Cambium Learning Group Reports Third Quarter 2018 Financial Results

Year-to-Date Results Demonstrate Bookings Strength and Margin Expansion

DALLAS, Nov. 01, 2018 (GLOBE NEWSWIRE) -- Cambium Learning^® Group, Inc. ABCD the ", Company", ))), a leading educational technology solutions company committed to helping all students reach their full potential, announced today financial results for its third quarter ended September 30, 2018.

THIRD QUARTER 2018 RESULTS

"Cambium Learning Group's momentum continued in the all-important 2018 back-to-school selling season, with our year-to-date results driving Bookings growth and profit expansion over last year," stated John Campbell, Chief Executive Officer. "Third quarter Bookings grew 6% compared to the third quarter of 2017, led by strong performances in our SaaS segments of 7% at Learning A-Z and 31% at ExploreLearning. Our Adjusted EBITDA and cash income margins each expanded 300 basis points, even as we make planned investments in development, marketing and sales initiatives to support the long-term growth of our digital solutions. We were recognized again for our excellence in effective and high-quality instructional technologies winning an impressive 14 Education Software Review (EDDIE) Awards for 2018, with Learning A-Z winning 12 awards and ExploreLearning winning two, confirming that teachers trust that our solutions work in the classroom. We are continuing to execute our strategy consistently, focused on leveraging technology to deliver unique, personalized, adaptive, scalable and effective solutions that tap every learner's potential, keep teachers at the center of education, and focus on data, instruction, and practice as the keys to success in the classroom and beyond."

As previously announced on October 15, 2018, the Company has entered into a definitive merger agreement with certain affiliates of Veritas Capital, a leading private equity investment firm, for the acquisition of the Company.

Financial Snapshot

For the quarter ended September 30, 2018, the Company reported the following financial results:

Nine Months Ended September 30, 2018 Financial Highlights

• Generally Accepted Accounting Principles (GAAP) net revenues for the nine months ended September 30, 2018 increased by $2.5 million, or 2%, to $122.3 million compared with $119.9 million in 2017. GAAP net revenues by segment for the nine months ended September 30, 2018, and the change from the same period of 2017, were as follows:
  
  
  • Learning A-Z^® - $59.5 million, increased $4.2 million or 8%
    
    
  • ExploreLearning^® - $23.2 million, increased $2.5 million or 12%
    
    
  • Voyager Sopris Learning^® - $39.6 million, decreased $(4.3) million or (10)%
    
    
• Bookings for the nine months ended September 30, 2018 increased by 7% to $135.8 million, compared with $127.4 million in the nine months ended September 30, 2017, with growth at the Learning A-Z and ExploreLearning segments offset by a decline in the Voyager Sopris Learning segment.
  
  
• The Company reported GAAP net income of $12.9 million during the nine months ended September 30, 2018, decreasing $1.9 million compared to net income of $14.8 million during the nine months ended September 30, 2017. Net income includes expenses of $2.1 million related to the Company's definitive agreement to acquire VKIDZ Holdings Inc. ("VKidz") and its review of strategic alternatives and subsequent merger agreement with certain affiliates of Veritas Capital, in addition to higher tax expense. The Company's effective tax rate for the nine months ended September 30, 2018 is higher than the effective tax rate for the nine months ended September 30, 2017 as a result of reducing most of the valuation allowance against most of the Company's deferred tax assets in the fourth quarter of 2017.
  
  
• Adjusted EBITDA was $37.4 million, increasing $1.4 million from $36.0 million in 2017. The increase in GAAP net revenues, along with a greater portion of the top-line mix coming from the higher margin Learning A-Z and ExploreLearning segments, drove improvement in Adjusted EBITDA.
  
  
• Net interest expense was $2.7 million for the nine months ended September 30, 2018, down $1.2 million from the nine months ended September 30, 2017 as a result of the scheduled debt amortization payments and voluntary prepayments made during 2017.
  
  
• Cash Income was $36.5 million for the nine months ended September 30, 2018 compared to Cash Income of $28.6 million for the nine months ended September 30, 2017. Capital expenditures totaled $12.1 million in the nine months ended September 30, 2018 versus $13.9 million in the nine months ended September 30, 2017.
  
