Boingo Wireless (NASDAQ: WIFI), the leading distributed antenna system ("DAS") and Wi-Fi provider that serves carriers, consumers, property owners and advertisers worldwide, today announced the Company's financial results for the fourth quarter and full year ended December 31, 2019.
Fourth Quarter 2019 Financial Highlights
Full Year 2019 Financial Highlights
Corporate Developments
Business Highlights
Management Commentary
"2019 was a year of significant progress as we laid the foundation to help position Boingo for long-term growth which we believe will drive enhanced shareholder value," commented Mike Finley, Chief Executive Officer of Boingo Wireless. "Carrier services, which is comprised of DAS, Wi-Fi offload, and macro towers, remains the most important driver of long-term value for our business. We deployed 15 new DAS venues in 2019, including two in the fourth quarter, with another 61 DAS venues in backlog. Two venues in the backlog include the MTA Long Island Rail Road and Grand Central Terminal East Side Access projects in New York City, which we expect to be the largest DAS deployments in Boingo's history. We believe our long-term wireless rights in key strategic venues, coupled with our neutral-host approach and long-standing relationships with the carriers, give us a unique ability to deliver the next generation of convergence."
Conference Call Information
Members of Boingo Wireless' management will host a conference call to discuss their fourth quarter and full year 2019 financial results beginning at 4:30 p.m. ET (1:30 p.m. PT), today, March 2, 2020. To participate in the conference call, investors from the U.S. and Canada should dial (877) 407-9716 and enter the passcode: 13698609 ten minutes prior to the scheduled start time. International callers should dial +1 (201) 493-6779 and enter the same passcode. The conference call will be broadcast live over the Internet in the Investor Relations section of the Company's website at http://investors.boingo.com. In addition, a supplement reflecting the Company's key business metrics will be made available in the Investor Relations section of the Company's website. The supplement and webcast will be archived online upon completion of the conference call.
Use of Non-GAAP Financial Measures
To supplement Boingo Wireless' financial statements presented on a GAAP basis, Boingo Wireless provides Adjusted EBITDA and free cash flow as supplemental measures of its performance.
The Company defines Adjusted EBITDA as net (loss) income attributable to common stockholders plus depreciation and amortization of property and equipment, stock-based compensation expense, amortization of intangible assets, income tax benefit, interest expense and amortization of debt discount, interest income and other expense, net, non-controlling interests, and excludes charges or gains that are nonrecurring, infrequent, or unusual. Boingo Wireless believes Adjusted EBITDA is useful to investors in evaluating its operating performance. Boingo's management uses Adjusted EBITDA in conjunction with accounting principles generally accepted in the United States, or GAAP, and other operating performance measures as part of its overall assessment of the Company's performance for planning purposes, including the preparation of its annual operating budget, to evaluate the effectiveness of its business strategies and to communicate with its board of directors concerning its financial performance. Adjusted EBITDA should not be considered as an alternative financial measure to net (loss) income attributable to common stockholders, which is the most directly comparable financial measure calculated in accordance with GAAP, or any other measure of financial performance calculated in accordance with GAAP.
The Company defines free cash flow as net cash provided by operating activities, less purchases of property and equipment. Boingo Wireless believes that free cash flow provides investors with additional useful information to measure operating liquidity because it reflects the amount of cash generated by the Company's operations after the purchases of property and equipment that can be used for strategic opportunities. Free cash flow should not be considered as an alternative financial measure to net cash provided by operating activities, which is the most directly comparable financial measure calculated in accordance with GAAP, or any other measure of financial performance calculated in accordance with GAAP.
Lease Changes
On January 1, 2019, the Company adopted ASC 842, Leases, using the modified retrospective transition method. Results for reporting periods beginning on January 1, 2019 are presented under ASC 842, while prior period amounts are not adjusted and continue to be reported in accordance with ASC 840, Leases. Adoption of the new standard resulted in the recording of $16.9 million of operating lease right-of-use assets and $22.3 million of operating lease liabilities as of January 1, 2019.
