Business Wire | Nov 4, 2020 04:30PM EST

Q2 Holdings, Inc. Announces Third Quarter 2020 Financial Results

Nov. 04, 2020

AUSTIN, Texas--(BUSINESS WIRE)--Nov. 04, 2020--Q2 Holdings, Inc. (NYSE:QTWO), a leading provider of digital transformation solutions for banking and lending, today announced results for its third quarter ending September 30, 2020.

GAAP Results for the Third Quarter 2020

* Revenue for the third quarter of $103.8 million, up 30 percent year-over-year and up 6 percent from the second quarter of 2020.

* GAAP gross margin for the third quarter of 44.7 percent, down from 49.3 percent for the prior-year quarter and 45.5 percent for the second quarter of 2020.

* GAAP net loss for the third quarter of $26.7 million, compared to GAAP net losses of $18.6 million for the prior-year quarter and $39.0 million for the second quarter of 2020.

Non-GAAP Results for the Third Quarter 2020

* Non-GAAP revenue for the third quarter of $104.8 million, up 31 percent year-over-year and up 6 percent from the second quarter of 2020.

* Non-GAAP gross margin for the third quarter of 52.5 percent, down from 53.6 percent for the prior-year quarter and 53.9 percent for the second quarter of 2020.

* Adjusted EBITDA for the third quarter of $8.1 million, compared to $5.6 million for the prior-year quarter and $8.1 million for the second quarter of 2020.

For a reconciliation of our GAAP to non-GAAP results, please see the tables below.

"We had a solid quarter across the business, highlighted by delivering new customers to the platform and expansion of our relationships with existing customers," said Matt Flake, Q2 CEO. "We're continuing to see the cross-pollination effect in our portfolio generate high demand as customers look to improve existing experiences and leverage the benefits provided from our comprehensive suite of solutions. As we approach the end of the year and enter 2021, I'm optimistic that the sales environment will begin returning to normal and our highly differentiated portfolio positions us favorably for continued execution."

Third Quarter Highlights

* Launched our treasury onboarding solution, a comprehensive digital onboarding tool for commercial accounts, and cross-sold the solution to a top-50 enterprise bank in the United States.

* Signed a loan pricing solution agreement with a Tier 1, $12 billion financial institution in the United States.

* Signed an Enterprise contract with a top-10 global financial institution for the Q2 CardSwap solution.

* Exited the third quarter with approximately 17.1 million registered users on the Q2 Platform, representing 21 percent year-over-year growth and 5 percent sequential growth from the previous quarter.

"We are pleased to have delivered third quarter results which exceeded the high end of our non-GAAP revenue and adjusted EBITDA guidance," said Jennifer Harris, Q2 CFO. "The revenue and adjusted EBITDA achievement was driven primarily through new customer go-lives, where we had a record number of new digital banking go-lives for a quarter. As anticipated, we observed a decline in gross margin from the second quarter of 2020 due in large part to the reduction in success-based fees derived from our PPP solutions, which were primarily limited to the prior quarter."

Financial outlook

As of November 4, 2020, Q2 Holdings is providing guidance for its fourth quarter of 2020 and revised guidance for its full-year 2020, which represents Q2 Holdings' current estimates of the anticipated impacts of the COVID-19 pandemic on Q2 Holdings' operations and financial results. The financial information below represents forward-looking, non-GAAP financial information, including an estimate of non-GAAP revenue and adjusted EBITDA. GAAP net loss is the most comparable GAAP measure to adjusted EBITDA. Adjusted EBITDA differs from GAAP net loss in that it excludes items such as depreciation and amortization, stock-based compensation, acquisition-related costs, interest, income taxes, unoccupied lease charges, partnership termination charges, and the impact to deferred revenue from purchase accounting. Q2 Holdings is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort. Therefore, Q2 Holdings has not provided guidance for GAAP net loss or a reconciliation of the foregoing forward-looking adjusted EBITDA guidance to GAAP net loss. However, it is important to note that these excluded items could be material to our results computed in accordance with GAAP in future periods.

Q2 Holdings is providing guidance for its fourth quarter of 2020 as follows:

* Total Non-GAAP revenue of $105.0 million to $107.0 million, which would represent year-over-year growth of 18 percent to 21 percent.

* Adjusted EBITDA of $4.9 million to $6.9 million.

