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TMCNet:  Rackspace Hosting Reports First Quarter 2014 Results

[May 12, 2014]

Rackspace Hosting Reports First Quarter 2014 Results

SAN ANTONIO --(Business Wire)--

Rackspace® Hosting, Inc. (NYSE: RAX) announced financial results for the quarter ended March�31, 2014.

Net revenue for the first quarter of 2014 was $421 million, up 3.2% from the previous quarter and 16% from the first quarter of 2013. Net revenue for the first quarter of 2014 was positively impacted by currency exchange rates when compared to the previous quarter by $2.4�million and positively impacted when compared to the first quarter of 2013 by $6.6 million.

For the second quarter of 2014, the company is forecasting quarter-over-quarter sequential net revenue growth of 3% to 4.5%, resulting in net revenue in the range of $434 million to $440 million.

"Our first quarter revenue growth came in as expected and we expect growth to improve in the second quarter," said Graham Weston, Chairman and CEO. "We are encouraged by qualitative factors, including the thousands of new customers we added in the quarter, including one of the largest we've ever landed. We also added significant new workloads for existing customers including Alex and Ani, Appboy, Clarks shoes, Under Armour and SunPower. Each of these customers values our managed cloud approach and chose us over providers of less expensive unmanaged infrastructure."

Total server count increased to 106,229, up from 103,886 servers at the end of the previous quarter.

Adjusted EBITDA(1) for the quarter was $140 million, a 5.8% increase compared to the fourth quarter of 2013. Adjusted EBITDA margin for the quarter was 33.2% compared to 32.4% in the previous quarter.

The company expects Adjusted EBITDA margin to be in the range of 32% to 34% in the second quarter of 2014.

Net income was $25 million for the quarter, up 22.3% from the previous quarter. Net income margin for the quarter was 6.0% compared to 5.1% for the previous quarter.

Cash flow from operating activities was $142 million for the first quarter of 2014. Capital expenditures were $101�million, including $61 million for purchases of customer gear, $11 million for data center build outs, $9 million for office build outs and $20 million for capitalized software and other projects.

Adjusted Free Cash Flow(1) for the quarter was $40 million. Return on Capital(1) was 11.4% in the first quarter, compared to 9.6% in the prior quarter. Average monthly revenue per server was $1,336, compared to $1,322 in the prior quarter.

At the end of the first quarter of 2014, cash and cash equivalents were $314 million, and interest-bearing debt including capital lease obligations totaled $53 million.

On a worldwide basis, Rackspace employed 5,743 Rackers as of March�31, 2014, up from 5,651 in the previous quarter.

Rackspace Business Highlights

  • Rackspace appointed Ryan Neading chief information officer.�Neading will be responsible for the Rackspace billing systems, internal IT systems and tools, technology operations, operational metrics and interfacing with external suppliers and resource providers. Neading brings with him over a decade of leadership experience and specialization in the high tech industry. Prior to joining Rackspace, Neading served as the co-leader of eBay's development site in Austin.
  • Rackspace launched its Digital Services Practice to provide digital marketing expertise. Rackspace Digital delivers expertise to help companies more effectively engage with customers via a website, portal/extranet, mobile app or online store. By working hand-in-hand with software platforms and system integrators, Rackspace Digital provides reliable, fully managed service to help ensure the customer's brand is never compromised.
  • Rackspace ranked No. 26 on the Sunday Times "Top 100 Best Companies to Work for in London" list. This is the ninth consecutive year Rackspace has received this award. The Sunday Times recognized Rackspace for its attitude towards Racker training and personal development and reports that Rackspace employees love their jobs, have competitive salaries, and have opportunities for personal career development.
  • Rackspace, along with Digital Realty Trust, Inc., broke ground on a new 130,000 square foot data center facility located in Crawley, West Sussex. The 15 acre campus will eventually consist of four data suites with 10 MW of total capacity. The initial outlay, which provides 6 MW across two data suites, is due to be delivered in the first half of 2015.
  • Rackspace launched ObjectRocket, its NoSQL MongoDB Database-as-a-Service (DBaaS), in its UK data center. With the open source-based MongoDB solution, Rackspace will broaden its portfolio to offer European customers a NoSQL DBaaS for big data applications. This offering will be built upon hardware optimized specifically for MongoDB and will be easily accessed and integrated into existing systems. ObjectRocket is a sharded and fully managed MongoDB service built with a set of tools and APIs designed to maximize uptime and reduce administration time - all supported by Rackspace Fanatical Support®.

