LOGM 2017 Annual Report

Capital Returns In connection with the Merger, our Board of Directors declared and paid $12.8 million in January 2017 for the last of three special cash dividends of $0.50 per share of our common stock. The first two special cash dividends of $0.50 per share were paid in 2016. On February 23, 2017, our Board of Directors approved a three-year capital return plan to return up to $700 million to stockholders through a combination of share repurchases and dividends. Pursuant to this plan, during 2017, we repurchased shares and paid cash dividends totaling $108.7 million as follows: • Repurchased 626,154 shares of our common stock at an average price of $110.56 per share for a total cost of $69.2 million. • Paid three cash dividends of $0.25 per share of our common stock in the second, third and fourth quarters of 2017 totaling $39.5 million. While we currently intend to pay quarterly cash dividends during the remainder of 2018, our Board of Directors declare our dividends on a quarterly basis based upon our financial performance, business outlook and other considerations. On February 1, 2018, our Board of Directors declared a $0.30 per share cash dividend to be paid on February 28, 2018 to stockholders of record as of February 12, 2018. We repurchase our shares from time-to-time in the open market, which may include the use of 10b5-1 trading plans, or in privately negotiated transactions, in accordance with applicable securities and stock exchange rules. The timing and number of shares to be repurchased pursuant to this capital return plan will depend upon prevail- ing market conditions and other factors. Additionally, our credit facility contains certain financial and operating covenants that may restrict our ability to pay dividends in the future. Credit Facility On February 1, 2017, we entered into an Amended and Restated Credit Agreement, or Amended Credit Agree- ment, to increase our secured revolving credit facility from $150 million to $400 million and extend the maturity date to February 1, 2022. As of December 31, 2017, there were no outstanding borrowings under the Amended Credit Agreement. Agreement to Acquire Jive Communications, Inc. On February 7, 2018, we entered into a definitive Agreement and Plan of Merger (the “Jive Merger Agreement”) to acquire all of the outstanding equity of Jive Communications, Inc. (“Jive”), a provider of cloud-based phone systems and Unified Communications services. The transaction is expected to close during the second quarter of 2018, subject to certain regulatory approvals and customary closing conditions, including expiration of the appli- cable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and consent of the Federal Communications Commission. We expect to pay $342 million in cash upon close for all out- standing equity interests in Jive, subject to potential working capital and other adjustments as further described in the Jive Merger Agreement. An additional $15 million in cash is payable in contingent payments which are expected to be paid to certain employees of Jive upon their achievement of specified retention milestones over the two-year period following the closing of the transaction. We expect to fund the acquisition through a combination of cash and debt. At the time of signing the Jive Merger Agreement, Jive had approximately 600 employees and fiscal year 2017 revenue of approximately $80 million. Divestiture of Xively On February 9, 2018, we entered into an agreement to sell our Xively business for approximately $50 million. This transaction is expected to close in the first quarter of 2018, subject to certain customary closing conditions, and is expected to result in a pre-tax gain of approximately $34 million. The net assets being sold are primarily comprised of $14 million of goodwill allocated to the Xively business. In fiscal year 2017, we recorded $3 mil- lion of revenue and $13 million of GAAP expense directly related to our Xively business. The sale of the Xively business does not constitute a significant strategic shift that will have a material impact on our ongoing oper- ations and financial results. 35