You should read the following discussion of our financial condition and results
of operations together with our consolidated financial statements and the
related notes and other financial information included elsewhere in this
Quarterly Report on Form 10-Q and with our audited consolidated financial
statements and related notes and other financial information included in our
Annual Report on Form 10-K for the year ended December 31, 2019.


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Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements that
involve risks and uncertainties. Our actual results could differ materially from
those discussed in the forward-looking statements. The statements contained in
this report that are not purely historical are forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, or the
Securities Act, and Section 21E of the Securities Exchange Act of 1934, as
amended, or the Exchange Act. Forward-looking statements are often identified by
the use of words such as, but not limited to, "anticipate," "believe," "can,"
"contemplate," "continue," "could," "estimate," "expect," "intend," "likely,"
"may," "might," "plan," "potential," "predict," "project," "seek," "should,"
"strategy," "target," "would," and similar expressions or variations intended to
identify forward-looking statements. These statements are based on the beliefs
and assumptions of our management based on information currently available to
management. Such forward-looking statements are subject to risks, uncertainties
and other important factors that could cause actual results and the timing of
certain events to differ materially from future results expressed or implied by
such forward-looking statements. Factors that could cause or contribute to such
differences include, but are not limited to, those identified below.
Furthermore, such forward-looking statements speak only as of the date of this
report. Except as required by law, we undertake no obligation to update any
forward-looking statements to reflect events or circumstances after the date of
such statements.
Overview
We are a leading provider of cloud-based platform solutions designed to help
small- and medium-sized businesses, or SMBs, succeed online. We serve
approximately 4.8 million subscribers globally with a range of products and
services that help SMBs get online, get found and grow their businesses. In
addition to for-profit businesses, our subscribers include non-profit
organizations, community groups, bloggers, and hobbyists. Although we provide
our solutions through a number of brands, we are focusing our marketing,
engineering and product development efforts on a small number of strategic
assets, including our Constant Contact, Bluehost, HostGator, and Domain.com
brands.
We previously reported our financial results in three reportable segments: web
presence, email marketing and domain. In conjunction with the process of
simplifying our organization, we modified our internal reporting structure to
reflect certain changes in our structure and leadership, and also changed the
name of the email marketing segment to the "digital marketing" segment. This
resulted in consolidation of our domain segment into our web presence segment.
Beginning with the three months ended March 31, 2020, we report our financial
results in two segments - web presence (including the former domain segment) and
digital marketing, as follows:
Web Presence. Our web presence segment consists primarily of our web hosting
brands, including Bluehost and HostGator, as well as our domain-focused brands
such as Domain.com, ResellerClub and LogicBoxes. This segment includes web
hosting, website security, website design tools and services, e-commerce
products, domain names, and domain privacy. It also includes the sale of domain
management services to resellers and end users, as well as premium domain names,
and generates advertising revenue from domain name parking.
Digital Marketing. Our digital marketing segment consists of Constant Contact
email marketing tools and related products. This segment also generates revenue
from sales of our Constant Contact-branded website builder tool and our Ecomdash
inventory management and marketplace listing solution, or Ecomdash, which we
acquired in the third quarter of 2019. For most of 2019, the digital marketing
segment also included the SinglePlatform digital storefront business, which we
sold on December 5, 2019.
We have recast the comparative information for the three months ended March 31,
2019 to conform with the two-segment presentation.
Our financial results for the first quarter of 2020 reflected a decrease in net
loss, a decrease in revenue and an increase in net cash provided by operating
activities compared to the first quarter of 2019. Year over year changes in
revenue, net loss and net cash provided by operating activities are summarized
below:
                                              Three Months Ended March 31,
                                                2019                 2020
                                                     (in thousands)
Revenue                                   $      280,683       $      272,194
Net loss                                  $       (3,488 )     $      

(2,244 ) Net cash provided by operating activities $ 15,049 $ 34,910

• Revenue for the three months ended March 31, 2020 decreased by 3% as

compared to the three months ended March 31, 2019, due to revenue declines


       in both the web presence and digital marketing segments. Excluding the



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contribution of SinglePlatform, total revenue would have decreased 1%
year-over-year. The decline in the digital marketing segment was due to the sale
of SinglePlatform, which occurred in December 2019. Excluding the contribution
of SinglePlatform from the three months ended March 31, 2019, there would have
been a 2% year-over-year increase in digital marketing revenue.
•      Net loss improved from a loss of $3.5 million for the three months ended

March 31, 2019 to a loss of $2.2 million for the three months ended March

31, 2020, due primarily to lower interest expense, lower amortization

expense, and lower income tax expense. These factors were partially offset

by lower revenue, higher depreciation and higher stock-based compensation

expense.