Conference Call and Webcast

Management will host a conference call to discuss the results starting today at 4:30 p.m. ET. To access the conference call from the United States and Canada please dial 877-246-4118, from the United Kingdom please dial 0800-496-0445, and from Hong Kong please dial 800-900-872.

A live webcast and a replay of the conference call will be available on Rackspace's website, located at http://ir.rackspace.com.

About Rackspace Hosting

Rackspace (NYSE: RAX) is a leader in managed cloud and founder of OpenStack®, the open-source operating system for the cloud. Hundreds of thousands of customers look to Rackspace to deliver the best-fit infrastructure for their IT needs, leveraging a product portfolio that allows workloads to run where they perform best-whether on the public cloud, private cloud, dedicated servers, or a combination of platforms. The company's award-winning Fanatical Support® helps customers successfully architect, deploy and run their most critical applications. Headquartered in San Antonio, TX, Rackspace operates data centers on four continents. Rackspace is featured on Fortune's list of 100 Best Companies to Work For. For more information, visit www.rackspace.com.

Forward-Looking Statements

This press release contains forward-looking statements that involve risks, uncertainties and assumptions. If such risks or uncertainties materialize or such assumptions prove incorrect, the results of Rackspace Hosting could differ materially from those expressed or implied by such forward-looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including any statements concerning expected operational and financial results, long-term investment strategies, growth plans, expected results from the integration of technologies and acquired businesses, or the performance or market share relating to products and services; any statements of expectation or belief; and any statements or assumptions underlying any of the foregoing. Risks, uncertainties and assumptions include infrastructure failures; the deterioration of economic conditions or fluctuations, disruptions, instability or downturns in the economy; the effectiveness of managing company growth; technological and competitive factors; regulatory factors; and other risks that are described in Rackspace Hosting's Form 10-K for the year ended December�31, 2013, filed with the SEC on March�3, 2014, and in Rackspace Hosting's Form 10-Q for the quarter ended March�31, 2014. Except as required by law, Rackspace Hosting assumes no obligation to update these forward-looking statements publicly or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.



Consolidated Statements of Income
(Unaudited)
Three Months Ended
(In thousands, except per share data)

March 31,
2013

December 31,
2013

March 31,
2014

Net revenue $ 362,200 $ 408,103 $ 421,047
Costs and expenses:
Cost of revenue (1) 113,610 133,821 140,417
Research and development (1) 18,375 24,849 25,192
Sales and marketing (1) 49,814 55,465 57,359
General and administrative (1) 67,477 79,128 71,150
Depreciation and amortization 70,111 87,683 87,805
Total costs and expenses 319,387 380,946 381,923
Income from operations 42,813 27,157 39,124
Other income (expense):
Interest expense (940 ) (656 ) (495 )
Interest and other income (expense) 199 405 265
Total other income (expense) (741 ) (251 ) (230 )
Income before income taxes 42,072 26,906 38,894
Income taxes 14,811 6,108 13,448
Net income $ 27,261 $ 20,798 $ 25,446
Net income per share
Basic $ 0.20 $ 0.15 $ 0.18
Diluted $ 0.19 $ 0.14 $ 0.18
Weighted average number of shares outstanding
Basic 137,742 139,875 141,048
Diluted 143,177 144,024 143,815

(1) As previously reported in the 10-Q filing for the three months ended March 31, 2013, certain reclassifications have been made to prior period amounts in order to conform to the current period's presentation. For more information, refer to our Form 10-Q for the quarter ended March�31, 2014.

