   

 

 

 

Stockholders’ equity:

    

Common stock

     27       27  

Additional paid-in capital

     134,080       132,246  

Accumulated deficit

     (95,820     (89,618

Accumulated other comprehensive loss

     (262     (303
  

 

 

   

 

 

 

Total stockholders’ equity

     38,025       42,352  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 113,959     $ 108,322  
  

 

 

   

 

 

 


Consolidated Statements of Comprehensive Loss

(in thousands, except share and per share data)

(unaudited)

 

     Three months ended
March 31,
 
     2017     2016  

Revenue

   $ 22,844     $ 17,069  

Cost of revenue

     7,654       5,475  
  

 

 

   

 

 

 

Gross profit

     15,190       11,594  
     66.49     67.92

Operating expenses:

    

Sales and marketing

     10,906       8,205  

Research and development

     5,277       3,180  

General and administrative

     5,200       3,458  
  

 

 

   

 

 

 

Total operating expenses

     21,383       14,843  
  

 

 

   

 

 

 

Operating loss

     (6,193     (3,249
  

 

 

   

 

 

 

Other income (expense):

    

Interest income

     51       —    

Interest expense

     (1     (137

Other income (expense), net

     (32     6  
  

 

 

   

 

 

 

Total other income (expense), net

     18       (131
  

 

 

   

 

 

 

Loss before income taxes

     (6,175     (3,380

Income taxes, net

     (27     155  
  

 

 

   

 

 

 

Net loss

   $ (6,202   $ (3,225
  

 

 

   

 

 

 

Net loss per share attributable to common stockholders:

 

 

Basic

   $ (0.23   $ (0.26

Diluted

   $ (0.23   $ (0.26

Weighted-average common shares outstanding:

 

 

Basic

     27,170,827       12,273,023  

Diluted

     27,170,827       12,273,023  

Other comprehensive income (loss):

    

Foreign currency translation adjustment, net of tax

     41       (259
  

 

 

   

 

 

 

Total comprehensive loss

   $ (6,161   $ (3,484
  

 

 

   

 

 

 

Stock-based compensation expense included in the above:

(in thousands)

 

     Three months ended
March 31,
 
     2017      2016  

Cost of revenue

   $ 65      $ 45  

Sales and marketing

     277        117  

Research and development

     146        85  

General and administrative

     480        424  
  

 

 

    

 

 

 

Total stock-based compensation

   $ 968      $ 671  


Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

 

     Three months ended
March 31,
 
     2017     2016  

Cash flows from operating activities:

    

Net loss

   $ (6,202   $ (3,225

Adjustments to reconcile net loss to net cash provided by operating activities:

    

Depreciation and amortization

     2,933       1,793  

Non-cash interest expense on line of credit and term loan

     —         5  

Provision for doubtful accounts and sales return reserve

     80       87  

Stock-based compensation

     955       657  

Increase (decrease) in operating assets and liabilities:

    

Accounts receivable, net

     4,277       1,417  

Prepaid expenses

     (1,071     (815

Other assets

     338       (1,202

Accounts payable

     (4     589  

Accrued payroll and employee related liabilities

     888       1,264  

Accrued expenses

     94       2  

Deferred revenue

     (816     826  

Other liabilities

     (13     (2
  

 

 

   

 

 

 

Net cash provided by operating activities

     1,459       1,396  
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Capital expenditures

     (223     (203

Payments for acquisition of business, net of acquired cash

     (21,235     —    

Additions to capitalized software development costs

     (1,487     (1,612
  

 

 

   

 

 

 

Net cash used in investing activities

     (22,945     (1,815
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Proceeds from line of credit

     —         7,000  

Payments on line of credit

     —         (7,000

Principal payments on capital leases

     —         (32

Payments of public offering costs

     (298     (1,099

Payment on note payable

     —         (2,018

Proceeds from employee stock purchase plan

     854       —    

Proceeds from option exercises

     12       58  
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     568       (3,091
  

 

 

   

 

 

 

Effect of exchange rates on cash and cash equivalents

     (168     32  
  

 

 

   

 

 

 

Net decrease in cash and cash equivalents

     (21,086     (3,478

Cash and cash equivalents, beginning of period

     60,765       8,578  
  

 

 

   

 

 

 

