5 unchanged sentences
Serving the nonprofit and education sectors, companies committed to social responsibility and individual change makers, our essential software is built to accelerate impact in fundraising, nonprofit financial management, digital giving, grantmaking, corporate social responsibility and education management.
−Removed: A remote-first company, we have operations in the United States, Australia, Canada, Costa Rica and the United Kingdom, supporting users in 100+ countries.
+Added: A remote-first company, we have operations in the United States, Australia, Canada, Costa Rica, India and the United Kingdom, supporting users in 100+ countries.
Our revenue is primarily generated from the following sources:
5 unchanged sentences
We have extended our position as the world's leading provider of software to power social impact through product innovation to better serve the very specific needs of non-profit customers, successfully implemented key revenue initiatives to enhance the predictability of our growth, all while maintaining keen attention to cost management and cash flow.
−Removed: As a result of this work, we have accelerated our revenue growth, significantly improved our profitability, driven sustained EPS growth and generated significant cash flow, which we have used, in part, to fuel a material stock repurchase program, that was recently expanded and replenished to $800 million.
−Removed: The company is approaching another inflection point.
−Removed: In addition to improving our operations and go-to market capabilities, we have successfully addressed and nearly closed the book on many of the challenges the company faced over the past few years, allowing us to now focus primarily on the significant growth and value creation opportunities ahead in the near, mid and long term.
+Added: As a result of this work, we have grown revenue, significantly improved our profitability, driven sustained EPS growth and generated significant cash flow, which we have used, in part, to fuel a material stock repurchase program, that was expanded and replenished to $800 million in July 2024.
We believe Blackbaud is a compelling investment with multiple opportunities for strong stockholder returns.
7 unchanged sentences
We appreciate that our customers have choices, too.
−Removed: For decades, we have enjoyed being the market leader, with
−Removed: Second Quarter 2024 Form 10-Q
+Added: For decades, we have enjoyed being the market leader, with strong brand recognition and significant breadth and depth of our product capabilities, but we are not relying on the success of our past.
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: strong brand recognition and significant breadth and depth of our product capabilities, but we are not relying on the success of our past.
Investments in Innovation
−Removed: • We continue to invest aggressively in innovation and partner with our developer network through API’s to produce continuous product enhancements throughout our portfolio, including generative AI capabilities, which in turn enable our customers to raise more money while increasing operational efficiency—ultimately allowing them to spend more time executing on their charitable missions and less time on administrative tasks.
+Added: • We continue to invest aggressively in innovation and partner with our developer network to produce continuous product enhancements throughout our portfolio, including generative AI capabilities, which in turn enable our customers to raise more money while increasing operational efficiency—ultimately allowing them to spend more time executing on their charitable missions and less time on administrative tasks.
• We are a natural choice for new and existing customers alike.
2 unchanged sentences
Cash Flow Generation
−Removed: During the first six months of 2024, we generated $118.4 million of operating cash flow, an increase of more than 50% compared to the first half of 2023.
+Added: During the nine months of 2024, we generated $222.4 million of operating cash flow, an increase of approximately 9.6% compared to the first three quarters of 2023.
Our robust cash flow generation gives us confidence to continue investment in a number of critical areas like product innovation and stock repurchases.
−Removed: In March 2024, we announced that we intend to repurchase between 7% and 10% of our outstanding common stock as of December 31, 2023 under our stock repurchase program.
−Removed: During the six months ended June 30, 2024, we repurchased 2,954,211 shares for $262.6 million, representing approximately 5.5% of the Company's common stock outstanding as of December 31, 2023.
−Removed: In addition to our previously announced ASR Transaction, we plan to be aggressive in repurchasing our stock at the current valuations.
−Removed: As previously disclosed, our board of directors reauthorized, expanded and replenished our existing stock repurchase program, raising the total capacity from $500 million to $800 million available for repurchases of our common stock.
+Added: In March 2024, we announced that we intend to repurchase during 2024 between 7% and 10% of our outstanding common stock as of December 31, 2023 under our stock repurchase program.
+Added: During the nine months ended September 30, 2024, we repurchased 3,761,985 shares for $325.4 million, representing approximately 7.0% of the Company's common stock outstanding as of December 31, 2023.
+Added: These share repurchases do not include the final settlement of the ASR Transaction, as discussed above.
+Added: The remaining amount available to purchase stock under our stock repurchase program was $737.2 million as of September 30, 2024.
+Added: On October 29, 2024, we settled the previously announced ASR Transaction.
+Added: In connection with the settlement of the ASR Transaction, we received approximately 490,000 shares of our common stock, in addition to the 2.1 million shares received in March 2024.
+Added: No cash was exchanged as part of the settlement of the ASR Transaction.
+Added: We plan to continue to be aggressive in the fourth quarter of 2024 repurchasing our stock with our goal of repurchasing up to 10% of our outstanding common stock this year.
We believe there is currently no better use of our capital than investing back into the business through product innovation and returning capital to stockholders around these valuation levels.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
Financial Summary
−Removed: Total revenue ($M) Income (Loss) from operations ($M)
+Added: Total revenue ($M) Income from operations ($M)
YoY Growth (%) YoY Growth (%)
−Removed: Total revenue increased by $16.2 million and $33.7 million, respectively, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, driven largely by the following:
+Added: Total revenue increased by $9.1 million and $42.8 million, respectively, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, driven largely by the following:
+ Growth in recurring revenue primarily related to:
−Removed: • increases in contractual recurring revenue of $12.3 million and $25.6 million, respectively, related to the impact of our modernized contract initiative and pricing within the Social Sector as well as the performance of our cloud solutions;
+Added: • increases in contractual recurring revenue of $5.6 million and $31.2 million, respectively, related to the impact of our 3-year contract renewal initiative and pricing within the Social Sector as well as the performance of our cloud solutions;
partially offset by decreases in revenue from EVERFI and maintenance revenue;
−Removed: • increases in transactional recurring revenue of $6.7 million and $12.2 million, respectively, primarily due to positive results related to pricing initiatives we have implemented in the past twelve months and increases in volume for our JustGiving, Blackbaud Merchant Services and Blackbaud Tuition Management solutions.
+Added: • increases in transactional recurring revenue of $5.4 million and $17.6 million, respectively, primarily due to positive results related to pricing initiatives we have implemented in the past twelve months and increases in volume for our Blackbaud Tuition Management and JustGiving solutions;
+Added: also contributing to the increases in transactional recurring revenue during the three and nine months ended September 30, 2024 were increases related to fluctuations in foreign currency exchange rates of $0.7 million and $1.6 million, respectively.
- Decreases in one-time service and other revenue primarily related to:
−Removed: • decreases in one-time consulting revenue of $2.4 million and $3.4 million, respectively, primarily due to decreases of $1.9 million and $2.5 million, respectively, resulting from our sale of EVERFI Limited as discussed in Note 3 to our unaudited, condensed consolidated financial statements in this report and less sales of implementation and customization services.
−Removed: Also contributing to the decrease in one-time consulting revenue is an increase in utilization of third-party service delivery partners.
−Removed: For several years, we have been strategically shifting away from a one-time services business model towards sales of retained and managed services and also embedding services in our renewable cloud solution contracts.
−Removed: Retained and managed services contracts that we expect to have a term consistent with our cloud solution contracts, and embedded services are recorded as recurring revenue.
+Added: • decreases in one-time consulting revenue of $1.8 million and $5.2 million, respectively, primarily due to decreases of $2.7 million and $5.2 million, respectively, resulting from our sale of EVERFI Limited as discussed in Note 3 to our unaudited, condensed consolidated financial statements in this report.
As previously disclosed and discussed above, we have a number of multi-year pricing initiatives underway, some to bring our pricing in line with the market while others are model changes that are expected to drive greater revenue for both us and our customers.
Excluding the impact from our sale of EVERFI Limited in the first quarter of 2024, we expect that the decline in our non-strategic one-time services and other revenue will slow in 2024 compared to the previous two years.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: Our Social Sector revenue (which represents approximately 88% of our total year-to-date revenue) increased $19.8 million, or 8.5%, and $39.3 million, or 8.6%, respectively, during the three and six months ended June 30, 2024, when compared to the same periods in 2023, driven primarily by the increases in contractual recurring revenue and transactional recurring revenue discussed above.
+Added: Our Social Sector revenue (which represents approximately 88% of our total year-to-date revenue) increased $15.7 million, or 6.6%, and $55.0 million, or 7.9%, respectively, during the three and nine months ended September 30, 2024, when compared to the same periods in 2023, driven primarily by the increases in contractual recurring revenue and transactional recurring revenue discussed above.