� � � �

Consolidated Balance Sheets

� (In thousands)

December 31,
2013

March 31,
2014

(Unaudited) ASSETS Current assets: Cash and cash equivalents $ 259,733 $ 313,835 Accounts receivable, net of allowance for doubtful accounts and customer credits of $3,891 as of December 31, 2013 and $4,548 as of March 31, 2014 123,898 118,507 Deferred income taxes 12,637 11,592 Prepaid expenses 30,782 27,175 Other current assets � 11,918 � � 12,277 � Total current assets 438,968 483,386 � Property and equipment, net 890,776 925,136 Goodwill 81,084 81,084 Intangible assets, net 23,880 21,863 Other non-current assets � 57,089 � � 55,480 � Total assets $ 1,491,797 � $ 1,566,949 � � LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 122,047 $ 148,180 Accrued compensation and benefits 62,459 57,316 Income and other taxes payable 11,388 18,927 Current portion of deferred revenue 22,868 21,550 Current portion of capital lease obligations 37,885 31,462 Current portion of debt � 1,861 � � 1,888 � Total current liabilities 258,508 279,323 � Non-current liabilities: Deferred revenue 3,662 2,935 Capital lease obligations 25,048 19,905 Finance lease obligations for assets under construction - 17,604 Debt 124 71 Deferred income taxes 69,729 61,282 Deferred rent 43,046 45,377 Other liabilities � 36,268 � � 40,440 � Total liabilities 436,385 466,937 � COMMITMENTS AND CONTINGENCIES � Stockholders' equity: Common stock 141 142 Additional paid-in capital 636,660 652,994 Accumulated other comprehensive loss (4,536 ) (1,717 ) Retained earnings � 423,147 � � 448,593 � Total stockholders' equity � 1,055,412 � � 1,100,012 � Total liabilities and stockholders' equity $ 1,491,797 � $ 1,566,949 � �
� � Consolidated Statements of Cash Flows (Unaudited)Three Months Ended (in thousands)

March 31,
2013

� �

December 31,
2013

� �

March 31,
2014

Cash Flows From Operating Activities Net income $ 27,261 $ 20,798 $ 25,446 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 70,111 87,683 87,805 Loss on disposal of equipment, net 240 100 228 Provision for bad debts and customer credits 1,060 655 1,813 Deferred income taxes 6,553 (12,407 ) (10,119 ) Deferred rent 3,965 2,279 2,256 Share-based compensation expense 12,183 17,188 12,732 Excess tax benefits from share-based compensation arrangements (4,299 ) (16,156 ) (15,100 ) Changes in certain assets and liabilities: Accounts receivable (6,268 ) (10,344 ) 3,870 Prepaid expenses and other current assets (5,637 ) 6,290 3,337 Accounts payable and accrued expenses 3,062 8,355 30,251 Deferred revenue 1,242 4,176 (2,110 ) All other operating activities � 4,320 � � 901 � � 1,250 � Net cash provided by operating activities 113,793 109,518 141,659 � Cash Flows From Investing Activities Purchases of property and equipment (105,541 ) (126,723 ) (84,953 ) Acquisitions, net of cash acquired (6,203 ) (3,727 ) - All other investing activities � 8 � � 110 � � 455 � Net cash used in investing activities (111,736 ) (130,340 ) (84,498 ) � Cash Flows From Financing Activities Principal payments of capital leases (18,938 ) (14,652 ) (12,586 ) Principal payments of notes payable (51 ) (52 ) (52 ) Payments for deferred acquisition obligations (1,179 ) (57 ) (57 ) Receipt of Texas Enterprise Fund grant - - 5,500 Common shares withheld for employee withholding taxes - - (13,620 ) Proceeds from employee stock plans 1,714 8,971 2,122 Excess tax benefits from share-based compensation arrangements � 4,299 � � 16,156 � � 15,100 � Net cash provided by (used in) financing activities (14,155 ) 10,366 (3,593 ) � Effect of exchange rate changes on cash and cash equivalents (1,336 ) 194 534 � � � Increase (decrease) in cash and cash equivalents (13,434 ) (10,262 ) 54,102 � Cash and cash equivalents, beginning of period 292,061 269,995 259,733 � � � Cash and cash equivalents, end of period $ 278,627 � $ 259,733 � $ 313,835 � � Supplemental Cash Flow Information: Non-cash purchases of property and equipment $ 19,858 $ (4,116 ) $ 15,741 �
� � Key Metrics - Quarter to Date (Unaudited)Three Months Ended (Dollar amounts in thousands, except average monthly revenue per server)