• Net cash provided by operating activities during the three months ended

March 31, 2020 increased from $15.0 million for the three months ended

March 31, 2019 to $34.9 million for the three months ended March 31, 2020.

This increase was the result of the payment of $5.8 million to settle a


       securities class action lawsuit in the first quarter of 2019, which did
       not recur in the first quarter of 2020; lower payments for interest, due
       to lower balances and lower interest rates; lower payments for taxes in
       the first quarter of 2020 as compared to the first quarter of 2019; the
       timing of certain payments, particularly related to payroll; lower

payments relating to bonuses in the first quarter of 2020; and an increase

in our deferred revenue balance.




Our total subscriber base as of March 31, 2020 reflected a small decrease from
total subscribers as of March 31, 2019, but increased during three months ended
March 31, 2020. Our non-strategic brands continue to lose subscribers, but for
the three months ended March 31, 2020, net subscriber additions from our
strategic brands, in the aggregate, outpaced losses in our non-strategic brands.
Our non-strategic brands are principally web hosting brands, but also include
our cloud backup brands and certain other products that we launched in late 2015
and early 2016, but have either discontinued or no longer actively market.
Subscriber counts are decreasing in these brands, and we are managing them to
optimize cash flow rather than to acquire new subscribers.
We are closely monitoring the impact of the COVID-19 pandemic on our business.
As of the date of this report, we have not yet seen a material impact on our
business from the COVID-19 pandemic; however, it is too early to predict the
extent of the impact the pandemic will have on us. We continue to execute our
2020 operating plan, which is focused on delivering increased value to customers
of our key strategic brands by investing in engineering and development to
improve the customer experience and expand product offerings. We are tracking
our liquidity closely, and believe we have adequate liquidity resources
available to manage COVID-19 impacts and to continue to move our 2020 operating
plan forward. Finally, we are working to support our employees and customers
during this uncertain time. We transitioned substantially all of our global
workforce to work from home in March, and are focused on providing employees
with resources to remain healthy, connected and productive in a remote work
environment. We have launched resources to help our customers respond to the
impacts of COVID-19, including action plans to transition more of their
businesses online, advice from marketing experts, and access to information on
government aid programs. Please see "Liquidity and Capital Resources" below and
the risk factors disclosed in Part II, Item IA of this Quarterly Report on Form
10-Q for further discussion of the impact of COVID-19 and the actions we are
taking to respond to this evolving situation.
Key Metrics
We use a number of metrics, including the following key metrics, to evaluate the
operating and financial performance of our business, identify trends affecting
our business, develop projections and make strategic business decisions:
• total subscribers


• average revenue per subscriber, or ARPS




• adjusted EBITDA


• free cash flow


Adjusted EBITDA and free cash flow are non-GAAP financial measures. A non-GAAP
financial measure is a numerical measure of a company's operating performance,
financial position or cash flow that includes or excludes amounts that are
included or excluded from the most directly comparable measure calculated and
presented in accordance with accounting principles generally accepted in the
United States of America, which we refer to as "GAAP" or "U.S. GAAP." Our
non-GAAP financial measures may not provide information that is directly
comparable to that provided by other companies in our industry, as other
companies in our industry may calculate non-GAAP financial results differently.
In addition, there are limitations in using non-GAAP financial measures because
they are not prepared in accordance with GAAP and exclude expenses that may have
a material impact on our reported financial results. For example, adjusted
EBITDA excludes interest expense, which has been and will continue to be for the
foreseeable future a significant recurring expense in our business. The
presentation of non-GAAP financial information is not meant to be considered in
isolation from, or as a substitute for, the directly comparable financial
measures prepared in accordance with GAAP. We urge you to review the additional
information about adjusted EBITDA and free cash flow shown below, including
the reconciliations of these non-GAAP financial measures to their comparable
GAAP financial measures, and not to rely on any single financial measure to
evaluate our business.