About Boingo Wireless
Boingo Wireless, Inc. (NASDAQ: WIFI) helps the world stay connected. Our vast footprint of DAS, Wi-Fi and small cells reaches more than a billion people annually, making Boingo one of the largest providers of indoor wireless networks. You'll find Boingo connecting people at airports, stadiums, military bases, convention centers, multifamily communities and commercial properties. To learn more about the Boingo story, visit www.boingo.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains "forward-looking statements" that involves risks, uncertainties and assumptions. Forward-looking statements can be identified by words such as "anticipates," "intends," "plans," "seeks," "believes," "estimates," "expects" and similar references to future periods. These forward-looking statements include the quotations from management in this press release, as well as any statements regarding Boingo's future growth opportunities, strategic plans and transactions and any future guidance. Forward-looking statements are based on the Company's current expectations and assumptions regarding its business, the economy and other future conditions. Since forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. The Company's actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the Company's ability to maintain its existing relationships and establish new relationships with venue partners, its ability to complete build-outs and sign venue contracts, its ability to maintain revenue growth and achieve profitability, its ability to execute on its strategic and business plans, its ability to successfully compete with new technologies and adapt to changes in the wireless industry, as well as other risks and uncertainties described more fully in documents filed with or furnished to the Securities and Exchange Commission (SEC), including Boingo's Form 10-K for the year ended December 31, 2019 filed with the SEC on March 2, 2020, which the Company incorporates by reference into this press release. Any forward-looking statement made by Boingo in this press release speaks only as of the date on which it is made. Factors or events that could cause the Company's actual results to differ may emerge from time to time, and it is not possible for Boingo to predict all of them. Boingo undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
Boingo, Boingo Wi-Finder, Boingo Broadband, and the Boingo Wireless Logo are registered trademarks of Boingo Wireless, Inc. All other trademarks are the properties of their respective owners.
Boingo Wireless, Inc. |
||||||||||||||||
Condensed Consolidated Statements of Operations |
||||||||||||||||
(Unaudited) |
||||||||||||||||
(In thousands, except per share amounts) |
||||||||||||||||
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
|
2019 |
|
2018 |
|
2019 |
|
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Revenue |
|
$ |
64,056 |
|
|
$ |
67,808 |
|
|
$ |
263,790 |
|
|
$ |
250,821 |
|
Costs and operating expenses: |
|
|
|
|
|
|
|
|
||||||||
Network access |
|
|
29,245 |
|
|
|
33,646 |
|
|
|
119,613 |
|
|
|
113,572 |
|
Network operations |
|
|
14,954 |
|
|
|
13,386 |
|
|
|
57,027 |
|
|
|
52,215 |
|
Development and technology |
|
|
9,041 |
|
|
|
8,489 |
|
|
|
34,575 |
|
|
|
31,372 |
|
Selling and marketing |
|
|
6,661 |
|
|
|
6,157 |
|