March 31,
2013

� �

June 30,
2013

� �

September 30,
2013

� �

December 31,
2013

� �

March 31,
2014

Growth Dedicated cloud, net revenue $ 271,311 $ 276,845 $ 280,215 $ 291,265 $ 299,689 Public cloud, net revenue $ 90,889 � $ 99,002 � $ 108,421 � $ 116,838 � $ 121,358 � Net revenue $ 362,200 $ 375,847 $ 388,636 $ 408,103 $ 421,047 Revenue growth (year over year) 20.2 % 17.8 % 15.7 % 15.6 % 16.2 % � Net upgrades (monthly average) 0.9 % 1.5 % 1.5 % 1.1 % 0.9 % Churn (monthly average) � -0.8 % � -0.8 % � -0.8 % � -0.7 % � -0.6 % Growth in installed base (monthly average) (2) 0.1 % 0.7 % 0.7 % 0.4 % 0.3 % � Number of employees (Rackers) at period end 5,043 5,272 5,450 5,651 5,743 Number of servers deployed at period end 94,122 98,884 101,967 103,886 106,229 Average monthly revenue per server $ 1,308 $ 1,298 $ 1,290 $ 1,322 $ 1,336 � Profitability Income from operations $ 42,813 $ 35,404 $ 27,762 $ 27,157 $ 39,124 Depreciation and amortization $ 70,111 $ 74,460 $ 80,753 $ 87,683 $ 87,805 Share-based compensation expense Cost of revenue $ 2,519 $ 2,735 $ 3,453 $ 3,877 $ 3,791 Research and development $ 1,528 $ 1,813 $ 2,306 $ 2,521 $ 2,780 Sales and marketing $ 1,658 $ 1,744 $ 2,149 $ 1,766 $ 2,091 General and administrative $ 6,478 � $ 7,023 � $ 9,051 � $ 9,024 � $ 4,070 � Total share-based compensation expense $ 12,183 � $ 13,315 � $ 16,959 � $ 17,188 � $ 12,732 � Adjusted EBITDA (1) $ 125,107 $ 123,179 $ 125,474 $ 132,028 $ 139,661 � Adjusted EBITDA margin 34.5 % 32.8 % 32.3 % 32.4 % 33.2 % � Operating income margin 11.8 % 9.4 % 7.1 % 6.7 % 9.3 % � Income from operations $ 42,813 $ 35,404 $ 27,762 $ 27,157 $ 39,124 Effective tax rate � 35.2 % � 34.7 % � 40.7 % � 22.7 % � 34.6 % Net operating profit after tax (NOPAT) (1) $ 27,743 $ 23,119 $ 16,463 $ 20,992 $ 25,587 NOPAT margin 7.7 % 6.2 % 4.2 % 5.1 % 6.1 % � Capital efficiency and returns Interest bearing debt $ 105,807 $ 88,434 $ 72,579 $ 64,918 $ 53,326 Stockholders' equity $ 879,035 $ 933,897 $ 988,708 $ 1,055,412 $ 1,100,012 Less: Excess cash $ (235,163 ) $ (217,950 ) $ (223,359 ) $ (210,761 ) $ (263,309 ) Capital base $ 749,679 $ 804,381 $ 837,928 $ 909,569 $ 890,029 Average capital base $ 734,493 $ 777,030 $ 821,155 $ 873,749 $ 899,799 Capital turnover (annualized) 1.97 1.93 1.89 1.87 1.87 � Return on capital (annualized) (1) 15.1 % 11.9 % 8.0 % 9.6 % 11.4 % � Capital expenditures Cash purchases of property and equipment $ 105,541 $ 119,836 $ 100,496 $ 126,723 $ 84,953 Non-cash purchases of property and equipment (3) $ 19,858 � $ (13,311 ) $ 17,062 � $ (4,116 ) $ 15,741 � Total capital expenditures $ 125,399 $ 106,525 $ 117,558 $ 122,607 $ 100,694 � Customer gear $ 85,690 $ 73,022 $ 73,784 $ 65,291 $ 60,688 Data center build outs $ 13,228 $ 10,085 $ 12,441 $ 22,524 $ 10,963 Office build outs $ 7,860 $ 1,683 $ 6,700 $ 14,860 $ 9,212 Capitalized software and other projects $ 18,621 � $ 21,735 � $ 24,633 � $ 19,932 � $ 19,831 � Total capital expenditures $ 125,399 $ 106,525 $ 117,558 $ 122,607 $ 100,694 � Infrastructure capacity and utilization Megawatts under contract at period end 59.4 59.6 60.0 60.0 58.1 Megawatts available for use at period end 38.8 44.4 46.9 46.9 45.3 Megawatts utilized at period end 24.7 26.0 27.0 27.4 28.1 Annualized net revenue per average Megawatt of power utilized $ 59,499 $ 59,305 $ 58,662 $ 60,015 $ 60,691 �

(1) See discussion and reconciliation of our Non-GAAP financial measures to the most comparable GAAP measures below.

(2) Due to rounding, totals may not equal the sum of the line items in the table above.

(3) Non-cash purchases of property and equipment represents changes in amounts accrued for purchases under vendor financing and other deferred payment arrangements.

� � Consolidated Quarterly Statements of Income (Unaudited)Three Months Ended (In thousands)

March 31,
2013

� �

June 30,
2013

� �

September 30,
2013

� �

December 31,
2013

� �

March 31,
2014

Net revenue $ 362,200 $ 375,847 $ 388,636 $ 408,103 $ 421,047 Costs and expenses: Cost of revenue 113,610 117,658 127,404 133,821 140,417 Research and development 18,375 23,216 23,773 24,849 25,192 Sales and marketing 49,814 52,269 50,869 55,465 57,359 General and administrative 67,477 72,840 78,075 79,128 71,150 Depreciation and amortization � 70,111 � � 74,460 � � 80,753 � � 87,683 � � 87,805 � Total costs and expenses � 319,387 � � 340,443 � � 360,874 � � 380,946 � � 381,923 � Income from operations � 42,813 � � 35,404 � � 27,762 � � 27,157 � � 39,124 � Other income (expense): Interest expense (940 ) (833 ) (689 ) (656 ) (495 ) Interest and other income (expense) � 199 � � (303 ) � 440 � � 405 � � 265 � Total other income (expense) � (741 ) � (1,136 ) � (249 ) � (251 ) � (230 ) Income before income taxes 42,072 34,268 27,513 26,906 38,894 Income taxes � 14,811 � � 11,901 � � 11,202 � � 6,108 � � 13,448 � Net income $ 27,261 � $ 22,367 � $ 16,311 � $ 20,798 � $ 25,446 � � � Three Months Ended (Percent of net revenue)