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The following table summarizes our key metrics (except for free cash flow, which
is discussed in Liquidity and Capital Resources below) by segment for the
periods presented:
                                         Three Months Ended March 31,
                                               2019                  2020
                                          (in thousands, except ARPS)
Consolidated metrics:
Total subscribers                            4,783                    4,780
Average subscribers for the period           4,793                    4,773
ARPS                               $         19.52                 $  19.01
Adjusted EBITDA                    $        78,511                 $ 72,514

Web presence segment metrics:
Total subscribers                            4,288                    4,309
Average subscribers for the period           4,297                    4,303
ARPS                               $         13.80                 $  13.50
Adjusted EBITDA                    $        36,507                 $ 34,433

Digital marketing segment metrics:
Total subscribers                              495                      471
Average subscribers for the period             496                      470
ARPS                               $         69.11                 $  69.50
Adjusted EBITDA                    $        42,004                 $ 38,081


Total Subscribers
We define total subscribers as the approximate number of subscribers that, as of
the end of a period, are identified as subscribing directly to our products on a
paid basis, excluding accounts that access our solutions via resellers or that
purchase only domain names from us. Subscribers of more than one brand, and
subscribers with more than one distinct billing relationship or subscription
with us, are counted as separate subscribers. Total subscribers for a period
reflects adjustments to add or subtract subscribers as we integrate acquisitions
and/or are otherwise able to identify subscribers that meet, or do not meet,
this definition of total subscribers.
Most of our web presence segment subscribers have hosting subscriptions, but web
presence subscribers also include customers who do not have a hosting
subscription but subscribe to other non-hosting services, such as email or
office productivity software tools. These non-hosting subscribers generally have
lower-priced subscriptions than hosting subscribers. Subscribers to our
domain-focused offerings (which were previously included in our former domain
segment) mostly consist of customers who have a domain name subscription as well
as a subscription to another product, such as domain privacy, or a basic
hosting, email or domain privacy service that is bundled with their domain name
subscription. These subscribers also typically have lower-priced subscriptions
than hosting subscribers.
Digital marketing segment subscribers mostly consist of subscribers to Constant
Contact's email marketing service, but also include paying subscribers to our
Constant Contact-branded website builder tool and our Ecomdash inventory
management and marketplace listing solution, which we acquired in the quarter
ended September 30, 2019. Until the sale of our SinglePlatform business on
December 5, 2019, digital marketing subscribers also included SinglePlatform
subscribers.
The table below provides additional detail on changes in our total subscriber
count by segment for the twelve-month period ending on March 31, 2020:

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                                                 Web presence      Digital marketing         Total
                                                 # Subscribers       # Subscribers       # Subscribers
                                                                    (in thousands)
Total Subscribers - March 31, 2019                      4,288               495               4,783
Adjustments                                                 2                 1                   3
Acquisitions                                                -                 1                   1
Dispositions                                                -               (23 )               (23 )
Net subscriber increase (decrease)                         19                (3 )                16
Total Subscribers - March 31, 2020                      4,309               471               4,780


The decrease in total subscribers from 4.783 million at March 31, 2019 to 4.780
million at March 31, 2020 was driven primarily by a decrease of approximately
23,000 due to the SinglePlatform sale in December 2019, and to a lesser extent,
subscriber losses in the digital marketing segment. These factors were partially
offset by net subscriber increases in our web presence segment, which were due
primarily to our domain-focused and international brands.
Average Revenue per Subscriber (ARPS)
We calculate ARPS as the amount of revenue we recognize in a period, including
marketing development funds and other revenue not received from subscribers,
divided by the average of the number of total subscribers at the beginning of
the period and at the end of the period, which we refer to as average
subscribers for the period, divided by the number of months in the period. We
believe ARPS is an indicator of our ability to optimize our mix of products,
services and pricing and sell products and services to both new and existing
subscribers.
The following table reflects the calculation of ARPS by segment:
                                                             Three Months Ended March 31,
                                                                 2019              2020
                                                             (in thousands, except ARPS)
Consolidated revenue                                       $       280,683     $  272,194
Consolidated total subscribers                                       4,783  