Q2 Holdings is providing guidance for the full-year 2020 as follows:

* Total Non-GAAP revenue of $402.5 million to $404.5 million, which would represent year-over-year growth of 27 percent.

* Adjusted EBITDA of $21.0 million to $23.0 million, representing 5 percent to 6 percent of non-GAAP revenue for the year.

Conference Call Details

Date: Thursday, November 5, 2020

Time: 8:30 a.m. EST

Hosts: Matt Flake, CEO / Jennifer Harris, CFO

Conference ID: 4467147

Registration: http://www.directeventreg.com/registration/event/4467147

Please join the conference call at least 10 minutes early to ensure the line is connected. A live webcast of the conference call and financial results will be accessible from the investor relations section of the Q2 website at http://investors.Q2.com/.

An archived replay of the webcast will be available on this website on a temporary basis shortly after the call.

About Q2 Holdings, Inc.

Q2 is a financial experience company dedicated to providing digital banking and lending solutions to banks, credit unions, alternative finance, and fintech companies in the U.S. and internationally. With comprehensive end-to-end solution sets, Q2 enables its partners to provide cohesive, secure, data-driven experiences to every account holder - from consumer to small business and corporate. Headquartered in Austin, Texas, Q2 has offices throughout the world and is publicly traded on the NYSE under the stock symbol QTWO. To learn more, please visit Q2.com.

Use of Non-GAAP Measures

Q2 uses the following non-GAAP financial measures: non-GAAP revenue; adjusted EBITDA; non-GAAP gross margin; non-GAAP gross profit; non-GAAP sales and marketing expense; non-GAAP research and development expense; non-GAAP general and administrative expense; non-GAAP operating expense; non-GAAP operating income (loss); non-GAAP net income; non-GAAP net income per share; and pro forma weighted-average diluted number of common shares outstanding. Management believes that these non-GAAP financial measures are useful measures of operating performance because they exclude items that Q2 does not consider indicative of its core performance.

In the case of non-GAAP revenue, Q2 adjusts revenue to exclude the impact to deferred revenue from purchase accounting adjustments. In the case of adjusted EBITDA, Q2 adjusts net loss for such items as interest, taxes, depreciation and amortization, stock-based compensation, acquisition-related costs, unoccupied lease charges, partnership termination charges and the impact to deferred revenue from purchase accounting. In the case of non-GAAP gross margin and non-GAAP gross profit, Q2 adjusts gross profit and gross margin for stock-based compensation amortization of acquired technology, acquisition-related costs, and the impact to deferred revenue from purchase accounting. In the case of non-GAAP sales and marketing expense, non-GAAP research and development expense, and non-GAAP general and administrative expense, Q2 adjusts the corresponding GAAP expense to exclude stock-based compensation. Non-GAAP Operating Expense is calculated by taking the sum of non-GAAP sales and marketing expenses, non-GAAP research and development expense, and non-GAAP general and administrative expense. In the case of non-GAAP operating income (loss), non-GAAP net income (loss), and non-GAAP net income (loss) per share, Q2 adjusts operating loss and net loss, respectively, for stock-based compensation, acquisition-related costs, amortization of acquired technology, amortization of acquired intangibles, unoccupied lease charges, partnership termination charges, and the impact to deferred revenue from purchase accounting, and with respect to non-GAAP net income, amortization of debt discount and issuance costs. In the case of pro forma diluted weighted-average number of common shares outstanding, we adjust the diluted weighted-average number of common shares outstanding by the weighted-average effect of potentially dilutive shares.

There are limitations associated with the use of these non-GAAP financial measures. These non-GAAP financial measures are not prepared in accordance with GAAP, do not reflect a comprehensive system of accounting and may not be completely comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation between companies. Certain items that are excluded from these non-GAAP financial measures can have a material impact on operating and net income (loss). As a result, these non-GAAP financial measures have limitations and should be considered in addition to, not as a substitute for or superior to, the closest GAAP measures, or other financial measures prepared in accordance with GAAP. A reconciliation to the closest GAAP measures of these non-GAAP measures is contained in tabular form on the attached unaudited condensed consolidated financial statements.

Q2's management uses these non-GAAP measures as measures of operating performance; to prepare Q2's annual operating budget; to allocate resources to enhance the financial performance of Q2's business; to evaluate the effectiveness of Q2's business strategies; to provide consistency and comparability with past financial performance; to facilitate a comparison of Q2's results with those of other companies, many of which use similar non-GAAP financial measures to supplement their GAAP results; and in communication with our board of directors concerning Q2's financial performance.