March 31,
2013

June 30,
2013

September 30,
2013

December 31,
2013

March 31,
2014

Net revenue 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % Costs and expenses: Cost of revenue 31.4 % 31.3 % 32.8 % 32.8 % 33.3 % Research and development 5.1 % 6.2 % 6.1 % 6.1 % 6.0 % Sales and marketing 13.8 % 13.9 % 13.1 % 13.6 % 13.6 % General and administrative 18.6 % 19.4 % 20.1 % 19.4 % 16.9 % Depreciation and amortization � 19.4 % � 19.8 % � 20.8 % � 21.5 % � 20.9 % Total costs and expenses � 88.2 % � 90.6 % � 92.9 % � 93.3 % � 90.7 % Income from operations � 11.8 % � 9.4 % � 7.1 % � 6.7 % � 9.3 % Other income (expense): Interest expense (0.3 )% (0.2 )% (0.2 )% (0.2 )% (0.1 )% Interest and other income (expense) � 0.1 % � (0.1 )% � 0.1 % � 0.1 % � 0.1 % Total other income (expense) � (0.2 )% � (0.3 )% � (0.1 )% � (0.1 )% � (0.1 )% Income before income taxes 11.6 % 9.1 % 7.1 % 6.6 % 9.2 % Income taxes � 4.1 % � 3.2 % � 2.9 % � 1.5 % � 3.2 % Net income � 7.5 % � 6.0 % � 4.2 % � 5.1 % � 6.0 % � Due to rounding, totals may not equal the sum of the line items in the table above. �

(1) Non-GAAP Financial Measures

Adjusted EBITDA (Non-GAAP financial measure)

We use Adjusted EBITDA as a supplemental measure to review and assess our performance.�We define Adjusted EBITDA as net income, plus income taxes, total other (income) expense, depreciation and amortization, and non-cash charges for share-based compensation.

Adjusted EBITDA is a metric that is used in our industry by the investment community for comparative and valuation purposes. We disclose this metric in order to support and facilitate the dialogue with research analysts and investors.

Note that Adjusted EBITDA is not a measure of financial performance under accounting principles generally accepted in the United States (GAAP) and should not be considered a substitute for operating income, which we consider to be the most directly comparable GAAP measure. Adjusted EBITDA has limitations as an analytical tool, and when assessing our operating performance, you should not consider Adjusted EBITDA in isolation or as a substitute for net income or other consolidated income statement data prepared in accordance with GAAP. Other companies may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

See our reconciliation of Adjusted EBITDA to net income in the table below:

� � Three Months Ended (Dollars in thousands)

March 31,
2013

� �

June 30,
2013

� �

September 30,
2013

� �

December 31,
2013

� �

March 31,
2014

Net revenue $ 362,200 $ 375,847 $ 388,636 $ 408,103 $ 421,047 � Income from operations $ 42,813 $ 35,404 $ 27,762 $ 27,157 $ 39,124 � Net income $ 27,261 $ 22,367 $ 16,311 $ 20,798 $ 25,446 Plus: Income taxes 14,811 11,901 11,202 6,108 13,448 Plus: Total other (income) expense 741 1,136 249 251 230 Plus: Depreciation and amortization 70,111 74,460 80,753 87,683 87,805 Plus: Share-based compensation expense � 12,183 � � 13,315 � � 16,959 � � 17,188 � � 12,732 � Adjusted EBITDA $ 125,107 $ 123,179 $ 125,474 $ 132,028 $ 139,661 � Operating income margin 11.8 % 9.4 % 7.1 % 6.7 % 9.3 % � Adjusted EBITDA margin 34.5 % 32.8 % 32.3 % 32.4 % 33.2 % �

Return on Capital (ROC) (Non-GAAP financial measure)

We define Return on Capital (ROC) as follows:

ROC = Net operating profit after tax (NOPAT)

Average capital base

NOPAT = Income from operations x (1 - effective tax rate)

Average capital base = Average of (interest bearing debt + stockholders' equity - excess cash) = Average of (total assets - excess cash - accounts payable and accrued expenses, accrued compensation and benefits, and income and other taxes payable - deferred revenue - other non-current liabilities, deferred income taxes, deferred rent and finance lease obligations for assets under construction); calculated on a quarterly basis.

We define excess cash as the amount of cash and cash equivalents that exceeds our operating cash requirements, which is calculated as three percent of our annualized net revenue for the three months prior to the period end.�We will periodically review the calculation and adjust it to reflect our projected cash requirements for the upcoming year.