|
|
24,443 |
|
|
|
22,647 |
|
General and administrative |
|
|
6,935 |
|
|
|
8,084 |
|
|
|
27,265 |
|
|
|
30,302 |
|
Amortization of intangible assets |
|
|
1,206 |
|
|
|
1,203 |
|
|
|
4,571 |
|
|
|
3,710 |
|
Total costs and operating expenses |
|
|
68,042 |
|
|
|
70,965 |
|
|
|
267,494 |
|
|
|
253,818 |
|
Loss from operations |
|
|
(3,986 |
) |
|
|
(3,157 |
) |
|
|
(3,704 |
) |
|
|
(2,997 |
) |
Interest expense and amortization of debt discount |
|
|
(1,877 |
) |
|
|
(2,342 |
) |
|
|
(8,618 |
) |
|
|
(2,400 |
) |
Interest income and other expense, net |
|
|
417 |
|
|
|
606 |
|
|
|
2,017 |
|
|
|
513 |
|
Loss before income taxes |
|
|
(5,446 |
) |
|
|
(4,893 |
) |
|
|
(10,305 |
) |
|
|
(4,884 |
) |
Income tax benefit |
|
|
282 |
|
|
|
5,351 |
|
|
|
28 |
|
|
|
5,153 |
|
Net (loss) income |
|
|
(5,164 |
) |
|
|
458 |
|
|
|
(10,277 |
) |
|
|
269 |
|
Net income attributable to non-controlling interests |
|
|
8 |
|
|
|
42 |
|
|
|
19 |
|
|
|
1,489 |
|
Net (loss) income attributable to common stockholders |
|
$ |
(5,172 |
) |
|
$ |
416 |
|
|
$ |
(10,296 |
) |
|
$ |
(1,220 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Net (loss) income per share attributable to common stockholders: |
|
|
|
|
|
|
|
|
||||||||
Basic |
|
$ |
(0.12 |
) |
|
$ |
0.01 |
|
|
$ |
(0.23 |
) |
|
$ |
(0.03 |
) |
Diluted |
|
$ |
(0.12 |
) |
|
$ |
0.01 |
|
|
$ |
(0.23 |
) |
|
$ |
(0.03 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares used in computing net (loss) income per share attributable to common stockholders: |
|
|
|
|
|
|
|
|
||||||||
Basic |
|
|
44,194 |
|
|
|
42,591 |
|
|
|
43,977 |
|
|
|
42,066 |
|
Diluted |
|
|
44,194 |
|
|
|
45,660 |
|
|
|
43,977 |
|
|
|
42,066 |
|
Boingo Wireless, Inc. |
|||||||
Condensed Consolidated Balance Sheets |
|||||||
(Unaudited) |
|||||||
(In thousands, except per share amounts) |
|||||||
|
|
||||||
|
December 31, |
||||||
|
2019 |
2018 |
|||||
Assets |
|
|
|||||
Current assets: |
|
|
|||||
Cash and cash equivalents |
$ |
40,401 |
|
$ |
149,412 |
|
|
Marketable securities |
|
40,214 |
|
? |
|
||
Accounts receivable, net |
|
33,350 |
|
|
42,766 |
|
|
Prepaid expenses and other current assets |
|
8,235 |
|
|
7,815 |
|
|
Total current assets |
|
122,200 |
|
|
199,993 |
|
|
Property and equipment, net |
|
380,243 |
|
|
314,179 |
|
|
Operating lease right-of-use assets, net(1) |
|
15,196 |
|
? |
|
||
Goodwill |
|
58,579 |
|
|
59,640 |
|
|
Intangible assets, net |
|
14,940 |
|
|
19,152 |
|
|
Other assets |
|
9,309 |
|
|
9,936 |
|
|
Total assets |
$ |
600,467 |
|
$ |
602,900 |
|
|
Liabilities and stockholders' equity |
|
|
|||||
Current liabilities: |
|
|
|||||
Accounts payable |
$ |
24,298 |
|
$ |
21,543 |
|
|
Accrued expenses and other liabilities |
|
65,152 |
|
|
62,653 |
|
|
Deferred revenue |
|
61,229 |
|
|
80,383 |
|
|
Current portion of operating leases(1) |
|
2,695 |
|
? |
|
||
Current portion of long-term debt |
|
778 |
|
? |
|
||
Current portion of finance leases |
|
2,721 |
|
|
4,201 |
|
|
Current portion of notes payable |
|
1,527 |
|
|
2,411 |
|
|
Total current liabilities |
|
158,400 |
|
|
171,191 |
|
|
Deferred revenue, net of current portion |
|
166,660 |
|
|
137,205 |
|
|
Long-term portion of operating leases(1) |
|
17,357 |
|
? |
|
||
Long-term debt |
|
162,708 |
|
|
151,670 |
|
|
Long-term portion of finance leases |
|
572 |
|
|
3,293 |
|
|