Forward-looking Statements

This press release contains forward-looking statements, including statements about: the cross-pollination effect in our portfolio and its ability to generate high demand; customers looking to improve existing experiences and leverage the benefits of our solutions; optimism that the sales environment will begin returning to normal; favorable positioning as a result of our highly differentiated portfolio; and, Q2's quarterly and annual financial guidance. The forward-looking statements contained in this press release are based upon Q2's historical performance and its current plans, estimates, and expectations and are not a representation that such plans, estimates or expectations will be achieved. Factors that could cause actual results to differ materially from those described herein include the adverse impacts of the COVID-19 pandemic on Q2's business operations and on global economic and financial markets, including on Q2's customers, partners and suppliers and employees and business, as well as risks related to: (a) the risk of increased competition in its existing markets and as it enters new sections of the market with Tier 1 customers, new markets with Alt-FIs and fintechs and new products and services; (b) the risk that COVID-19, the elections or other factors continue to negatively impact or disrupt the markets for Q2's solutions and that the markets for Q2's solutions do not return to normal or grow as anticipated, in particular with respect to Tier 1 customers and Alt-FI and fintech customers; (c) the risk that Q2's increased focus on selling to larger Tier 1 customers may result in greater uncertainty and variability in Q2's business and sales results; (d) the risk that changes in Q2's market, business or sales organization negatively impacts its ability to sell its products and services; (e) the challenges and costs associated with selling, implementing and supporting Q2's solutions, particularly for larger customers with more complex requirements and longer implementation processes, including risks related to the timing and predictability of sales of Q2's solutions and the impact that the timing of bookings may have on Q2's revenue and financial performance in a period; (f) the risk that errors, interruptions or delays in Q2's products or services or Web hosting negatively impacts Q2's business and sales; (g) risks associated with data breaches and breaches of security measures within Q2's products, systems and infrastructure and the resultant harm to Q2's business and its ability to sell its products and services; (h) the impact that a slowdown in the economy, financial markets and credit markets may have on Q2's customers and Q2's business sales cycles, prospects and customers' spending decisions and timing of implementation decisions, particularly in regions where a significant number of Q2's customers are concentrated; (i) the difficulties and risks associated with developing and selling complex new solutions and enhancements with the technical and regulatory specifications and functionality required by customers and governmental authorities; (j) the risks inherent in technology and implementation partnerships that could cause harm to Q2's business; (k) the difficulties and costs Q2 may encounter with complex implementations of its solutions and the resulting impact on reputation and the timing of its revenue from any delayed implementations; (l) the risk that Q2 will not be able to maintain historical contract terms such as pricing and duration; (m) the risks associated with managing growth and the challenges associated with improving operations and hiring, retaining and motivating employees to support such growth; (n) the risk that modifications or negotiations of contractual arrangements will be necessary during Q2's implementations of its solutions or the general risks associated with the complexity of Q2's customer arrangements; (o) the risks associated with integrating acquired companies and successfully selling and maintaining their solutions; (p) the risks associated with anticipated higher operating expenses in 2020 and beyond; (q) litigation related to intellectual property and other matters and any related claims, negotiations and settlements; (r) the risks associated with further consolidation in the financial services industry; (s) risks associated with selling Q2 solutions internationally; and (t) the risk that Q2 debt repayment obligations may adversely affect its financial condition and cash flows from operations in the future and that Q2 may not be able to obtain capital when desired or needed on favorable terms.

Additional information relating to the uncertainty affecting the Q2 business is contained in Q2's filings with the Securities and Exchange Commission. These documents are available on the SEC Filings section of the Investor Relations section of Q2's website at http://investors.Q2.com/. These forward-looking statements represent Q2's expectations as of the date of this press release. Subsequent events may cause these expectations to change, and Q2 disclaims any obligations to update or alter these forward-looking statements in the future, whether as a result of new information, future events or otherwise.