Cash and cash equivalents, end of period

   $ 39,679     $ 5,100  
  

 

 

   

 

 

 


Reconciliation of GAAP measures to non-GAAP measures

(in thousands, except share and per share data)

(unaudited)

 

     Three months ended
March 31,
 
     2017     2016  

Cost of revenue

   $ 7,654     $ 5,475  

Amortization of acquired intangibles

     (741     (617

Stock-based compensation

     (65     (45
  

 

 

   

 

 

 

Non-GAAP cost of revenue

     6,848       4,813  

Gross profit

     15,190       11,594  

Amortization of acquired intangibles

     741       617  

Stock-based compensation

     65       45  
  

 

 

   

 

 

 

Non-GAAP gross profit

     15,996       12,256  

Non-GAAP gross margin

     70.02     71.80

Sales and marketing

     10,906       8,205  

Stock-based compensation

     (277     (117
  

 

 

   

 

 

 

Non-GAAP sales and marketing

     10,629       8,088  

Research and development

     5,277       3,180  

Stock-based compensation

     (146     (85
  

 

 

   

 

 

 

Non-GAAP research and development

     5,131       3,095  

General and administrative

     5,200       3,458  

Amortization of acquired intangibles

     (448     (238

Stock-based compensation

     (480     (424
  

 

 

   

 

 

 

Non-GAAP general and administrative

     4,272       2,796  

Total operating expenses

     21,383       14,843  

Amortization of acquired intangibles

     (448     (238

Stock-based compensation

     (903     (626
  

 

 

   

 

 

 

Non-GAAP operating expenses

   $ 20,032     $ 13,979  

Operating loss

   $ (6,193   $ (3,249

Amortization of acquired intangibles

     1,189       855  

Stock-based compensation

     968       671  
  

 

 

   

 

 

 

Non-GAAP operating loss

   $ (4,036   $ (1,723

Net loss

   $ (6,202   $ (3,225

Amortization of acquired intangibles

     1,189       855  

Stock-based compensation

     968       671  
  

 

 

   

 

 

 

Non-GAAP net loss

   $ (4,045   $ (1,699

Weighted average common shares outstanding, basic and diluted

     27,170,827       12,273,023  

Non-GAAP net loss per share

   $ (0.15   $ (0.14

Net loss

   $ (6,202   $ (3,225

Interest (income) expense, net

     (50     137  

Income taxes, net

     27       (155

Depreciation and amortization

     2,933       1,793  
  

 

 

   

 

 

 

EBITDA

     (3,292     (1,450

Stock-based compensation

     968       671  
  

 

 

   

 

 

 

Adjusted EBITDA

   $ (2,324   $ (779

Net cash provided by operating activities

   $ 1,459     $ 1,396  

Capital expenditures

     (223     (203

Additions to capitalized software development costs

     (1,487     (1,612
  

 

 

   

 

 

 

Free cash flow

   $ (251   $ (419


(Continued) Reconciliation of GAAP measures to non-GAAP measures

(in millions, except share and per share data)

(unaudited)

Business outlook:

 

     Three months ended
June 30, 2017
    Year ended
December 31, 2017
 
     Low end     High end     Low end     High end  

Net loss

   $ (4.2   $ (4.0   $ (17.0   $ (16.2

Amortization of acquired intangibles

     0.9       0.9       3.8       3.8  

Stock-based compensation

     1.1       1.1       4.4       4.4  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP net loss

   $ (2.2   $ (2.0   $ (8.8   $ (8.0

Weighted average common shares outstanding, basic and diluted

     27,840,000       27,840,000       27,700,000       27,700,000  

Net loss per share

   $ (0.15   $ (0.14   $ (0.61   $ (0.58

Non-GAAP net loss per share

   $ (0.08   $ (0.07   $ (0.32   $ (0.29

Net loss

   $ (4.2   $ (4.0   $ (17.0   $ (16.2

Interest income (expense), net

     —         —         —         —    

Benefit from income taxes

     —         —         —         —    

Depreciation and amortization

     2.4       2.4       10.5       10.5  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA

     (1.8     (1.6     (6.5     (5.7

Stock-based compensation

     1.1       1.1       4.4       4.4  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ (0.7   $ (0.5   $ (2.1   $ (1.3