  
• The Company had cash and cash equivalents of $26.3 million at September 30, 2018. For the nine months ended September 30, 2018, cash provided by operations was $33.2 million, cash used in investing activities was $12.1 million, and cash used in financing activities was $3.4 million. At September 30, 2018, the principal amount of term loans outstanding was $44.0 million, there was $29.8 million available under the revolving credit facility and no borrowings were outstanding.
  
  
• The Company's technology-enabled products continue to receive industry recognition. The Company was recently awarded 14 Education Software Review (EDDIE) Awards for 2018, with Learning A-Z receiving 12 EDDIE awards, and ExploreLearning receiving two EDDIE awards.

Third Quarter 2018 Financial Highlights

• GAAP net revenues for the third quarter of 2018 increased by $1.2 million, or 3%, to $44.7 million compared with $43.5 million in 2017. GAAP net revenues by segment for the three months ended September 30, 2018, and the change from the same period of 2017, were as follows:
  
  
  • Learning A-Z - $20.0 million, increased $1.5 million or 8%
    
    
  • ExploreLearning - $8.0 million, increased $0.8 million or 11%
    
    
  • Voyager Sopris Learning - $16.8 million, decreased $(1.1) million or (6)%
    
    
• Bookings for the third quarter of 2018 were $82.9 million, an increase of 6% compared with $78.5 million in the third quarter of 2017.
  
  
• The Company reported net income of $5.9 million during the third quarter of 2018, decreasing $0.6 million compared to net income of $6.5 million during the third quarter of 2017. Net income includes expenses of $1.0 million related to the Company's definitive agreement to acquire VKIDZ Holdings Inc. and its review of strategic alternatives and subsequent merger agreement with certain affiliates of Veritas Capital, in addition to higher tax expense.
  
  
• Adjusted EBITDA for the third quarter of 2018 was $15.9 million, increasing $1.7 million from $14.1 million in 2017. The increase in GAAP net revenues, along with a greater portion of the top-line mix coming from the higher margin Learning A-Z and ExploreLearning segments, drove improvement in Adjusted EBITDA.
  
  
• Cash Income was $45.1 million for the third quarter of 2018 compared to Cash Income of $40.2 million for the third quarter of 2017. Capital expenditures totaled $4.1 million in the third quarter of 2018 versus $5.1 million in the third quarter of 2017.

Third Quarter 2018 Segment Results

Net Revenues, Bookings, Net Income, and Cash Income changes by segment for the three and nine months ended September 30, 2018, compared to the same period of 2017 were as follows:

MERGER AGREEMENT and VKIDZ TRANSACTION

As previously announced on October 15, 2018, the Company has entered into a definitive merger agreement with certain affiliates of Veritas Capital, a leading private equity investment firm, for the acquisition of the Company.

Pursuant to the terms of the merger agreement, the holders of common stock of the Company currently outstanding are entitled to receive $14.50 in cash per share at the closing. The transaction was unanimously approved by the board of directors of the Company. Following the execution of the merger agreement, the stockholder representing a majority of the issued and outstanding common stock delivered a written consent approving and adopting the merger agreement and the transaction. The Company's outstanding credit facility will be repaid at closing. Subject to customary closing conditions and regulatory approvals, the Company expects the transaction to close in the fourth quarter of 2018 or the first quarter of 2019.

Immediately prior to the closing, the Company will close its previously announced acquisition of VKIDZ Holdings Inc. ("VKidz"), an award winning Florida-based edtech company dedicated to helping deliver the best education to students using digital solutions. Under the terms of the agreement, the purchase price will include issuance of 6.7 million shares of Cambium Learning Group common stock to the sellers, plus payment of outstanding debt of VKidz on the consummation date of the transaction. In 2017, VKidz had Bookings of approximately $21.1 million and Cash Income of approximately $5.7 million. At September 30, 2018, VKidz had debt principal outstanding of $19.8 million and cash of $3.3 million. For each share of Company common stock issued in connection with the Company's acquisition of VKidz, holders are entitled to receive $11.50 in cash.

Conference Call

In consideration of the Company's recently announced definitive merger agreement with certain affiliates of Veritas Capital, management will not conduct a third quarter 2018 conference call.