Q2 Holdings, Inc.Condensed Consolidated Balance Sheets(in thousands) September 30, December, 31 2020 2019

(unaudited) (unaudited)AssetsCurrent assets:Cash and cash equivalents $ 365,201 $ 100,094

Restricted cash 3,470 3,468

Investments 30,908 32,325

Accounts receivable, net 42,125 22,442

Contract assets, current portion, net 1,111 872

Prepaid expenses and other current assets 9,002 6,354

Deferred solution and other costs, current 18,548 15,609 portionDeferred implementation costs, current portion 10,228 5,171

Total current assets 480,593 186,335

Property and equipment, net 51,590 39,252

Right of use assets 31,067 35,388

Deferred solution and other costs, net of current 34,756 29,220 portionDeferred implementation costs, net of current 16,909 15,848 portionIntangible assets, net 194,340 223,861

Goodwill 462,274 462,023

Contract assets, net of current portion and 19,156 15,189 allowanceOther long-term assets 2,826 2,318

Total assets $ 1,293,511 $ 1,009,434

Liabilities and stockholders' equityCurrent liabilities:Accounts payable and accrued liabilities $ 58,795 $ 65,976

Deferred revenues, current portion 77,871 57,850

Lease liabilities, current portion 8,389 9,140

Total current liabilities 145,055 132,966

Convertible notes, net of current portion 441,547 424,784

Deferred revenues, net of current portion 32,052 32,954

Lease liabilities, net of current portion 31,836 36,079

Other long-term liabilities 5,763 3,239

Total liabilities 656,253 630,022

Stockholders' equity:Common stock 5 5

Additional paid-in capital 980,657 622,692

Accumulated other comprehensive income (loss) (38 ) 14

Accumulated deficit (343,366 ) (243,299 )

Total stockholders' equity 637,258 379,412

Total liabilities and stockholders' equity $ 1,293,511 $ 1,009,434

Q2 Holdings, Inc.Condensed Consolidated Statements of Comprehensive Loss(in thousands, except per share data)Three Months Ended September 30,Nine Months Ended September 30,2020

2019

2020

2019

(unaudited)(unaudited)(unaudited)(unaudited)Revenues (1) $

103,804

$

79,702

$

293,765

$

228,644

Cost of revenues (2) (3)57,366

40,447

163,676

117,683

Gross profit46,438

39,255

130,089

110,961

Operating expenses:Sales and marketing (2)18,403

15,700

54,597

47,371

Research and development (2)23,568

19,617

72,168

56,392

General and administrative (2)17,563

13,418

53,876

41,357

Acquisition related costs (4)818

2,758

(22

)

7,453

Amortization of acquired intangibles4,465

912

13,447

3,032

Partnership termination charges-

-

13,244

-

Unoccupied lease charges (5)1,468

244

2,136

244

Total operating expenses66,285

52,649

209,446

155,849

Loss from operations(19,847

)

(13,394

)

(79,357

)

(44,888

)

Other income (expense), net(6,757

)

(5,206

)

(19,821

)

(10,630

)

Loss before income taxes(26,604

)

(18,600

)

(99,178

)

(55,518

)

Benefit from (provision for) income taxes(116

)

31

(621

)

307

Net loss$

(26,720

)

$

(18,569

)

$

(99,799

)

$

(55,211

)

Other comprehensive loss:Unrealized gain (loss) on available-for-sale investments(52

)

37

(66

)

247

Foreign currency translation adjustment66

(59

)

14

(68

)

Comprehensive loss$

(26,706

)

$

(18,591

)

$

(99,851

)

$

(55,032

)

Net loss per common share:Net loss per common share, basic and diluted$

(0.50

)

$

(0.39

)

$

(1.95

)

$

(1.21

)

Weighted average common shares outstanding, basic and diluted53,574

47,782

51,141

45,519

Q2 Holdings, Inc.Condensed Consolidated Statements of Comprehensive Loss(in thousands, except per share data) Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019

(unaudited) (unaudited) (unaudited) (unaudited) Revenues^ (1) $ 103,804 $ 79,702 $ 293,765 $ 228,644

Cost of revenues^ (2) (3) 57,366 40,447 163,676 117,683

Gross profit 46,438 39,255 130,089 110,961

Operating expenses:Sales and marketing ^(2) 18,403 15,700 54,597 47,371

Research and development ^ 23,568 19,617 72,168 56,392 (2)General and administrative^ 17,563 13,418 53,876 41,357 (2)Acquisition related costs^ 818 2,758 (22 ) 7,453 (4)Amortization of acquired 4,465 912 13,447 3,032 intangiblesPartnership termination - - 13,244 - chargesUnoccupied lease charges ^ 1,468 244 2,136 244 (5)Total operating expenses 66,285 52,649 209,446 155,849