The Social Sector has proven to be very resilient as demonstrated through the last several economic downturns and the COVID-19 pandemic, and we have great confidence in the long-term trajectory of this portion of our business.
−Removed: Our Corporate Sector revenue (which represents approximately 12% of our total year-to-date revenue) decreased $3.5 million, or 9.2%, and $5.6 million, or 7.4%, respectively, during the three and six months ended June 30, 2024, when compared to the same periods in 2023, driven primarily by the performance of EVERFI and our disposition of EVERFI Limited in March 2024 (see Note 3 to our unaudited, condensed consolidated financial statements in this report for more information).
+Added: Our Corporate Sector revenue (which represents approximately 12% of our total year-to-date revenue) decreased $6.6 million, or 17.3%, and $12.2 million, or 10.7%, respectively, during the three and nine months ended September 30, 2024, when compared to the same periods in 2023, driven primarily by the underperformance of EVERFI and our disposition of EVERFI Limited in March 2024 (see Note 3 to our unaudited, condensed consolidated financial statements in this report for more information).
EVERFI has unique and valuable assets, including a comprehensive catalog of content, great customer relationships and a deep talent pool.
However, EVERFI has faced a number of external challenges and while we have taken decisive actions, including changes to Corporate Sector leadership and the disposition of a non-recurring revenue component (EVERFI Limited discussed above), EVERFI continues to be a drag on our overall performance, and we expect that to continue.
−Removed: Accordingly, we are actively considering a range of strategic alternatives for EVERFI, one of which includes a potential divestiture of the business.
+Added: While EVERFI remains a small portion of our total revenue at approximately 8%, we are focused on achieving the best possible outcome for this business.
+Added: We recently took actions to right-size EVERFI's business to better align costs to its lower revenues, and we hired a strategic advisor to assist us in considering a range of alternatives for EVERFI, one of which includes a potential divestiture of the business.
This work is in early stages, and EVERFI remains well positioned to support its customers.
We will continue to provide updates as progress is made on this initiative.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: Income from operations increased by $41.8 million and $62.5 million, respectively, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, driven largely by the following:
−Removed: + Decreases in Security Incident-related expenses of $25.0 million and $32.4 million, respectively.
−Removed: See "Security Incident update" below.
−Removed: + Increases in total revenue, as described above
+Added: Income from operations increased by $21.8 million and $84.2 million, respectively, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, driven largely by the following:
+ Decreases in stock-based compensation expense of $13.8 million and $19.2 million, respectively, primarily due to overall Company performance against targets for certain performance-based equity awards, and a decrease in the grant date fair value of equity award grants
−Removed: + Decrease in employee severance costs of $5.0 million, during the six months ended June 30, 2024, primarily due to prior period targeted workforce reductions during the fourth quarter of 2022 and the first quarter of 2023
−Removed: + Decreases in commission expense of $3.1 million and $6.5 million, respectively, due to fewer sales headcount and a prospective increase in the period of benefit over which we amortized costs of obtaining contracts with customers from 5 to 6 years beginning in the year ending December 31, 2024
−Removed: + Decrease in corporate costs of $2.3 million, during the six months ended June 30, 2024, primarily related to the release of certain accrued tax liabilities due to favorable sales tax rulings and a decrease in bad debt expense
−Removed: - Increases in acquisition and disposition-related costs of $3.2 million and $4.9 million, respectively, primarily related to the noncash impairment charges against certain operating lease right-of-use assets and property and equipment assets resulting from the sublease of our Washington, DC office location and the disposition of EVERFI Limited;
+Added: + Increases in total revenue, as described above
+Added: + Decreases in acquisition and disposition-related costs of $6.8 million and $2.0 million, respectively.
+Added: For the three months ended period, the decrease is primarily related to the initial noncash impairment charges against certain operating lease right-of-use assets and property and equipment assets resulting from the sublease of portion of our Washington, DC office location during the third quarter of 2023 which did not reoccur in the third quarter of 2024.
+Added: For the nine months ended period, the decrease related to the 2023 Washington, DC office impairment was partially offset by an additional impairment due to sublease, which occurred during the second quarter of 2024 and the disposition of EVERFI Limited;
see Note 5 and Note 3, respectively, to our unaudited, condensed consolidated financial statements in this report for more information.
−Removed: These increases were partially offset by the release of $1.4 million in accrued contingent consideration related to our Kilter acquisition as discussed in Note 3 to the consolidated financial statements in our Annual Report on From 10-K for the year ended December 31, 2023
+Added: + Decrease in employee severance costs of $5.0 million, during the nine months ended September 30, 2024, related to our prior period targeted workforce reductions
+Added: + Decreases in Security Incident-related expenses of $3.4 million and $35.9 million, respectively, largely related to decreases in loss contingency accruals (see "Security Incident update" below)
+Added: + Decreases in commission expense of $2.8 million and $9.3 million, respectively, primarily due to fewer sales headcount and a prospective increase in the period of benefit over which we amortized costs of obtaining contracts with customers from 5 to 6 years beginning in the year ending December 31, 2024
+Added: + Decrease in corporate costs of $1.6 million, during the nine months ended September 30, 2024, primarily related to a decrease in bad debt expense and the release of certain accrued tax liabilities due to favorable state sales tax rulings
+Added: + Decreases in direct costs of revenue of $0.8 million and $1.0 million, respectively, primarily due to our sale of EVERFI Limited as discussed above
- Increases in compensation costs other than stock-based compensation of $3.6 million and $6.5 million, respectively, primarily due to an increase in resources dedicated to our cybersecurity program
−Removed: - Decrease of $2.3 million, during the six months ended June 30, 2024, due to an increase in amortization of capitalized software and content development costs and a decrease in software and content development costs that were required to be capitalized under the internal-use software guidance
- Increases in third-party contractor costs of $3.2 million and $6.0 million, respectively, largely related to enhancements to our cybersecurity program
−Removed: - Increases in amortization of intangible assets from business combinations of $1.6 million and $3.3 million, respectively, due to our acquisition of EVERFI.
−Removed: Most of the acquired intangible assets are amortized on a curve that represents the expected period of economic benefit.
−Removed: - Increases in transaction-based costs of $1.2 million and $2.7 million, respectively, related to the increase in the volume of transactions for which we process payments and, to a lesser extent, increases in vendor rates
−Removed: - Increases in advertising costs of $1.0 million and $3.0 million, respectively, primarily due to timing differences compared to 2023 and, to a lesser extent, increased digital marketing spend to drive fundraising page creation for JustGiving
+Added: - Decrease of $2.9 million, during the nine months ended September 30, 2024, due to an increase in amortization of capitalized software and content development costs and a decrease in software and content development costs that were required to be capitalized under the internal-use software guidance
- Increases in hosting and data center costs of $1.8 million and $4.1 million, respectively, as we continue to migrate our cloud infrastructure to leading public cloud service providers and make investments in security;
currently, we expect our cloud infrastructure migration efforts and increased level of cybersecurity investments to continue for the foreseeable future
+Added: - Increases in amortization of intangible assets from business combinations of $1.7 million and $5.0 million, respectively, as most the intangible assets we acquired with EVERFI in December 2021 are amortized on a curve that represents the expected period of economic benefit
+Added: - Increases in advertising costs of $0.8 million and $3.7 million, respectively, primarily due to timing differences compared to 2023 (for example, bbcon® , our annual user conference, which was held in September of 2024 and October of 2023) and, to a lesser extent, increased digital marketing spend to drive fundraising page creation for JustGiving
+Added: - Increases in transaction-based costs of $0.8 million and $3.4 million, respectively, related to the increase in the volume of transactions for which we process payments and, to a lesser extent, increases in vendor rates
+Added: - Increases in travel costs of $0.8 million and $1.9 million, respectively, primarily due to the timing of travel related to bbcon (as discussed above)
We are continuing to make critical investments in the business in areas such as innovation, cybersecurity, and our continued shift of cloud infrastructure to leading public cloud service providers.
−Removed: Our profitability during the first half of 2024 reflects some of these incremental investments.
+Added: Our financial results through the third quarter of 2024 reflect some of these incremental investments.
+Added: Third Quarter 2024 Form 10-Q
+Added: Blackbaud, Inc.
We continuously seek opportunities to optimize our portfolio of solutions to focus time and resources on innovation that will have the greatest impact for our customers and the markets we serve, and drive the highest return on investment.
To that end, we will continue to simplify and rationalize our portfolio through product sunsets and divestitures of non-core businesses and technologies.