Non-GAAP Financial Measures

EBITDA, Adjusted EBITDA, and Cash Income are not prepared in accordance with GAAP and may be different from similarly named, non-GAAP financial measures used by other companies. Non-GAAP financial measures should not be considered a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. The Company believes these non-GAAP measures provide useful information to investors because they reflect the underlying performance of the ongoing operations of the Company and provide investors with a view of the Company's operations from management's perspective. Adjusted EBITDA and Cash Income remove significant restructuring, non-operational, or certain non-cash items from earnings. The Company uses Adjusted EBITDA and Cash Income to monitor and evaluate the operating performance of the Company and as the basis to set and measure progress toward performance targets. Further, the Cash Income measure directly affects compensation for employees and executives. The Company generally uses these non-GAAP measures as measures of operating performance and not as measures of the Company's liquidity. The Company's presentation of EBITDA, Adjusted EBITDA, and Cash Income should not be construed as an indication that our future results will be unaffected by unusual, non-operational, or non-cash items.

About Cambium Learning Group, Inc.

Cambium Learning^® Group ABCD is an award-winning educational technology solutions leader dedicated to helping all students reach their full potential through individualized and differentiated instruction. Using a research-based, personalized approach, Cambium Learning Group delivers SaaS resources and instructional products that engage students and support teachers in fun, positive, safe and scalable environments. These solutions are provided through Learning A-Z^® (online differentiated instruction for elementary school reading, writing and science), ExploreLearning^® (online interactive math and science simulations and a math fact fluency solution) and Voyager Sopris Learning^® (blended solutions that accelerate struggling learners to achieve in literacy and math and professional development for teachers). We believe that every student has unlimited potential, that teachers matter, and that data, instruction, and practice are the keys to success in the classroom and beyond.

Come learn with us at www.cambiumlearning.com.

Media and Investor Contact:

Barbara Benson
Cambium Learning Group, Inc.
investorrelations@cambiumlearning.com

LHA
Jody Burfening/Carolyn Capaccio
212.838.3777
ccapaccio@lhai.com

Forward-Looking Statements

Some of the statements contained herein constitute forward-looking statements. These statements relate to future events, including the future financial performance of Cambium Learning Group, Inc., business plans or strategies, projected or anticipated benefits or other consequences of Cambium Learning Group, Inc.'s plans or strategies, financing plans, projected or anticipated benefits from acquisitions that Cambium Learning Group, Inc. may make, and involve known and unknown risks, uncertainties, and other factors that may cause the markets, actual results, levels of activity, performance, or achievements of Cambium Learning Group, Inc., to be materially different from any actual future results, levels of activity, performance, or achievements. These risks and other factors you should consider include, but are not limited to, conditions to the closing of the proposed transaction, including the obtaining of required regulatory approvals, may not be satisfied; risks associated with the financing of the transaction; the proposed transaction may involve unexpected costs, liabilities or delays; the business of the Company may suffer as a result of uncertainty surrounding the proposed transaction; the outcome of any legal proceedings related to the proposed transaction; the Company may be adversely affected by other economic, business  and/or competitive factors; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; the ability to recognize benefits of the proposed transaction; risks that the proposed transaction disrupts current plans and operations and the potential difficulties in employee retention as a result of the proposed transaction; other risks to consummation of the proposed transaction, including the risk that the proposed transaction will not be consummated within the expected time period or at all; the ability to successfully attract and retain a broad customer base for current and future products; changes in customer demands or industry standards; success of ongoing product development; maintaining acceptable margins; the ability to control costs; K-12 enrollment and demographic trends; the level of educational funding; the impact of federal, state, and local regulatory requirements on the business of the company; the loss of key personnel; the impact of competition; the uncertainty of general economic conditions and financial market performance; explorations of possible transactions and other strategic alternatives; and those other risks and uncertainties listed under the heading "RISK FACTORS" in Cambium Learning Group, Inc.'s Form 10-K and other reports filed with the Securities and Exchange Commission. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," "projects," "intends," "prospects," or "priorities," or the negative of such terms, or other comparable terminology. These statements are only predictions. Actual events or results may differ materially. Cambium Learning Group, Inc., does not assume or undertake any obligation to update the information contained in this press release, and expressly disclaims any obligation to do so, whether as a result of new information, future events, or otherwise.