Loss from operations (19,847 ) (13,394 ) (79,357 ) (44,888 )

Other income (expense), net (6,757 ) (5,206 ) (19,821 ) (10,630 )

Loss before income taxes (26,604 ) (18,600 ) (99,178 ) (55,518 )

Benefit from (provision (116 ) 31 (621 ) 307 for) income taxesNet loss $ (26,720 ) $ (18,569 ) $ (99,799 ) $ (55,211 )

Other comprehensive loss:Unrealized gain (loss) on (52 ) 37 (66 ) 247 available-for-saleinvestmentsForeign currency 66 (59 ) 14 (68 )translation adjustmentComprehensive loss $ (26,706 ) $ (18,591 ) $ (99,851 ) $ (55,032 )

Net loss per common share:Net loss per common share, $ (0.50 ) $ (0.39 ) $ (1.95 ) $ (1.21 )basic and dilutedWeighted average common 53,574 47,782 51,141 45,519 shares outstanding, basicand diluted (1)

Includes deferred revenue reduction from purchase accounting of $1.0 million and $3.7 million for the three and nine months ended September 30, 2020, respectively.(2)

Includes stock-based compensation expense as follows:^ Includes deferred revenue reduction from purchase accounting of $1.0(1) million and $3.7 million for the three and nine months ended September 30, 2020, respectively.^(2) Includes stock-based compensation expense as follows:

Three Months Ended September 30,Nine Months Ended September 30,2020

2019

2020

2019

Cost of revenues$

2,110

$

1,478

$

7,422

$

4,454

Sales and marketing2,209

2,060

6,353

5,462

Research and development2,901

2,598

9,780

7,083

General and administrative4,376

3,934

13,360

11,536

Total stock-based compensation expense$

11,596

$

10,070

$

36,915

$

28,535

Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019

Cost of revenues $ 2,110 $ 1,478 $ 7,422 $ 4,454

Sales and marketing 2,209 2,060 6,353 5,462

Research and development 2,901 2,598 9,780 7,083

General and administrative 4,376 3,934 13,360 11,536

Total stock-based $ 11,596 $ 10,070 $ 36,915 $ 28,535compensation expense (3)

Includes amortization of acquired technology of $5.3 million and $1.9 million for the three months ended September 30, 2020 and 2019, respectively, and $16.2 million and $5.5 million for the nine months ended September 30, 2020 and 2019, respectively.(4)

The nine months ended September 30, 2020 includes a $2.9 million reduction to estimated contingent consideration as a result of the actual contingent consideration calculated as of the final measurement date of March 31, 2020.(5)

Unoccupied lease charges include costs related to the early vacating of various facilities, partially offset by anticipated sublease income from these facilities. For the three and nine months ended September 30, 2020, the charges related to facilities in California, North Carolina, and Texas, and for the three and nine months ended September 30, 2019, the charges related to facilities in Georgia. Includes amortization of acquired technology of $5.3 million^ and $1.9 million for the three months ended September 30, 2020(3) and 2019, respectively, and $16.2 million and $5.5 million for the nine months ended September 30, 2020 and 2019, respectively. The nine months ended September 30, 2020 includes a $2.9^ million reduction to estimated contingent consideration as a(4) result of the actual contingent consideration calculated as of the final measurement date of March 31, 2020.

Unoccupied lease charges include costs related to the early^ vacating of various facilities, partially offset by anticipated(5) sublease income from these facilities. For the three and nine months ended September 30, 2020, the charges related to facilities in California, North Carolina, and Texas, and for the three and nine months ended September 30, 2019, the charges related to facilities in Georgia.Q2 Holdings, Inc.Condensed Consolidated Statements of Cash Flows(in thousands)Nine Months Ended September 30,2020

2019

(unaudited)(unaudited)Cash flows from operating activities:Net loss$

(99,799

)

$

(55,211

)

Adjustments to reconcile net loss to net cash from operating activities:Amortization of deferred implementation, solution and other costs13,947

9,670

Depreciation and amortization38,975

17,728

Amortization of debt issuance costs1,427

1,004

Amortization of debt discount15,381

10,150

Amortization of premiums on investments114

124

Stock-based compensation expenses38,076

29,376

Deferred income taxes313

(341

)

Other non-cash charges2,522

651

Changes in operating assets and liabilities(32,935

)