−Removed: Second Quarter 2024 Form 10-Q
−Removed: Blackbaud, Inc.
As a remote-first workforce company, we also continuously evaluate opportunities to shift various business units or functions to lower-cost jurisdictions, including internationally, and may do so if and when we determine that it would reduce costs without negatively impacting the quality of our products and services.
4 unchanged sentences
Gross dollar retention is defined as contracted annual recurring revenue ("CARR") divided by beginning CARR with a measurement period of twelve months.
−Removed: For the twelve months ended June 30, 2024, our gross dollar retention was approximately 90%.
+Added: For the twelve months ended September 30, 2024, our gross dollar retention was approximately 90%.
This gross dollar retention rate was consistent with our rate for the full year ended December 31, 2023.
+Added: Excluding EVERFI, our gross dollar retention during the twelve months ended September 30, 2024 was approximately 92%.
We are continually investing in innovation, which we believe will increase gross dollar retention over the long-term.
Balance sheet and cash flow
−Removed: At June 30, 2024, our cash and cash equivalents were $30.4 million.
+Added: At September 30, 2024, our cash and cash equivalents were $34.6 million.
Under the 2024 Credit Facilities, the carrying amount of our debt was $943.0 million and our net leverage ratio was 2.42 to 1.00 .
−Removed: During the six months ended June 30, 2024, we generated $118.4 million in cash from operations, had a net increase in borrowings of $244.9 million, returned $262.6 million to stockholders by way of share repurchases and had aggregate cash outlays of $34.5 million for purchases of property and equipment and capitalized software and content development costs.
+Added: During the nine months ended September 30, 2024, we generated $222.4 million in cash from operations, had a net increase in borrowings of $223.2 million, returned $325.4 million to stockholders by way of share repurchases and had aggregate cash outlays of $50.1 million for purchases of property and equipment and capitalized software and content development costs.
Security Incident update
1 unchanged sentence
Accordingly, the Security Incident has negatively impacted, and we expect it to continue for the foreseeable future to negatively impact, our GAAP profitab ility and GAAP cash flow (see discussion regarding non-GAAP free cash flow and non-GAAP adjusted free cash flow on page 43 ).
−Removed: For the three and six months ended June 30, 2024, we incurred net pre-tax expenses of $1.8 million and $12.1 million, respectively, related to the Security Incident, which included $1.8 million and $5.1 million, respectively, for ongoing legal fees and additional accruals for loss contingencies of $0.0 million and $7.0 million, respectively.
−Removed: During the six months ended June 30, 2024, we had cash outlays of $5.8 million related to the Security Incident for ongoing legal fees.
+Added: For the three months ended September 30, 2024, we incurred net pre-tax expenses which were insignificant.
+Added: For the nine months ended September 30, 2024, we incurred net pre-tax expenses of $12.8 million related to the Security Incident, which included $6.0 million for ongoing legal fees and additional accruals for loss contingencies of $6.8 million.
+Added: During the nine months ended September 30, 2024, we had cash outlays of $15.1 million related to the Security Incident for ongoing legal fees and the $6.8 million paid during the third quarter of 2024 related to our settlement with the Attorney General of the State of California.
In line with our policy, legal fees are expensed as incurred.
1 unchanged sentence
Not included in these ranges are our previous settlements or current accruals for loss contingencies related to the matters discussed below.
−Removed: As of June 30, 2024, we have recorded approximately $8.5 million in aggregate liabilities for loss contingencies, which included $6.8 million for our settlement with the Attorney General of the State of California on June 13, 2024 that we paid in the third quarter of 2024, and other accruals based primarily on recent negotiations with certain customers related to the Security Incident that we believed we could reasonably estimate in accordance with our loss contingency procedures described above and as more fully described in Note 9.
−Removed: It is reasonably possible that our estimated actual losses may change in the near term for those matters and be materially in excess of the amounts accrued, but we are unable at this time to reasonably estimate the possible additional loss.
−Removed: Second Quarter 2024 Form 10-Q
+Added: As of September 30, 2024, we have recorded approximately $0.7 million in aggregate liabilities for loss contingencies based primarily on recent negotiations with certain customers related to the Security Incident that we believed we could reasonably
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of June 30, 2024 because we are unable at this time to reasonably estimate the possible loss or range of loss.
+Added: estimate in accordance with our loss contingency procedures described above and as more fully described in Note 9.
+Added: It is reasonably possible that our estimated actual losses may change in the near term for those matters and be materially in excess of the amounts accrued, but we are unable at this time to reasonably estimate the possible additional loss.
+Added: There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of September 30, 2024 because we are unable at this time to reasonably estimate the possible loss or range of loss.
Each of these matters could, separately or in the aggregate, result in an adverse judgment, settlement, fine, penalty or other resolution, the amount, scope and timing of which we are currently unable to predict, but could have a material adverse impact on our results of operations, cash flows or financial condition.
Results of Operations
−Removed: Comparison of the three and six months ended June 30, 2024 and 2023
+Added: Comparison of the three and nine months ended September 30, 2024 and 2023
Revenue and Cost of Revenue
7 unchanged sentences
Transactional recurring revenue is comprised of transaction fees associated with the use of our solutions, including donation processing, tuition management, consumer giving and event-based usage.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
2 unchanged sentences
We intend to continue focusing on innovation, quality and integration of our cloud solutions, which we believe will drive future revenue growth.
−Removed: Recurring revenue increased by $19.0 million, or 7.2%, and $37.8 million, or 7.3%, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
−Removed: + Increases in contractual recurring revenue of $12.3 million and $25.6 million, respectively, related to the impact of our modernized contract initiative and pricing within the Social Sector as well as the performance of our cloud solutions;
+Added: Recurring revenue increased by $11.0 million, or 4.1%, and $48.8 million, or 6.2%, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
+Added: + Increases in contractual recurring revenue of $5.6 million and $31.2 million, respectively, related to the impact of our 3-year contract renewal initiative and pricing within the Social Sector as well as the performance of our cloud solutions;
partially offset by decreases in revenue from EVERFI (as discussed above) and maintenance revenue;
−Removed: + Increases in transactional recurring revenue of $6.7 million and $12.2 million, respectively, primarily due to positive results related to pricing initiatives we have implemented in the past twelve months and increases in volume for our JustGiving, Blackbaud Merchant Services and Blackbaud Tuition Management solutions.
−Removed: Cost of recurring revenue increased by $5.9 million, or 5.2%, and $10.6 million, or 4.6%, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
−Removed: + Increases in amortization of intangible assets from business combinations of $1.5 million and $3.1 million, respectively, primarily due to our acquisition of EVERFI in December 2021.
−Removed: Most of the acquired intangible assets are amortized on a curve that represents the expected period of economic benefit.
−Removed: + Increases in third-party contractor costs of $1.2 million and $1.8 million, respectively, largely related to enhancements to our cybersecurity program
−Removed: + Increases in transaction-based costs of $1.1 million and $2.6 million, respectively, related to the increase in the volume of transactions for which we process payments and, to a lesser extent, increases in vendor rates
+Added: + Increases in transactional recurring revenue of $5.4 million and $17.6 million, respectively, primarily due to positive results related to pricing initiatives we have implemented in the past twelve months and increases in volume for our Blackbaud Tuition Management and JustGiving solutions;
+Added: also contributing to the increases in transactional recurring revenue during the three and nine months ended September 30, 2024 were increases related to fluctuations in foreign currency exchange rates of $0.7 million and $1.6 million, respectively.
+Added: Cost of recurring revenue increased by $8.5 million, or 7.5%, and $19.1 million, or 5.6%, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
+ Increases in hosting and data center costs of $1.8 million and $4.2 million, respectively, as we continue to migrate our cloud infrastructure to leading public cloud service providers and make investments in security;
currently, we expect our cloud infrastructure migration efforts and increased level of cybersecurity investments to continue for the foreseeable future
−Removed: Recurring gross margin increased by 80 basis points and 110 basis points for the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, primarily due to the increases in recurring revenue outpacing the increases in cost of recurring revenue.
−Removed: Second Quarter 2024 Form 10-Q
+Added: + Increases in amortization of intangible assets from business combinations of $1.6 million and $4.7 million, respectively, as most of the intangible assets we acquired with EVERFI in December 2021 are amortized on a curve that represents the expected period of economic benefit.