Long-term portion of notes payable |
|
95 |
|
|
1,618 |
|
|
Deferred tax liabilities |
|
993 |
|
|
1,073 |
|
|
Other liabilities |
|
201 |
|
|
6,728 |
|
|
Total liabilities |
|
506,986 |
|
|
472,778 |
|
|
Commitments and contingencies |
|
|
|||||
Stockholders' equity: |
|
|
|||||
Preferred stock, $0.0001 par value; 5,000 shares authorized; no shares issued and outstanding |
? |
|
? |
|
|||
Common stock, $0.0001 par value; 100,000 shares authorized; 44,224 and 42,669 shares issued and outstanding for 2019 and 2018, respectively |
|
4 |
|
|
4 |
|
|
Additional paid-in capital |
|
234,638 |
|
|
259,132 |
|
|
Accumulated deficit |
|
(140,973 |
) |
|
(129,930 |
) |
|
Accumulated other comprehensive loss |
|
(1,426 |
) |
|
(1,295 |
) |
|
Total common stockholders' equity |
|
92,243 |
|
|
127,911 |
|
|
Non-controlling interests |
|
1,238 |
|
|
2,211 |
|
|
Total stockholders' equity |
|
93,481 |
|
|
130,122 |
|
|
Total liabilities and stockholders' equity |
$ |
600,467 |
|
$ |
602,900 |
|
__________________________________
(1) |
We adopted ASC 842 on January 1, 2019 using the modified retrospective transition method. Adoption of ASC 842 using the modified retrospective method required us to record operating lease right-of-use assets of $16,916 and operating lease liabilities of $22,338 on January 1, 2019. |
Boingo Wireless, Inc. |
|||||||
Condensed Consolidated Statements of Cash Flows |
|||||||
(Unaudited) |
|||||||
(In thousands) |
|||||||
|
|
||||||
|
Year Ended December 31, |
||||||
|
2019 |
|
2018 |
||||
Cash flows from operating activities |
|
|
|||||
Net (loss) income |
$ |
(10,277 |
) |
$ |
269 |
|
|
Adjustments to reconcile net (loss) income including non-controlling interests to net cash provided by operating activities: |
|
|
|||||
Depreciation and amortization of property and equipment |
|
70,862 |
|
|
78,837 |
|
|
Amortization of intangible assets |
|
4,571 |
|
|
3,710 |
|
|
Impairment loss and loss on disposal of fixed assets and intangible assets held for sale, net |
|
440 |
|
|
238 |
|
|
Stock-based compensation |
|
8,596 |
|
|
12,268 |
|
|
Amortization of deferred financing costs and debt discount, net of amounts capitalized |
|
8,412 |
|
|
2,261 |
|
|
Non-cash operating lease cost |
|
2,350 |
|
? |
|
||
Gains and amortization of premiums/discounts for marketable securities |
|
(609 |
) |
? |
|
||
Change in fair value of contingent consideration |
|
(961 |
) |
? |
|
||
Bad debt expense |
|
181 |
|
|
363 |
|
|
Change in deferred income taxes |
|
(80 |
) |
|
(5,617 |
) |
|
Changes in operating assets and liabilities, net of effect of acquisition: |
|
|
|||||
Accounts receivable |
|
9,184 |
|
|
(13,702 |
) |
|
Prepaid expenses and other assets |
|
1,233 |
|
|
(800 |
) |
|
Accounts payable |
|
426 |
|
|
(246 |
) |
|
Accrued expenses and other liabilities |
|
7,054 |
|
|
6,477 |
|
|
Deferred revenue |
|
10,301 |
|
|
9,263 |
|
|
Operating lease liabilities |
|
(2,973 |
) |
? |
|
||
Net cash provided by operating activities |
|
108,710 |
|
|
93,321 |
|
|
Cash flows from investing activities |
|
|
|||||
Purchases of marketable securities |
|
(81,177 |
) |
? |
|
||
Proceeds from maturities of marketable securities |
|
41,593 |
|
? |
|
||
Purchases of property and equipment |
|
(133,696 |
) |
|
(108,730 |
) |
|
Payments for asset and business acquisitions |
? |
|
|
(24,624 |