(14,479

)

Net cash used in operating activities(21,979

)

(1,328

)

Cash flows from investing activities:Net maturities of investments1,252

33,405

Purchases of property and equipment(16,538

)

(12,490

)

Purchases of intangible assets-

(288

)

Capitalization of software development costs(653

)

-

Net cash provided by (used in) investing activities(15,939

)

20,627

Cash flows from financing activities:Proceeds from issuance of common stock, net of issuance costs311,321

195,289

Proceeds from issuance of convertible notes, net of issuance costs-

307,016

Purchase of capped call transactions-

(40,765

)

Proceeds from exercise of stock options to purchase common stock8,568

12,313

Payment of contingent consideration(16,862

)

-

Net cash provided by financing activities303,027

473,853

Net increase in cash, cash equivalents, and restricted cash265,109

493,152

Cash, cash equivalents, and restricted cash, beginning of period103,562

110,156

Cash, cash equivalents, and restricted cash, end of period$

368,671

$

603,308

Q2 Holdings, Inc.Condensed Consolidated Statements of Cash Flows(in thousands) Nine Months Ended September 30, 2020 2019

(unaudited) (unaudited)Cash flows from operating activities:Net loss $ (99,799 ) $ (55,211 )

Adjustments to reconcile net loss to net cash fromoperating activities:Amortization of deferred implementation, solution and 13,947 9,670 other costsDepreciation and amortization 38,975 17,728

Amortization of debt issuance costs 1,427 1,004

Amortization of debt discount 15,381 10,150

Amortization of premiums on investments 114 124

Stock-based compensation expenses 38,076 29,376

Deferred income taxes 313 (341 )

Other non-cash charges 2,522 651

Changes in operating assets and liabilities (32,935 ) (14,479 )

Net cash used in operating activities (21,979 ) (1,328 )

Cash flows from investing activities:Net maturities of investments 1,252 33,405

Purchases of property and equipment (16,538 ) (12,490 )

Purchases of intangible assets - (288 )

Capitalization of software development costs (653 ) -

Net cash provided by (used in) investing activities (15,939 ) 20,627

Cash flows from financing activities:Proceeds from issuance of common stock, net of 311,321 195,289 issuance costsProceeds from issuance of convertible notes, net of - 307,016 issuance costsPurchase of capped call transactions - (40,765 )

Proceeds from exercise of stock options to purchase 8,568 12,313 common stockPayment of contingent consideration (16,862 ) -

Net cash provided by financing activities 303,027 473,853

Net increase in cash, cash equivalents, and 265,109 493,152 restricted cashCash, cash equivalents, and restricted cash, 103,562 110,156 beginning of periodCash, cash equivalents, and restricted cash, end of $ 368,671 $ 603,308 period Q2 Holdings, Inc.Reconciliation of GAAP to Non-GAAP Measures(in thousands, except per share data)Three Months Ended September 30,Nine Months Ended September 30,2020

2019

2020

2019

(unaudited)(unaudited)(unaudited)(unaudited)GAAP revenue$

103,804

$

79,702

$

293,765

$

228,644

Deferred revenue reduction from purchase accounting

957

-

3,720

-

Non-GAAP revenue$

104,761

$

79,702

$

297,485

$

228,644

GAAP gross profit$

46,438

$

39,255

$

130,089

$

110,961

Stock-based compensation2,110

1,478

7,422

4,454

Amortization of acquired technology5,255

1,941

16,184

5,514

Acquisition related costs244

27

735

98

Deferred revenue reduction from purchase accounting957

-

3,720

-

Non-GAAP gross profit$

55,004

$

42,701

$

158,150

$

121,027

Non-GAAP gross margin:Non-GAAP gross profit$

55,004

$

42,701

$

158,150

$

121,027

Non-GAAP revenue104,761

79,702

297,485

228,644

Non-GAAP gross margin52.5

%

53.6

%

53.2

%

52.9

%

GAAP sales and marketing expense$

18,403

$

15,700

$

54,597

$

47,371

Stock-based compensation(2,209

)

(2,060

)

(6,353

)

(5,462

)

Non-GAAP sales and marketing expense$

16,194

$

13,640

$

48,244

$

41,909

GAAP research and development expense$

23,568

$

19,617

$

72,168

$

56,392

Stock-based compensation(2,901

)

(2,598

)

(9,780

)

(7,083

)