+Added: + Increases in third-party software costs of $1.4 million and $1.1 million, respectively, primarily due to the number of licenses needed and also price increases for the software being used
+Added: + Increases in third-party contractor costs of $1.3 million and $3.1 million, respectively, largely related to enhancements to our cybersecurity program
+Added: + Increases in amortization of software development costs of $0.9 million and $2.0 million, respectively, due to our continued investments in the innovation and security of our solutions
+Added: + Increases in transaction-based costs of $0.6 million and $3.3 million, respectively, related to the increase in the volume of transactions for which we process payments and, to a lesser extent, increases in vendor rates
+Added: - Decreases in stock-based compensation costs of $0.8 million and $1.4 million, respectively, primarily due to estimated overall Company performance against 2024 goals
+Added: Recurring gross margin decreased by 140 basis points for the three months ended September 30, 2024, when compared to the same period in 2023, primarily due to the increases in cost of recurring revenue outpacing the increases in recurring revenue.
+Added: Recurring gross margin was relatively consistent for the nine months ended September 30, 2024, when compared to the same period in 2023.
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
5 unchanged sentences
Cost of one-time services and other is primarily comprised of compensation costs for professional services and onsite training personnel, other costs incurred in providing onsite customer training, third-party contractor expenses, data expense incurred to perform one-time analytic services, third-party software royalties, allocated depreciation, facilities and IT support costs and amortization of intangible assets from business combinations.
−Removed: One-time services and other revenue decreased by $2.7 million, or 31.7%, and $4.0 million, or 22.7%, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
−Removed: - Decreases in one-time consulting revenue of $2.4 million and $3.4 million, respectively, primarily due to decreases of $1.9 million and $2.5 million, respectively, resulting from our sale of EVERFI Limited as discussed in Note 3 to our unaudited, condensed consolidated financial statements in this report and less sales of implementation and customization services.
−Removed: Also contributing to the decrease in one-time consulting revenue is an increase in utilization of third-party service delivery partners.
−Removed: For several years, we have been strategically shifting away from a one-time services business model towards sales of retained and managed services and also embedding services in our renewable cloud solution contracts.
−Removed: Retained and managed services contracts that we expect to have a term consistent with our cloud solution contracts, and embedded services are recorded as recurring revenue.
−Removed: Second Quarter 2024 Form 10-Q
−Removed: Blackbaud, Inc.
−Removed: Cost of one-time services and other decreased by $2.7 million, or 35.2%, and $4.3 million, or 26.3%, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
+Added: One-time services and other revenue decreased by $1.9 million, or 22.2%, and $5.9 million, or 22.6%, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
+Added: - Decreases in one-time consulting revenue of $1.8 million and $5.2 million, respectively, primarily due to decreases of $2.7 million and $5.2 million, respectively, resulting from our sale of EVERFI Limited as discussed in Note 3 to our unaudited, condensed consolidated financial statements in this report.
+Added: Cost of one-time services and other decreased by $2.8 million, or 36.2%, and $7.0 million, or 29.5%, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, driven primarily by the following:
- Decreases in compensation costs of $1.6 million and $4.3 million, respectively, primarily related to our sale of EVERFI Limited as discussed above and a continued shift in resources historically supporting one-time services and other towards recurring revenue
- Decreases in direct costs of revenue of $0.9 million and $1.8 million, respectively, primarily due to our sale of EVERFI Limited as discussed above
−Removed: One-time services and other gross margin increased by 450 basis points and 420 basis points during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, primarily due to the decrease in compensation costs discussed above outpacing the decrease of one-time services and other revenue.
+Added: Third Quarter 2024 Form 10-Q
+Added: Blackbaud, Inc.
+Added: One-time services and other gross margin increased by 1,590 basis points and 810 basis points during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, primarily due to the decrease in compensation costs discussed above outpacing the decrease of one-time services and other revenue.
Operating Expenses
9 unchanged sentences
The enhancements we are making in our go-to-market approach are expected to reduce our average customer acquisition cost per customer as well as the related payback period while increasing sales velocity.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: Sales, marketing and customer success expense decreased by $6.1 million, or 11.5%, and $9.6 million or 9.0%, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023.
+Added: Sales, marketing and customer success expense decreased by $3.0 million, or 5.7%, and $12.6 million or 7.9%, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023.
The decreases in dollars and as a percentage of total revenue were primarily driven by the following:
−Removed: - Decreases in compensation costs of $3.4 million and $3.8 million, respectively, primarily related to our prior period targeted workforce reductions
−Removed: - Decreases in commissions expense of $3.2 million and $6.7 million, respectively, due to fewer sales headcount and a prospective increase in the period of benefit over which we amortized costs of obtaining contracts with customers from 5 to 6 years beginning in the year ending December 31, 2024
−Removed: - Decrease in severance costs of $2.1 million, during the six months ended June 30, 2024, related to our prior period targeted workforce reductions
−Removed: + Increases in advertising costs of $1.0 million and $3.0 million, respectively, primarily due to timing differences compared to 2023 and, to a lesser extent, increased digital marketing spend to drive fundraising page creation for JustGiving
+Added: - Decreases in commissions expense of $3.0 million and $9.7 million, respectively, due to a prospective increase in the period of benefit over which we amortized costs of obtaining contracts with customers from 5 to 6 years beginning in the year ending December 31, 2024 and fewer sales headcount
+Added: - Decreases in stock-based compensation costs of $2.2 million and $5.7 million, respectively, primarily due to estimated overall Company performance against 2024 goals
+Added: - Decrease in severance costs of $2.2 million, during the nine months ended September 30, 2024, related to our prior period targeted workforce reductions
+Added: + Increases in advertising costs of $0.8 million and $3.7 million, respectively, primarily due to timing differences compared to 2023 (for example, bbcon as discussed above) and, to a lesser extent, increased digital marketing spend to drive fundraising page creation for JustGiving
Research and development
1 unchanged sentence
We continue to make investments to delight our customers with innovative and secure cloud solutions.
−Removed: Research and development expenses increased by $2.9 million, or 8.1%, and $5.1 million or 6.7%, during the three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023, primarily driven by the following:
−Removed: + Increase in compensation costs of $2.7 million, during the six months ended June 30, 2024, primarily related to an increase in resources dedicated to the security-related compliance of our solutions
+Added: Research and development expenses increased by $1.4 million, or 3.7%, and $6.5 million or 5.7%, during the three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023, primarily driven by the following:
+Added: + Increases in compensation costs other than stock-based compensation of $1.9 million and $5.5 million, respectively, primarily related to an increase in resources dedicated to the security-related compliance of our solutions
+ Increases in third-party contractor costs of $1.3 million and $2.6 million, respectively, largely related to enhancements to our cybersecurity program
−Removed: + Decrease in software development costs of $1.1 million, during the six months ended June 30, 2024, that were required to be capitalized under GAAP
−Removed: Not included in research and development expense for the three months ended June 30, 2024 and 2023 were $14.8 million and $15.4 million, respectively, and for the six months ended June 30, 2024 and 2023 were $28.5 million and $29.6 million, respectively, of qualifying costs associated with software and content development activities that are required to be capitalized under GAAP, such as those for our cloud solutions, as well as development costs associated with acquired companies.
+Added: + Decrease in software development costs of $0.9 million, during the nine months ended September 30, 2024, that were required to be capitalized under GAAP
+Added: + Increases in allocated overhead costs of $0.7 million and $1.9 million, respectively, primarily related to increased headcount discussed above
+Added: - Decreases in stock-based compensation of $2.4 million and $3.3 million, respectively, primarily due to estimated overall Company performance against 2024 goals
+Added: - Decrease in employee severance costs of $1.1 million, during the nine months ended September 30, 2024, primarily due to our prior period targeted workforce reductions discussed above
+Added: Not included in research and development expense for the three months ended September 30, 2024 and 2023 were $16.0 million and $15.7 million, respectively, and for the nine months ended September 30, 2024 and 2023 were $44.5 million and $45.4 million, respectively, of qualifying costs associated with software and content development activities that are required to be capitalized under GAAP, such as those for our cloud solutions, as well as development costs associated with acquired companies.
Qualifying capitalized development costs associated with our cloud solutions are subsequently amortized to cost of recurring revenue over the related assets' estimated useful life, which generally range from three to seven years.
2 unchanged sentences
General and administrative expense consists primarily of compensation costs for general corporate functions, including senior management, finance, accounting, legal, human resources and corporate development, Security Incident-related expenses (including legal fees, settlements and loss contingency accruals), third-party professional fees, insurance, allocated depreciation, facilities and IT support costs, acquisition-related expenses and other administrative expenses.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: General and administrative expense decreased by $25.7 million, or 43.5%, and $30.8 million, or 27.5%, three and six months ended June 30, 2024, respectively, when compared to the same periods in 2023.