4,780


Consolidated average subscribers for the period                      4,793          4,773
Consolidated ARPS                                          $         19.52     $    19.01

Web presence revenue                                       $       177,943     $  174,290
Web presence subscribers                                             4,288          4,309
Web presence average subscribers for the period                      4,297          4,303
Web presence ARPS                                          $         13.80     $    13.50

Digital marketing revenue                                  $       102,740     $   97,904
Digital marketing subscribers                                          495            471
Digital marketing average subscribers for the period                   496            470
Digital marketing ARPS                                     $         69.11     $    69.50


ARPS does not represent an exact measure of the average amount a subscriber
spends with us each month, because our calculation of ARPS includes all of our
revenue, including revenue generated by non-subscribers, in the numerator. We
have three principal sources of non-subscription-based revenue:
•      Revenue from domain-only customers. Our web presence segment earns revenue

from domain-only customers. For the three months ended March 31, 2020,

approximately 1% of our revenue was earned from domain-only customers.

• Domain monetization revenue. This consists principally of revenue from our

BuyDomains brand, which provides premium domain name products and

services, and, to a lesser extent, revenue from advertisements placed on


       unused domains (often referred to as "parked" pages) owned by us or our
       customers. All of this revenue is associated with our web presence
       segment.

• Revenue from marketing development funds. Marketing development funds are


       the amounts that certain of our partners pay us to assist in and
       incentivize our marketing of their products.



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A portion of our revenue is generated from customers that resell our services.
We refer to these customers as "resellers." We consider these resellers (rather
than the end user customers of these resellers) to be subscribers under our
total subscribers definition, because we do not have a billing relationship with
the end users and cannot determine the number of end users acquiring our
services through a reseller. A majority of our reseller revenue is for the
purchase of domains and is primarily related to our web presence segment.
Reseller revenue earned by our web presence segment and digital marketing
segment was less than 10% and less than 1%, respectively, for all periods
presented, and fluctuations in reseller revenue have not materially impacted
ARPS for those segments.
ARPS may be impacted by changes in the amount of non-subscription-based revenue
and reseller activity from period to period. These changes primarily affect our
domain-focused offerings, which were previously included in our former domain
segment.
Comparison of Three Months Ended March 31, 2019 and 2020: ARPS
For the three months ended March 31, 2019 and 2020, consolidated ARPS decreased
from $19.52 to $19.01, respectively. This decrease in ARPS was driven primarily
by decreases in ARPS from our web presence segment, partially offset by an
increase in ARPS from our digital marketing segment.
Web presence ARPS decreased from $13.80 for the three months ended March 31,
2019 to $13.50 for the three months ended March 31, 2020. This decrease was
primarily the result of new subscriber additions in our domain-focused and
international brands, which generally have lower ARPS, particularly for
introductory pricing (which is typically lower than renewal pricing). In
addition, non-subscription-based revenue decreased from $8.0 million for the
three months ended March 31, 2019 to $6.8 million for the three months ended
March 31, 2020, causing ARPS to decrease by $0.11.
Digital marketing ARPS increased from $69.11 for the three months ended March
31, 2019 to $69.50 for the three months ended March 31, 2020. This increase was
primarily due to increased purchases from existing subscribers, partially offset
by the impact of the divestiture of SinglePlatform, which had contributed $7.0
million of revenue in the three months ended March 31, 2019.
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP financial measure that we calculate as net income
(loss), excluding the impact of interest expense (net), income tax expense
(benefit), depreciation, amortization of other intangible assets, stock-based
compensation, restructuring expenses, transaction expenses and charges, (gain)
loss of unconsolidated entities, impairment of goodwill and other long-lived
assets, and shareholder litigation reserve. We view adjusted EBITDA as a
performance measure and believe it helps investors evaluate and compare our core
operating performance from period to period.
The following table reflects the reconciliation of net (loss) income calculated
in accordance with GAAP to adjusted EBITDA for the periods presented:

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