We believe that ROC is an important metric for investors in evaluating our company's performance. ROC relates after-tax operating profits with the capital that is placed into service. It is therefore a performance metric that incorporates both the Statement of Comprehensive Income and the Balance Sheet.�ROC measures how successfully capital is deployed within a company.

Note that ROC is not a measure of financial performance under GAAP and should not be considered a substitute for return on assets, which we calculate directly from amounts on the Statement of Comprehensive Income and the Balance Sheet. ROC has limitations as an analytical tool, and when assessing our operating performance, you should not consider ROC in isolation or as a substitute for other financial data prepared in accordance with GAAP. Other companies may calculate ROC differently than we do, limiting its usefulness as a comparative measure.

See our reconciliation of the calculation of ROC to the calculation of return on assets in the table below:

� � Three Months Ended (Dollars in thousands)

March 31,
2013

� �

June 30,
2013

� �

September 30,
2013

� �

December 31,
2013

� �

March 31,
2014

Income from operations $ 42,813 $ 35,404 $ 27,762 $ 27,157 $ 39,124 Effective tax rate � 35.2 % � 34.7 % � 40.7 % � 22.7 % � 34.6 % Net operating profit after tax (NOPAT) $ 27,743 $ 23,119 $ 16,463 $ 20,992 $ 25,587 � Net income $ 27,261 $ 22,367 $ 16,311 $ 20,798 $ 25,446 � Total assets at period end $ 1,348,350 $ 1,377,928 $ 1,451,769 $ 1,491,797 $ 1,566,949 Less: Excess cash (235,163 ) (217,950 ) (223,359 ) (210,761 ) (263,309 ) Less: Accounts payable and accrued expenses, accrued compensation and benefits, and income and other taxes payable (197,686 ) (178,552 ) (213,268 ) (195,894 ) (224,423 ) Less: Deferred revenue (current and non-current) (21,811 ) (22,636 ) (22,211 ) (26,530 ) (24,485 ) Less: Other non-current liabilities, deferred income taxes, deferred rent, and finance lease obligations for assets under construction � (144,011 ) � (154,409 ) � (155,003 ) � (149,043 ) � (164,703 ) Capital base $ 749,679 $ 804,381 $ 837,928 $ 909,569 $ 890,029 � Average total assets $ 1,321,951 $ 1,363,139 $ 1,414,849 $ 1,471,783 $ 1,529,373 Average capital base $ 734,493 $ 777,030 $ 821,155 $ 873,749 $ 899,799 � Return on assets (annualized) 8.2 % 6.6 % 4.6 % 5.7 % 6.7 % Return on capital (annualized) 15.1 % 11.9 % 8.0 % 9.6 % 11.4 % �

Adjusted Free Cash Flow (Non-GAAP financial measure)

We define Adjusted Free Cash Flow as Adjusted EBITDA plus non-cash deferred rent, less total capital expenditures (including non-cash purchases of property and equipment), cash payments for interest, net, and cash payments for income taxes, net.

We believe that Adjusted Free Cash Flow is a performance metric used by investors to evaluate the strength and performance of a company's ongoing business. Note that Adjusted Free Cash Flow is not a measure of financial performance under GAAP and may not be comparable to similarly titled measures reported by other companies.

See our reconciliation of Adjusted Free Cash Flow to Adjusted EBITDA below, as well as our reconciliation of Adjusted EBITDA to net income provided above.

� � Three Months Ended � � Three Months Ended (In thousands) March 31, 2013 March 31, 2014 Adjusted EBITDA $ 125,107 $ 139,661 Non-cash deferred rent 3,965 2,256 Total capital expenditures (125,399 ) (100,694 ) Cash payments for interest, net (1,051 ) (432 ) Cash payments for income taxes, net � (3,839 ) � (886 ) Adjusted free cash flow $ (1,217 ) $ 39,905 �


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