+Added: General and administrative expense decreased by $17.0 million, or 39.8%, and $47.7 million, or 30.9%, three and nine months ended September 30, 2024, respectively, when compared to the same periods in 2023.
The decreases in dollars and as a percentage of total revenue were primarily driven by the following:
−Removed: - Decreases in Security Incident-related expenses of $25.0 million and $32.4 million, respectively.
−Removed: See "Security Incident update" on page 31
−Removed: - Decrease in stock-based compensation costs of $3.8 million, during the three months ended June 30, 2024, primarily due to estimated overall Company performance against 2024 goals for certain performance-based equity awards
−Removed: - Decrease in corporate costs of $2.4 million, during the six months ended June 30, 2024, primarily related to the release of certain accrued tax liabilities due to favorable sales tax rulings and a decrease in bad debt expense
−Removed: - Decreases in rent expense, net of allocated costs, of $1.7 million and $2.6 million, respectively
−Removed: + Increases in acquisition and disposition-related costs of $3.2 million and $4.9 million, respectively, primarily related to the noncash impairment charges against certain operating lease right-of-use assets and property and equipment assets resulting from the sublease of our Washington, DC office location and the disposition of EVERFI Limited;
+Added: - Decreases in stock-based compensation costs of $7.9 million and $8.0 million, respectively, primarily due to estimated overall Company performance against 2024 goals
+Added: - Decreases in acquisition and disposition-related costs of $6.8 million and $2.0 million, respectively.
+Added: For the three months ended period the decrease is primarily related to the initial noncash impairment charges against certain operating lease right-of-use assets and property and equipment assets resulting from the sublease of a portion of our Washington, DC office location during the third quarter of 2023 which did not reoccur in the third quarter of 2024.
+Added: For the nine months ended period, the decrease related to the 2023 Washington, DC office impairment was partially offset by an additional impairment due to sublease, which occurred during the second quarter of 2024 and the disposition of EVERFI Limited;
see Note 5 and Note 3 to our unaudited, condensed consolidated financial statements in this report for more information.
−Removed: These increases were partially offset by the release of $1.4 million in accrued contingent consideration related to our Kilter acquisition as discussed in Note 3 to the consolidated financial statements in our Annual Report on From 10-K for the year ended December 31, 2023
+Added: - Decreases in Security Incident-related expenses of $3.4 million and $35.9 million, respectively, largely related to decreases in loss contingency accruals.
+Added: See "Security Incident update" on page 31
+Added: - Decreases in rent expense and allocated costs of $1.9 million and $4.5 million, respectively
+Added: - Decrease in corporate costs of $1.8 million, during the nine months ended September 30, 2024, primarily related to a decrease in bad debt expense and the release of certain accrued tax liabilities due to favorable state sales tax rulings
+ Increases in compensation costs other than stock-based compensation of $1.3 million and $3.9 million, respectively, primarily due to an increase in resources dedicated to our cybersecurity program
2 unchanged sentences
Percentages indicate expenses as a percentage of total revenue
−Removed: The increases in interest expense in dollars and as a percentage of total revenue during the three and six months ended June 30, 2024, when compared to the same periods in 2023, were primarily due to our incremental borrowings to fund our ASR Transaction.
+Added: The increases in interest expense in dollars and as a percentage of total revenue during the three and nine months ended September 30, 2024, when compared to the same periods in 2023, were primarily due to our incremental borrowings to fund our ASR Transaction and other stock repurchases.
We currently expect interest expense for the full year 2024 to be approximately $53 million to $57 million.
3 unchanged sentences
Interest Rate Risk (below) for more information about our variable interest rate exposure and related risk.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
1 unchanged sentence
Percentages indicate other income as a percentage of total revenue
−Removed: The increases in other income in dollars and as a percentage of total revenue during the three and six months ended June 30, 2024, when compared to the same periods in 2023, were primarily due to an increase in interest income.
+Added: The decreases in other income in dollars and as a percentage of total revenue during the three and nine months ended September 30, 2024, when compared to the same periods in 2023, were primarily due to current year losses in currency revaluation compared to prior year gains.
+Added: For the nine months ended September 30, 2024, the decrease was partially offset by an increase in interest income.
Interest income increased primarily due to higher interest earned on restricted cash held and payable by us to customers for our payment processing solutions.
2 unchanged sentences
The table below compares the components of deferred revenue from our unaudited, condensed consolidated balance sheets:
−Removed: (dollars in millions) June 30,
+Added: (dollars in millions) September 30,
2024 December 31,
8 unchanged sentences
We generally invoice our customers with recurring revenue contracts in annual cycles 30 days prior to the end of each one-year period.
−Removed: The increase in deferred revenue during the six months ended June 30, 2024 was primarily due to a seasonal increase in customer contract renewals .
+Added: The increase in deferred revenue during the nine months ended September 30, 2024 was primarily due to the impact of our contract pricing initiatives within the Social Sector, as well as a seasonal increase in customer contract billings and renewals .
Historically, due to the timing of customer budget cycles, we have an increase in customer contract renewals at or near the beginning of our third quarter.
Generally, our lowest balance of deferred revenue during the year is at the end of our first quarter.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
1 unchanged sentence
Percentages indicate effective income tax rates
−Removed: The change in our effective income tax rate for the three and six months ended June 30, 2024, when compared to the same periods in 2023 were largely driven by prior year pre-tax losses versus current year pre-tax income.
−Removed: Additionally, the 2024 periods were favorably impacted by benefits attributable to stock-based compensation and research and development tax credits whereas stock-based compensation negatively impacted our effective income tax rates for the 2023 periods.
−Removed: Lastly, the 2023 periods were negatively impacted by non-deductible accruals related to security incident, which have impacted the 2024 periods to a much lesser degree.
+Added: The changes in our effective income tax rates for the three and nine months ended September 30, 2024, when compared to the same periods in 2023 were primarily attributable the negative impact in 2023 of non-deductible accruals related to the Security Incident that did not recur in 2024 to the same extent.
+Added: Additionally, there were favorable impacts of benefits attributable to stock-based compensation.
+Added: Partially offsetting these items were unfavorable impacts of our United Kingdom liability for uncertain tax positions.
Non-GAAP Financial Measures
6 unchanged sentences
We believe that these non-GAAP financial measures reflect our ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in our business.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
Three months ended
−Removed: Six months ended
+Added: September 30,
+Added: Nine months ended
+Added: September 30,
(dollars in millions, except per share amounts) 2024
10 unchanged sentences
Non-GAAP gross margin 61.7 % 62.4 % 62.0 % 61.3 %
−Removed: GAAP income (loss) from operations $ 42.1 $ 0.3 $ 52.8 $ (9.7)
+Added: GAAP income from operations $ 43.8 $ 22.0 $ 96.6 $ 12.4
GAAP operating margin 15.3 % 7.9 % 11.3 % 1.5 %
28 unchanged sentences
(1) The individual amounts for each year may not sum to subtotal, non-GAAP gross profit, non-GAAP income from operations, non-GAAP income before provision for income taxes or non-GAAP net income due to rounding.
−Removed: (2) Includes Security Incident-related costs incurred during the three and six months ended June 30, 2024 of $1.8 million and $12.1 million, respectively, which includes approximately $0.0 million and $7.0 million, respectively, in recorded liabilities for loss contingencies and during the three and six months ended June 30, 2023 of $26.8 million and $44.6 million, respectively, which included approximately $19.8 million and $30.0 million, respectively, in recorded aggregate liabilities for loss contingencies.
+Added: (2) Includes Security Incident-related costs incurred during the three months ended September 30, 2024 which were insignificant, during the nine months ended September 30, 2024 of $12.8 million, which included approximately $6.8 million in recorded liabilities for loss contingencies, and during the three and nine months ended September 30, 2023 of $4.1 million and $48.6 million, respectively, which included approximately $0.0 million and $30.0 million, respectively, in recorded aggregate liabilities for loss contingencies.
Recorded expenses consisted primarily of payments to third-party service providers and consultants, including legal fees, as well as settlements of customer claims, negotiated settlements and accruals for certain loss contingencies.
3 unchanged sentences
In line with our policy, legal fees are expensed as incurred.
−Removed: As of June 30, 2024, we have recorded approximately $8.5 million in aggregate liabilities for loss contingencies, which included $6.8 million for our settlement with the Attorney General of the State of California on June 13, 2024 that we paid in the third quarter of 2024, and other accruals based primarily on recent negotiations with certain customers related to the Security Incident that we believe we can reasonably estimate.
