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Press Release: Magnite to Acquire SpotX -3-

· 02/05/2021 05:43
CONTACT: Investor RelationsMAGNITE, INC. RECONCILIATION OF REVENUE TO PRO FORMA NON-GAAP NET REVENUE PRELIMINARY AND UNAUDITED (In thousands) Three Months Ended Year Ended ----------------------------- ------------------------------------------ December 31, 2020 December 31, 2020 ----------------------------- ------------------------------------------ Pro Magnite, SpotX, forma Magnite, Telaria, SpotX, Pro forma Inc. Inc. Combined Inc. Inc. Inc. Combined ---------- ------- -------- -------- ---------- -------- ---------- Revenue $ 82,003 $71,482 $153,485 $221,628 $ 15,038 $170,591 $407,257 Less amounts paid to sellers reflected in cost of revenue 1,048 26,225 27,273 2,026 607 54,669 57,302 ---------- ------- -------- -------- ---------- -------- -------- Non GAAP NET REVENUE $ 80,955 $45,257 $126,212 $219,602 $ 14,431 $115,922 $349,955 ====== ====== ======= ======= ====== ======= ======= MAGNITE, INC. RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA PRELIMINARY AND UNAUDITED (In thousands) Three Months Ended ---------------------- December 31, 2020 ---------------------- Net income $ 5,752 Add back (deduct): Depreciation and amortization expense, excluding amortization of acquired intangible assets 5,084 Amortization of acquired intangibles 8,007 Stock-based compensation expense 7,205 Acquisition and related items 559 Non-operational real estate expense (income), net (5) Interest income, net 62 Foreign exchange (gain) loss, net 3,065 Provision for income taxes 160 -------------------- Adjusted EBITDA $ 29,889 === ===============-- Adjusted EBITDA is widely used by investors and securities analysts to measure a company's performance without regard to items such as those we exclude in calculating this measure, which can vary substantially from company to company depending upon their financing, capital structures, and the method by which assets were acquired. -- Our management uses Adjusted EBITDA in conjunction with GAAP financial measures for planning purposes, including the preparation of our annual operating budget, as a measure of performance and the effectiveness of our business strategies, and in communications with our board of directors concerning our performance. Adjusted EBITDA may also be used as a metric for determining payment of cash incentive compensation. -- Adjusted EBITDA provides a measure of consistency and comparability with our past performance that many investors find useful, facilitates period-to-period comparisons of operations, and also facilitates comparisons with other peer companies, many of which use similar non-GAAP financial measures to supplement their GAAP results. -- Although Adjusted EBITDA is frequently used by investors and securities analysts in their evaluations of companies, Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results of operations as reported under GAAP. These limitations include: -- Stock-based compensation is a non-cash charge and will remain an element of our long-term incentive compensation package, although we exclude it as an expense when evaluating our ongoing operating performance for a particular period. -- Depreciation and amortization are non-cash charges, and the assets being depreciated or amortized will often have to be replaced in the future, but Adjusted EBITDA does not reflect any cash requirements for these replacements. -- Impairment charges are non-cash charges related to goodwill, intangible assets and/or long-lived assets. -- Adjusted EBITDA does not reflect non-cash charges related to acquisition and related items, such as amortization of acquired intangible assets, merger related severance costs, and changes in the fair value of contingent consideration. -- Adjusted EBITDA does not reflect cash and non-cash charges and changes in, or cash requirements for, acquisition and related items, such as certain transaction expenses and expenses associated with earn-out amounts. -- Adjusted EBITDA does not reflect changes in our working capital needs, capital expenditures, non-operational real estate expenses or income, or contractual commitments. -- Adjusted EBITDA does not reflect cash requirements for income taxes and the cash impact of other income or expense. -- Other companies may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

We define Adjusted EBITDA as net income (loss) adjusted to exclude stock-based compensation expense, depreciation and amortization, amortization of acquired intangible assets, impairment charges, interest income or expense, and other cash and non-cash based income or expenses that we do not consider indicative of our core operating performance, including, but not limited to foreign exchange gains and losses, acquisition and related items, non-operational real estate expense (income), net, and provision (benefit) for income taxes. We believe Adjusted EBITDA is useful to investors in evaluating our performance for the following reasons:

Adjusted EBITDA should not be considered as an alternative to net income (loss), income (loss) from operations, or any other measure of financial performance calculated and presented in accordance with GAAP.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210204006217/en/

Nick Kormeluk

949-500-0003

nkormeluk@magnite.com

Media Relations

Charlstie Veith

516-300-3569

cveith@magnite.com

(END) Dow Jones Newswires

February 05, 2021 05:43 ET (10:43 GMT)