) |
||
Net cash used in investing activities |
|
(173,280 |
) |
|
(133,354 |
) |
|
Cash flows from financing activities |
|
|
|||||
Proceeds from Convertible Notes offering, net of issuance costs |
? |
|
|
195,716 |
|
||
Payment for capped call options |
? |
|
|
(23,969 |
) |
||
Proceeds from credit facility |
|
3,500 |
|
|
15,000 |
|
|
Principal payments on credit facility |
|
(778 |
) |
|
(15,875 |
) |
|
Payment of acquisition related consideration |
|
(3,027 |
) |
? |
|
||
Proceeds from exercise of stock options |
|
470 |
|
|
9,979 |
|
|
Repurchase of common stock for retirement |
|
(747 |
) |
? |
|
||
Payments of finance leases and notes payable |
|
(6,608 |
) |
|
(6,181 |
) |
|
Payments of withholding tax on net issuance of restricted stock units |
|
(34,420 |
) |
|
(10,536 |
) |
|
Debt issuance costs |
|
(1,815 |
) |
|
(695 |
) |
|
Payments to non-controlling interest |
|
(1,003 |
) |
|
(614 |
) |
|
Net cash (used in) provided by financing activities |
|
(44,428 |
) |
|
162,825 |
|
|
Effect of exchange rates on cash. |
|
(13 |
) |
|
(65 |
) |
|
Net (decrease) increase in cash and cash equivalents |
|
(109,011 |
) |
|
122,727 |
|
|
Cash and cash equivalents at beginning of year |
|
149,412 |
|
|
26,685 |
|
|
Cash and cash equivalents at end of year |
$ |
40,401 |
|
$ |
149,412 |
|
|
Supplemental disclosure of cash flow information |
|
|
|||||
Cash paid for interest, net of amounts capitalized |
$ |
154 |
|
$ |
? |
|
|
Cash paid for taxes, net of refunds |
$ |
(20 |
) |
$ |
565 |
|
|
Supplemental disclosure of non-cash investing and financing activities |
|
|
|||||
Property and equipment costs included in accounts payable, accrued expenses and other liabilities |
$ |
39,037 |
|
$ |
37,275 |
|
|
Purchase of equipment and prepaid maintenance services under capital financing arrangements |
$ |
? |
|
$ |
5,068 |
|
|
Capitalized stock-based compensation included in property and equipment costs |
$ |
860 |
|
$ |
789 |
|
|
Financed sale of intangible assets held for sale |
$ |
290 |
|
$ |
? |
|
|
Purchase price for asset and business acquisitions included in accrued expenses and other liabilities |
$ |
? |
|
$ |
4,913 |
|
|
Debt issuance costs included in accrued expenses and other liabilities |
$ |
? |
|
$ |
164 |
|
|
Tax effect on equity component of Convertible Notes |
$ |
? |
|
$ |
5,686 |
|
Boingo Wireless, Inc. |
||||||||||||||||
Reconciliation of Net (Loss) Income Attributable to Common Stockholders to Adjusted EBITDA |
||||||||||||||||
(Unaudited) |
||||||||||||||||
(In thousands) |
||||||||||||||||
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
|
2019 |
|
2018 |
|
2019 |
|
2018 |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Net (loss) income attributable to common stockholders |
|
$ |
(5,172 |
) |
|
$ |
416 |
|
|
$ |
(10,296 |
) |
|
$ |
(1,220 |
) |
Depreciation and amortization of property and equipment |
|
|
18,112 |
|
|
|
22,068 |
|
|
|
70,862 |
|
|
|
78,837 |
|
Stock-based compensation expense |
|
|
2,162 |
|
|
|
3,041 |
|
|
|
8,596 |
|
|
|
12,268 |
|
Amortization of intangible assets |
|
|
1,206 |
|
|
|
1,203 |
|
|
|
4,571 |
|
|
|
3,710 |
|
Income tax benefit |
|
|
(282 |
) |
|
|
(5,351 |
) |
|
|
(28 |
) |
|
|
(5,153 |
) |
Interest expense and amortization of debt discount |
|
|
1,877 |
|
|
|
2,342 |
|
|
|
8,618 |
|
|
|
2,400 |
|