+Added: As of September 30, 2024, we have recorded approximately $0.7 million in aggregate liabilities for loss contingencies based primarily on recent negotiations with certain customers related to the Security Incident that we believe we can reasonably estimate.
+Added: During the third quarter of 2024, we paid $6.8 million in connection with our settlement with the Attorney General of the State of California (as previously disclosed on June 14, 2024).
It is reasonably possible that our estimated or actual losses may change in the near term for those matters and be materially in excess of the amounts accrued, but we are unable at this time to reasonably estimate the possible additional loss.
−Removed: There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of June 30, 2024 because we are unable at this time to reasonably estimate the possible loss or range of loss.
+Added: There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of September 30, 2024 because we are unable at this time to reasonably estimate the possible loss or range of loss.
Each of these matters could, separately or in the aggregate, result in an adverse judgment, settlement, fine, penalty or other resolution, the amount, scope and timing of which we are currently unable to predict, but could have a material adverse impact on our results of operations, cash flows or financial condition.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
(3) Beginning in 2024, we now apply a non-GAAP effective tax rate of 24.5% when calculating non-GAAP net income and non-GAAP diluted earnings per share.
−Removed: For the three and six months ended June 30, 2023, the tax impact related to non-GAAP adjustments is calculated under our historical non-GAAP effective tax rate of 20.0%.
+Added: For the three and nine months ended September 30, 2023, the tax impact related to non-GAAP adjustments is calculated under our historical non-GAAP effective tax rate of 20.0%.
Non-GAAP organic revenue growth
1 unchanged sentence
We believe that these non-GAAP measures are useful to investors, as a supplement to GAAP measures, for evaluating the periodic growth of our business on a consistent basis.
−Removed: Each of these measures of non-GAAP organic revenue growth excludes incremental acquisition-related revenue attributable to companies acquired in the current fiscal year.
+Added: Each of these measures of non-GAAP organic revenue growth excludes incremental acquisition-related revenue attributable to companies, if any, acquired in the current fiscal year.
For companies, if any, acquired in the immediately preceding fiscal year, each of these non-GAAP organic revenue growth measures reflects presentation of full year incremental non-GAAP revenue derived from such companies as if they were combined throughout the prior period.
3 unchanged sentences
(dollars in millions) Three months ended
−Removed: Six months ended
+Added: September 30,
+Added: Nine months ended
+Added: September 30,
GAAP revenue (1)
26 unchanged sentences
Non-GAAP organic recurring revenue growth on constant currency basis 3.7 % 6.0 %
−Removed: (1) Includes EVERFI revenue of $23.8 million and $27.3 million for the three months ended June 30, 2024 and 2023, respectively, and $47.3 million and $54.2 million for the six months ended June 30, 2024 and 2023, respectively.
+Added: (1) Includes EVERFI revenue of $19.4 million and $26.2 million for the three months ended September 30, 2024 and 2023, respectively, and $66.8 million and $80.4 million for the nine months ended September 30, 2024 and 2023, respectively.
(2) Non-GAAP revenue from divested businesses excludes revenue associated with divested businesses.
4 unchanged sentences
The primary foreign currencies creating the impact are the Australian Dollar, British Pound, Canadian Dollar and Euro.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
12 unchanged sentences
Three months ended
−Removed: Six months ended
+Added: September 30,
+Added: Nine months ended
+Added: September 30,
(dollars in millions) 2024
36 unchanged sentences
37.0 % 39.3 %
−Removed: (1) Includes amortization expense related to software development costs and amortization expense from capitalized cloud computing implementation costs.
+Added: (1) Includes amortization expense related to software and content development costs and amortization expense from capitalized cloud computing implementation costs.
(2) The individual amounts for each year may not sum to subtotal, non-GAAP EBITDA, non-GAAP adjusted EBITDA or non-GAAP adjusted EBITDA on a constant currency basis due to rounding.
9 unchanged sentences
See Non-GAAP organic revenue growth table above.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
4 unchanged sentences
Non-GAAP adjusted free cash flow is not intended to represent and should not be viewed as the amount of residual cash flow available for discretionary expenditures.
−Removed: Six months ended
+Added: Nine months ended
+Added: September 30,
(dollars in millions) 2024
21 unchanged sentences
Our expenses, other than transaction-based costs related to our payments services, do not vary significantly as a result of these factors, but do fluctuate on a quarterly basis due to varying timing of expenditures.
−Removed: Our cash flow from operations normally fluctuates quarterly due to the combination of the timing of customer contract renewals including renewals associated with customers of acquired companies, delivery of professional services and occurrence of customer events, as well as merit-based salary increases, among other factors.
+Added: Our cash flow from operations normally fluctuates quarterly due to the combination of the timing of customer contract renewals, delivery of professional services and occurrence of customer events, as well as merit-based salary increases, among other factors.
Historically, due to lower revenues in our first quarter, combined with the payment of certain annual vendor contracts, our cash flow from operations has been lowest in our first quarter.
2 unchanged sentences
In addition, deferred revenues can vary on a seasonal basis due to the timing of customer contract renewals and student enrollments or significant acquisitions.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Our cash flow from financing is negatively impacted in our first quarter when
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
−Removed: flow from financing is negatively impacted in our first quarter when most of our equity awards vest, as we pay taxes on behalf of our employees related to the settlement or exercise of equity awards.
+Added: most of our equity awards vest, as we pay taxes on behalf of our employees related to the settlement or exercise of equity awards.
These patterns may change as a result of the continued shift to online giving, growth in volume of transactions for which we process payments, large dollar customer bookings and contract renewals, fluctuations in the timing of vendor payments, or as a result of acquisitions, new market opportunities, new solution introductions or other factors.
1 unchanged sentence
The following table presents selected financial information about our financial position:
−Removed: (dollars in millions) June 30,
+Added: (dollars in millions) September 30,
2024 December 31,
5 unchanged sentences
The following table presents selected financial information about our cash flows:
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
(dollars in millions) 2024
1 unchanged sentence
Net cash used in investing activities (56.3) (49.2) 14.6 %
−Removed: Net cash provided by financing activities 25.7 10.4 145.7 %
+Added: Net cash used in financing activities (435.1) (496.7) (12.4) %
Our principal sources of liquidity are our operating cash flow, funds available under the 2024 Credit Facilities and cash on hand.
6 unchanged sentences
Under this universal shelf registration statement we may offer and sell, from time to time, debt securities, common stock, preferred stock, depositary shares, warrants, stock purchase contracts and stock purchase units.
−Removed: Subject to certain conditions, this registration statement will be effective through January 13, 2025.
−Removed: At June 30, 2024, our total cash and cash equivalents balance included approximately $16.5 million of cash that was held by operations outside the U.S.
+Added: Subject to certain conditions and pursuant to applicable SEC regulations, this registration statement is effective for three years from its date of filing with the SEC, or through January 13, 2025.
+Added: In order to maintain uninterrupted access to the capital markets, we intend to file a replacement universal shelf registration statement with the SEC before the existing shelf registration statement expires.
+Added: In that event, the existing shelf registration statement would terminate upon the filing of the replacement shelf registration statement, which would, subject to certain conditions, expire three years from such date of filing.
+Added: At September 30, 2024, our total cash and cash equivalents balance included approximately $15.1 million of cash that was held by operations outside the U.S.
While these funds may not be needed to fund our U.S.
1 unchanged sentence
We currently do not intend nor anticipate a need to repatriate our cash held outside the U.S.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
4 unchanged sentences
Working capital changes are composed of changes in accounts receivable, prepaid expenses and other assets, trade accounts payable, accrued expenses and other liabilities, and deferred revenue.
−Removed: Net cash provided by operating activities increased by $43.4 million during the six months ended June 30, 2024, when compared to the same period in 2023, primarily due to a $57.8 million increase in net income adjusted for non-cash expenses and a $14.3 million decrease in cash flow from operations associated with working capital.
−Removed: The decrease in cash flow from operations associated with working capital during the six months ended June 30, 2024, when compared to the same period in 2023, was primarily due to:
+Added: Net cash provided by operating activities increased by $19.4 million during the nine months ended September 30, 2024, when compared to the same period in 2023, primarily due to a $47.5 million increase in net income adjusted for non-cash expenses, partially offset by a $28.1 million decrease in cash flow from operations associated with working capital.
+Added: The decrease in cash flow from operations associated with working capital during the nine months ended September 30, 2024, when compared to the same period in 2023, was primarily due to:
• a decrease in accrued expenses related to the Security Incident;
+Added: • an increase in prepaid commissions and other expenses;
+Added: • a decrease in deferred revenue largely driven by a drag on billings growth due to EVERFI;
• a decrease in taxes payable;
7 unchanged sentences
Not included in these ranges are our previous settlements or current accruals for loss contingencies related to the matters discussed below.