Non-GAAP research and development expense$

20,667

$

17,019

$

62,388

$

49,309

GAAP general and administrative expense$

17,563

$

13,418

$

53,876

$

41,357

Stock-based compensation(4,376

)

(3,934

)

(13,360

)

(11,536

)

Non-GAAP general and administrative expense$

13,187

$

9,484

$

40,516

$

29,821

GAAP operating loss$

(19,847

)

$

(13,394

)

$

(79,357

)

$

(44,888

)

Deferred revenue reduction from purchase accounting957

-

3,720

-

Partnership termination charges-

-

13,244

-

Stock-based compensation11,596

10,070

36,915

28,535

Acquisition related costs1,062

2,784

714

7,550

Amortization of acquired technology5,255

1,941

16,184

5,514

Amortization of acquired intangibles4,465

912

13,447

3,032

Unoccupied lease charges1,468

244

2,136

244

Non-GAAP operating income (loss)$

4,956

$

2,557

$

7,003

$

(13

)

GAAP net loss$

(26,720

)

$

(18,569

)

$

(99,799

)

$

(55,211

)

Deferred revenue reduction from purchase accounting957

-

3,720

-

Partnership termination charges-

-

13,244

-

Stock-based compensation11,596

10,070

36,915

28,535

Acquisition related costs1,062

2,784

714

7,550

Amortization of acquired technology5,255

1,941

16,184

5,514

Amortization of acquired intangibles4,465

912

13,447

3,032

Unoccupied lease charges1,468

244

2,136

244

Amortization of debt discount and issuance costs5,686

5,380

16,808

11,153

Non-GAAP net income$

3,769

$

2,762

$

3,369

$

817

Reconciliation from diluted weighted-average number of common sharesas reported to pro forma diluted weighted average number of common sharesDiluted weighted-average number of common shares, as reported53,574

47,782

51,141

45,519

Weighted-average effect of potentially dilutive shares2,013

2,560

1,990

2,600

Pro forma diluted weighted-average number of common shares55,587

50,342

53,131

48,119

Calculation of non-GAAP income per share:Non-GAAP net income$

3,769

$

2,762

$

3,369

$

817

Pro forma diluted weighted-average number of common shares55,587

50,342

53,131

48,119

Non-GAAP net income per share$

0.07

$

0.05

$

0.06

$

0.02

Reconciliation of GAAP net loss to adjusted EBITDA:GAAP net loss$

(26,720

)

$

(18,569

)

$

(99,799

)

$

(55,211

)

Depreciation and amortization12,929

5,932

38,975

17,728

Stock-based compensation11,596

10,070

36,915

28,535

(Benefit from) provision for income taxes116

(31

)

621

(307

)

Interest (income) expense, net6,727

5,157

19,586

10,508

Acquisition related costs1,062

2,784

714

7,550

Unoccupied lease charges1,468

244

2,136

244

Deferred revenue reduction from purchase accounting957

-

3,720

-

Partnership termination charges-

-

13,244

-

Adjusted EBITDA$

8,135

$

5,587

$

16,112

$

9,047

Q2 Holdings, Inc.Reconciliation of GAAP to Non-GAAP Measures(in thousands, except per share data) Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019

(unaudited) (unaudited) (unaudited) (unaudited) GAAP revenue $ 103,804 $ 79,702 $ 293,765 $ 228,644

Deferred revenue reduction 957 - 3,720 - from purchase accounting

Non-GAAP revenue $ 104,761 $ 79,702 $ 297,485 $ 228,644

GAAP gross profit $ 46,438 $ 39,255 $ 130,089 $ 110,961

Stock-based compensation 2,110 1,478 7,422 4,454

Amortization of acquired 5,255 1,941 16,184 5,514 technologyAcquisition related costs 244 27 735 98

Deferred revenue reduction 957 - 3,720 - from purchase accountingNon-GAAP gross profit $ 55,004 $ 42,701 $ 158,150 $ 121,027

Non-GAAP gross margin:Non-GAAP gross profit $ 55,004 $ 42,701 $ 158,150 $ 121,027

Non-GAAP revenue 104,761 79,702 297,485 228,644

Non-GAAP gross margin 52.5 % 53.6 % 53.2 % 52.9 %

GAAP sales and marketing $ 18,403 $ 15,700 $ 54,597 $ 47,371 expenseStock-based compensation (2,209 ) (2,060 ) (6,353 ) (5,462 )