Interest income and other expense, net |
|
|
(417 |
) |
|
|
(606 |
) |
|
|
(2,017 |
) |
|
|
(513 |
) |
Non-controlling interests |
|
|
8 |
|
|
|
42 |
|
|
|
19 |
|
|
|
1,489 |
|
Restructuring charges |
|
|
2,298 |
|
|
? |
|
|
|
2,298 |
|
|
? |
|
||
Adjusted EBITDA |
|
$ |
19,792 |
|
|
$ |
23,155 |
|
|
$ |
82,623 |
|
|
$ |
91,818 |
|
Boingo Wireless, Inc. |
|||||||||||||||
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flows |
|||||||||||||||
(Unaudited) |
|||||||||||||||
(In thousands) |
|||||||||||||||
|
|
|
|
||||||||||||
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
2019 |
|
2018 |
|
2019 |
|
2018 |
||||||||
Net cash provided by operating activities |
$ |
27,639 |
|
|
$ |
22,487 |
|
|
$ |
108,710 |
|
|
$ |
93,321 |
|
Purchases of property and equipment |
|
(32,241 |
) |
|
|
(36,199 |
) |
|
|
(133,696 |
) |
|
|
(108,730 |
) |
Free cash flows |
$ |
(4,602 |
) |
|
$ |
(13,712 |
) |
|
$ |
(24,986 |
) |
|
$ |
(15,409 |
) |
Boingo Wireless, Inc. |
||||||||||||
Revenue Summary |
||||||||||||
(Unaudited) |
||||||||||||
(In thousands) |
||||||||||||
|
|
|
|
|
||||||||
|
|
Three Months Ended
|
|
Year Ended
|
||||||||
|
|
2019 |
|
2018 |
|
2019 |
|
2018 |
||||
Revenue: |
|
|
|
|
|
|
|
|
||||
Military/multifamily |
|
$ |
23,965 |
|
$ |
23,387 |
|
$ |
97,899 |
|
$ |
77,721 |
DAS |
|
|
22,016 |
|
|
25,276 |
|
|
97,447 |
|
|
95,216 |
Wholesale?Wi-Fi |
|
|
11,114 |
|
|
11,053 |
|
|
44,052 |
|
|
47,481 |
Retail |
|
|
3,309 |
|
|
3,666 |
|
|
14,728 |
|
|
17,630 |
Advertising and other |
|
|
3,652 |
|
|
4,426 |
|
|
9,664 |
|
|
12,773 |
Total revenue |
|
$ |
64,056 |
|
$ |
67,808 |
|
$ |
263,790 |
|
$ |
250,821 |
Boingo Wireless, Inc. |
|||||||
Key Business Metrics |
|||||||
(Unaudited) |
|||||||
(In thousands) |
|||||||
|
|
|
|
||||
|
Three Months Ended
|
|
Year Ended
|
||||
|
2019 |
|
2018 |
|
2019 |
|
2018 |
Key business metrics: |
|
|
|
|
|
|
|
DAS nodes(1) |
38.1 |
|
29.9 |
|
38.1 |
|
29.9 |
DAS nodes in backlog(2) |
11.7 |
|
13.8 |
|
11.7 |
|
13.8 |
Subscribers?military(3) |
133 |
|
138 |
|
133 |
|
138 |
Subscribers?retail(3) |
81 |
|
122 |
|
81 |
|
122 |
Connects(4) |
89,364 |
|
67,118 |
|
343,121 |
|
277,744 |
__________________________________
(1) |
This metric represents the number of active DAS nodes as of the end of the period. A DAS node is a single communications endpoint, typically an antenna, which transmits or receives radio frequency signals wirelessly. This measure is an indicator of the reach of the Company's DAS network. |
|
(2) |
This metric represents the number of DAS nodes under contract but not yet active as of the end of the period. |
|
(3) |
This metric represents the number of paying customers who are on a month-to-month subscription plan at a given period end. |
|
(4) |
This metric shows how often individuals connect to the Company's global Wi-Fi network in a given period. The connects include wholesale and retail customers in both customer pay locations and customer free locations where Boingo is a paid service provider or receives sponsorship or promotion fees. The Company counts each connect as a single connect regardless of how many times that individual accesses the network at a given venue during their 24-hour period. This measure is an indicator of paid activity throughout Boingo's network. |
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