−Removed: As of June 30, 2024, we have recorded approximately $8.5 million in aggregate liabilities for loss contingencies, which included $6.8 million for our settlement with the Attorney General of the State of California on June 13, 2024 that we paid in the third quarter of 2024, and other accruals based primarily on recent negotiations with certain customers related to the Security Incident that we believed we could reasonably estimate in accordance with our loss contingency procedures described above and as more fully described in Note 9.
+Added: As of September 30, 2024, we have recorded approximately $0.7 million in aggregate liabilities for loss contingencies based primarily on recent negotiations with certain customers related to the Security Incident that we believed we could reasonably estimate in accordance with our loss contingency procedures described above and as more fully described in Note 9.
It is reasonably possible that our estimated actual losses may change in the near term for those matters and be materially in excess of the amounts accrued, but we are unable at this time to reasonably estimate the possible additional loss.
−Removed: There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of June 30, 2024 because we are unable at this time to reasonably estimate the possible loss or range of loss.
+Added: There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of September 30, 2024 because we are unable at this time to reasonably estimate the possible loss or range of loss.
Each of these matters could, separately or in the aggregate, result in an adverse judgment, settlement, fine, penalty or other resolution, the amount, scope and timing of which we are currently unable to predict, but could have a material adverse impact on our results of operations, cash flows or financial condition.
Investing Cash Flow
−Removed: Net cash used in investing activities of $40.7 million increased by $9.2 million during the six months ended June 30, 2024, when compared to the same period in 2023.
−Removed: During the six months ended June 30, 2024, we used $28.4 million for software and content development costs, which was down $0.4 million from cash spent during the same period in 2023.
−Removed: We also spent $6.1 million of cash for purchases of property and equipment during the six months ended June 30, 2024, which was an increase of $3.3 million when compared to the same period in 2023.
−Removed: In addition, we used net cash of $1.2 million in the disposition of a business and $5.0 million for a minor investment in a business during the six months ended June 30, 2024.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Net cash used in investing activities of $56.3 million increased by $7.2 million during the nine months ended September 30, 2024, when compared to the same period in 2023.
+Added: During the nine months ended September 30, 2024, we used $42.9 million for software and content development costs, which was down $1.8 million from cash spent during the same period in 2023.
+Added: We also spent $7.2 million of cash for purchases of property and equipment during the nine months ended September 30, 2024, which was an increase of $3.0
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
+Added: million when compared to the same period in 2023.
+Added: In addition, we used net cash of $1.2 million in the disposition of a business and $5.0 million for a minority investment in a business during the nine months ended September 30, 2024.
Financing Cash Flow
−Removed: During the six months ended June 30, 2024, we had a net increase in borrowings of $244.9 million, primarily due to our ASR Transaction (as defined below) in March 2024.
+Added: During the nine months ended September 30, 2024, we had a net increase in borrowings of $223.2 million, primarily due to our share repurchase program, including our ASR Transaction (as defined below) in March 2024.
We also paid $6.5 million in debt issuance costs in conjunction with our April 2024 refinancing.
−Removed: We paid $54.5 million to satisfy tax obligations of employees upon settlement of equity awards during the six months ended June 30, 2024 compared to $33.7 million during the same period in 2023.
+Added: We paid $56.0 million to satisfy tax obligations of employees upon settlement of equity awards during the nine months ended September 30, 2024 compared to $35.6 million during the same period in 2023.
The amount of taxes paid by us on behalf of employees related to the settlement of equity awards varies from period to period based upon the timing of grants and vesting, as well as the market price for shares of our common stock at the time of settlement.
Most of our equity awards currently vest in our first quarter.
−Removed: During the six months ended June 30, 2024, cash flow from financing activities associated with changes in restricted cash due to customers increased $106.9 million, compared to an increase of $61.3 million during the same period in 2023.
+Added: During the nine months ended September 30, 2024, cash flow from financing activities associated with changes in restricted cash due to customers decreased $263.7 million, compared to a decrease of $339.7 million during the same period in 2023.
This line in the statement of cash flows represents the change in the amount of restricted cash held and payable by us to customers from one period to the next.
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The repurchase program may be limited, suspended or discontinued at any time without prior notice.
−Removed: In March 2024, we announced that we intend to repurchase between 7% and 10% of our outstanding common stock as of December 31, 2023 under our repurchase program.
+Added: In March 2024, we announced that we intend to repurchase during 2024 between 7% and 10% of our outstanding common stock as of December 31, 2023 under our repurchase program.
Consistent with that commitment, in March 2024, we entered into the ASR Transaction to repurchase an aggregate $200 million of shares of our common stock.
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The final number of shares of common stock delivered to us under the ASR Transaction will be based on the average of the daily volume-weighted average prices of the common stock during the term of the ASR Transaction, less a discount and subject to customary adjustments upon events affecting the common stock (e.g., dilutive or concentrative events, mergers and acquisitions, and market disruptions).
−Removed: The final settlement of the ASR Transaction is scheduled to occur by the fourth quarter of 2024, unless settled earlier at the election of the financial institution.
+Added: See Note 13 to these unaudited, condensed consolidated financial statements for additional information about the final settlement of the ASR Transaction which occurred in October 2024.
The difference of $52.2 million between the prepayment of $200 million and the value of the shares repurchased on the ASR Transaction date represents an unsettled prepaid forward contract indexed to our common stock and met all of the applicable criteria for equity classification;
−Removed: therefore, it was not accounted for as a derivative instrument as of June 30, 2024.
+Added: therefore, it was not accounted for as a derivative instrument as of September 30, 2024.
Because of our ability to settle in shares, the $52.2 million prepaid forward contract was classified as a reduction to additional paid-in capital within our unaudited, condensed consolidated statement of stockholders' equity in this report.
We funded the ASR Transaction prepayment with borrowings pursuant to a revolving credit loan under the 2024 Credit Facilities.
−Removed: During the three months ended June 30, 2024, we did not repurchase any shares.
−Removed: During the six months ended June 30, 2024, we repurchased 2,954,211 shares for $262.6 million, representing approximately 5.5% of the Company's common stock outstanding as of December 31, 2023.
−Removed: The remaining amount available to purchase stock under the stock repurchase program was $259.7 million as of June 30, 2024.
−Removed: After 2024, we plan to repurchase shares to at least offset the dilution from our annual stock-based compensation and possibly beyond that amount as market conditions and our strategic plans permit.
On July 16, 2024, our Board of Directors reauthorized, expanded and replenished our stock repurchase program by expanding the total capacity under the program from $500.0 million to $800.0 million available for repurchases.
−Removed: As of July 16, 2024, the amount available to purchase stock under the Company's repurchase program was $800.0 million.
−Removed: See Note 13 to our unaudited, condensed financial statements in this report for additional information.
−Removed: Second Quarter 2024 Form 10-Q
+Added: Third Quarter 2024 Form 10-Q
Blackbaud, Inc.
+Added: During the three months ended September 30, 2024, we repurchased 807,774 shares for $62.8 million.
+Added: During the nine months ended September 30, 2024, we repurchased 3,761,985 shares for $325.4 million, including the initial delivery of shares repurchased pursuant to the ASR Transaction and representing approximately 7.0% of the Company's common stock outstanding as of December 31, 2023.
+Added: These share repurchases do not include the final settlement of the ASR Transaction, as discussed above.
+Added: The remaining amount available to purchase stock under the stock repurchase program was $737.2 million as of September 30, 2024.
+Added: On October 29, 2024, we settled the previously announced ASR Transaction.
+Added: In connection with the settlement of the ASR Transaction, we received approximately 490,000 shares of our common stock, in addition to the 2.1 million shares received in March 2024.
+Added: No cash was exchanged as part of the settlement of the ASR Transaction.
+Added: We plan to continue to be aggressive in the fourth quarter of 2024 repurchasing our stock with our goal of repurchasing up to 10% of our outstanding common stock this year.
+Added: After 2024, we plan to repurchase shares to at least offset the dilution from our annual stock-based compensation and possibly beyond that amount as market conditions and our strategic plans permit.
2024 Credit Facilities
Historically, we have drawn on our credit facility from time to time to help us meet financial needs, primarily due to the seasonality of our cash flows from operations and financing for business acquisitions.
−Removed: At June 30, 2024, our available borrowing capacity under the 2024 Credit Facilities was $531.3 million.
+Added: At September 30, 2024, our available borrowing capacity under the 2024 Credit Facilities was $547.6 million.