Non-GAAP sales and $ 16,194 $ 13,640 $ 48,244 $ 41,909 marketing expense GAAP research and $ 23,568 $ 19,617 $ 72,168 $ 56,392 development expenseStock-based compensation (2,901 ) (2,598 ) (9,780 ) (7,083 )

Non-GAAP research and $ 20,667 $ 17,019 $ 62,388 $ 49,309 development expense GAAP general and $ 17,563 $ 13,418 $ 53,876 $ 41,357 administrative expenseStock-based compensation (4,376 ) (3,934 ) (13,360 ) (11,536 )

Non-GAAP general and $ 13,187 $ 9,484 $ 40,516 $ 29,821 administrative expense GAAP operating loss $ (19,847 ) $ (13,394 ) $ (79,357 ) $ (44,888 )

Deferred revenue reduction 957 - 3,720 - from purchase accountingPartnership termination - - 13,244 - chargesStock-based compensation 11,596 10,070 36,915 28,535

Acquisition related costs 1,062 2,784 714 7,550

Amortization of acquired 5,255 1,941 16,184 5,514 technologyAmortization of acquired 4,465 912 13,447 3,032 intangiblesUnoccupied lease charges 1,468 244 2,136 244

Non-GAAP operating income $ 4,956 $ 2,557 $ 7,003 $ (13 )(loss) GAAP net loss $ (26,720 ) $ (18,569 ) $ (99,799 ) $ (55,211 )

Deferred revenue reduction 957 - 3,720 - from purchase accountingPartnership termination - - 13,244 - chargesStock-based compensation 11,596 10,070 36,915 28,535

Acquisition related costs 1,062 2,784 714 7,550

Amortization of acquired 5,255 1,941 16,184 5,514 technologyAmortization of acquired 4,465 912 13,447 3,032 intangiblesUnoccupied lease charges 1,468 244 2,136 244

Amortization of debt 5,686 5,380 16,808 11,153 discount and issuance costsNon-GAAP net income $ 3,769 $ 2,762 $ 3,369 $ 817

Reconciliation from dilutedweighted-average number ofcommon sharesas reported to pro formadiluted weighted averagenumber of common sharesDiluted weighted-average 53,574 47,782 51,141 45,519 number of common shares, asreportedWeighted-average effect of 2,013 2,560 1,990 2,600 potentially dilutive sharesPro forma diluted 55,587 50,342 53,131 48,119 weighted-average number ofcommon shares Calculation of non-GAAPincome per share:Non-GAAP net income $ 3,769 $ 2,762 $ 3,369 $ 817

Pro forma diluted 55,587 50,342 53,131 48,119 weighted-average number ofcommon sharesNon-GAAP net income per $ 0.07 $ 0.05 $ 0.06 $ 0.02 share Reconciliation of GAAP netloss to adjusted EBITDA:GAAP net loss $ (26,720 ) $ (18,569 ) $ (99,799 ) $ (55,211 )

Depreciation and 12,929 5,932 38,975 17,728 amortizationStock-based compensation 11,596 10,070 36,915 28,535

(Benefit from) provision 116 (31 ) 621 (307 )for income taxesInterest (income) expense, 6,727 5,157 19,586 10,508 netAcquisition related costs 1,062 2,784 714 7,550

Unoccupied lease charges 1,468 244 2,136 244

Deferred revenue reduction 957 - 3,720 - from purchase accountingPartnership termination - - 13,244 - chargesAdjusted EBITDA $ 8,135 $ 5,587 $ 16,112 $ 9,047

Q2 Holdings, Inc.Reconciliation of GAAP to Non-GAAP Revenue Guidance(in thousands)Q4 2020 GuidanceFull Year 2020 GuidanceLowHighLowHighGAAP revenue$

104,314

$

106,314

$

398,094

$

400,094

Deferred revenue reduction from purchase accounting686

686

4,406

4,406

Non-GAAP revenue$

105,000

$

107,000

$

402,500

$

404,500

View source version on businesswire.com: https://www.businesswire.com/news/home/20201104005117/en/

CONTACT: MEDIA CONTACT: Beth Williams Q2 Holdings, Inc. M: 512-293-6013 beth.williams@Q2.com INVESTOR CONTACT: Josh Yankovich Q2 Holdings, Inc. O: 512-682-4463 josh.yankovich@Q2.com