The 2024 Credit Facilities mature in April 2029.
−Removed: At June 30, 2024, the carrying amount of our debt under the 2024 Credit Facilities was $963.6 million.
−Removed: Our average daily borrowings during the three and six months ended June 30, 2024 were $994.7 million and $900.4 million, respectively.
+Added: At September 30, 2024, the carrying amount of our debt under the 2024 Credit Facilities was $943.0 million.
+Added: Our average daily borrowings during the three and nine months ended September 30, 2024 were $939.9 million and $913.7 million, respectively.
The following is a summary of the financial covenants under the 2024 Credit Facilities:
−Removed: Financial covenant Requirement Ratio as of June 30, 2024
+Added: Financial covenant Requirement Ratio as of September 30, 2024
Net leverage ratio (1)
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(i) no default or event of default shall have occurred and be continuing under the 2024 Credit Facilities, and (ii) our pro forma net leverage ratio, as set forth in the 2024 Credit Facilities, must be 0.25 less than the net leverage ratio requirement at the time of dividend declaration or share repurchase.
−Removed: At June 30, 2024, we were in compliance with our debt covenants under the 2024 Credit Facilities.
+Added: At September 30, 2024, we were in compliance with our debt covenants under the 2024 Credit Facilities.
See Note 7 to our unaudited, condensed consolidated financial statements in this report for additional information regarding the 2024 Credit Facilities.
+Added: Third Quarter 2024 Form 10-Q
+Added: Blackbaud, Inc.
Commitments and Contingencies
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Operating leases 6.4 40.7 47.0
+Added: Interest payment on debt 0.6 6.3 6.9
Unrecorded contractual obligations:
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(1) The individual amounts may not sum to the total due to rounding.
−Removed: As of June 30, 2024, we had total remaining principal payments of $1.0 billion.
+Added: As of September 30, 2024, we had total remaining principal payments of $1.0 billion.
These payments represent principal payments only, under the following assumptions:
−Removed: (i) that the amounts outstanding under the 2024 Credit Facilities, our real estate loans and our other debt at June 30, 2024 will remain outstanding until maturity, with minimum payments occurring as currently scheduled, and (ii) that there are no assumed future borrowings on the revolving credit loans under the 2024 Credit Facilities for the purposes of determining minimum commitment amounts.
+Added: (i) that the amounts outstanding under the 2024 Credit Facilities, our real estate loans and our other debt at September 30, 2024 will remain outstanding until maturity, with minimum payments occurring as currently scheduled, and (ii) that there are no assumed future borrowings on the revolving credit loans under the 2024 Credit Facilities for the purposes of determining minimum commitment amounts.
See Note 7 to our unaudited, condensed consolidated financial statements in this report for more information.
Interest payments on debt
−Removed: In addition to principal payments, as of June 30, 2024, we expect to pay interest expense over the life of our debt obligations of approximately $324.5 million.
−Removed: These payments represent our estimated future interest payments on debt using our debt balances and the related weighted average effective interest rates as of June 30, 2024, which includes the effect of interest rate swap agreements.
+Added: In addition to principal payments, as of September 30, 2024, we expect to pay interest expense over the life of our debt obligations of approximately $285.1 million.
+Added: These payments represent our estimated future interest payments on debt using our debt balances and the related weighted average effective interest rates as of September 30, 2024, which includes the effect of interest rate swap agreements.
The actual interest expense recognized in our unaudited, condensed consolidated statements of comprehensive income will depend on the amount of debt, the length of time the debt is outstanding and the interest rate, which could be different from our assumptions on our remaining principal payments described above.
−Removed: Second Quarter 2024 Form 10-Q
−Removed: Blackbaud, Inc.
Operating leases
−Removed: As of June 30, 2024, we had remaining operating lease payments of $48.7 million.
+Added: As of September 30, 2024, we had remaining operating lease payments of $47.0 million.
These payments have not been reduced by sublease income, incentive payments, reimbursement of leasehold improvements or the amount representing imputed interest of $7.1 million.
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Purchase obligations
−Removed: As of June 30, 2024, we had remaining purchase obligations of $228.0 million.
+Added: As of September 30, 2024, we had remaining purchase obligations of $206.8 million.
These purchase obligations are for third-party technology used in our solutions and for other services we purchase as part of our normal operations.
In certain cases, these arrangements require a minimum annual purchase commitment by us.
−Removed: Our purchase obligations are not recorded as liabilities on our unaudited, condensed consolidated balance sheets as of June 30, 2024, as we had not received the related services.
+Added: Our purchase obligations are not recorded as liabilities on our unaudited, condensed consolidated balance sheets as of September 30, 2024, as we had not received the related services.
See Note 9 to our unaudited, condensed consolidated financial statements in this report for more information.
−Removed: The total liability for uncertain tax positions as of June 30, 2024 was $3.7 million.
−Removed: Our accrued interest and penalties related to tax positions taken on our tax returns was insignificant as of June 30, 2024.
+Added: The total liability for uncertain tax positions as of September 30, 2024 was $5.8 million.
+Added: Our accrued interest and penalties related to tax positions taken on our tax returns was insignificant as of September 30, 2024.
+Added: Third Quarter 2024 Form 10-Q
+Added: Blackbaud, Inc.
In connection with the settlement of the multi-state Attorneys General investigation, the California Attorney General investigation and the FTC investigation relating to the Security Incident, as discussed in Note 11 to our audited consolidated financial statements contained in our Annual Report on Form 10-K filed with the SEC on February 21, 2024, we have agreed to implement and improve certain of our cybersecurity programs and tools through May 2044.
−Removed: The currently anticipated costs in connection with these efforts are expected to be expensed as incurred.
+Added: The currently anticipated costs in connection with these efforts are primarily expected to be expensed as incurred.
Foreign Currency Exchange Rates
−Removed: Approximately 15% of our total revenue for the six months ended June 30, 2024 was generated from operations outside the U.S.
+Added: Approximately 16% of our total revenue for the nine months ended September 30, 2024 was generated from operations outside the U.S.
We do not have significant operations in countries in which the economy is considered to be highly inflationary.
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dollars for purposes of reporting our consolidated financial results.
−Removed: The accumulated currency translation adjustment, recorded within accumulated other comprehensive income (loss) as a component of stockholders’ equity, was a loss of $10.7 million as of June 30, 2024 and a loss of $9.8 million as of December 31, 2023.
+Added: The accumulated currency translation adjustment, recorded within accumulated other comprehensive loss as a component of stockholders’ equity, was a loss of $4.2 million as of September 30, 2024 and a loss of $9.8 million as of December 31, 2023.
We have entered into foreign currency forward contracts to hedge a portion of the foreign currency exposure that arises on translation of our investments denominated in British Pounds into U.S.
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dollar strengthened, foreign currency translation resulted in a decrease in our revenue and expenses denominated in non-U.S.
−Removed: During the six months ended June 30, 2024, foreign translation resulted in increases in our revenues and expenses denominated in non-U.S.
+Added: During the nine months ended September 30, 2024, foreign translation resulted in increases in our revenues and expenses denominated in non-U.S.
Though we have exposure to fluctuations in currency exchange rates, primarily those between the U.S.
dollar and both the British Pound and Canadian dollar, the impact has generally not been material to our consolidated results of operations or financial position.
−Removed: For the six months ended June 30, 2024, the fluctuation in foreign currency exchange rates increased our total revenue and our income from operations by $1.1 million and an insignificant amount, respectively.
+Added: For the nine months ended September 30, 2024, the fluctuation in foreign currency exchange rates increased our total revenue and our income from operations by $2.1 million and an insignificant amount, respectively.
We have entered into foreign currency forward contracts to hedge revenues denominated in the Canadian dollar against changes in the exchange rate with the U.S.
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These impacts are non-GAAP financial information and are not in accordance with, or an alternative to, information prepared in accordance with GAAP.
−Removed: Second Quarter 2024 Form 10-Q
−Removed: Blackbaud, Inc.
Critical Accounting Policies and Estimates
−Removed: There have been no significant changes in our critical accounting policies and estimates during the six months ended June 30, 2024 as compared to those disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
+Added: There have been no significant changes in our critical accounting policies and estimates during the nine months ended September 30, 2024 as compared to those disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
Recently Issued Accounting Pronouncements
For a discussion of the impact that recently issued accounting pronouncements are expected to have on our financial position and results of operations when adopted in the future, see Note 2 to our unaudited, condensed consolidated financial statements in this report.
+Added: Third Quarter 2024 Form 10-Q
+Added: Blackbaud, Inc.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.