Convio Announces Financial Results for Fourth Quarter and Full Year 2011

Convio, Inc. (Nasdaq: CNVO), a leading provider of on-demand constituent engagement solutions for nonprofit organizations, today announced financial results for the fourth quarter and year ended December 31, 2011.

Fourth Quarter and Full Year 2011 Highlights:

• Revenue of $20.4 million for the fourth quarter, up 20 percent year over year.
• Q4 adjusted EBITDA of $2.5 million, up 98 percent from the same period a year ago.
• Record full year revenue of $80.4 million, up 15 percent from 2010 with usage revenues up 24 percent from 2010.
• 2011 adjusted EBITDA of $11.3 million, an increase of 22 percent from 2010.
• Annual churn performance improved to 8.5 percent from 9.5 percent in 2010.
• Convio's clients raised more than $1.35 billion online in 2011, including a 17 percent year over year increase for the fourth quarter.
• Expanded internationally through the acquisition of Baigent Digital and closed a significant deal with Cancer Research UK, a leading cancer charity dedicated to saving lives through research.

"We delivered 20 percent year over year revenue growth for the fourth quarter, increasing our growth rate for the fourth consecutive quarter and exceeding our guidance for both revenue and non-GAAP earnings per share,” said Gene Austin, chief executive officer and president of Convio. "Our sales momentum continued to accelerate to close out 2011 with a total of 35 clients on the Luminate CRM platform and over 200 new mid-market clients on the Common Ground platform. Compared with 2010, our usage revenue rose 32 percent for the fourth quarter and 24 percent for all of 2011. And in the final week of 2011, we processed a record 191 million client emails, a 46 percent increase over 2010. Nonprofits around the world depend on Convio to deliver reliable solutions that generate favorable results, and I am very proud of what we accomplished in 2011.”

Financial Results for the Fourth Quarter and Full Year 2011

• Total fourth quarter revenue was $20.4 million, up 20 percent from the same period last year.
• For the full year 2011, total revenue was $80.4 million, an increase of 15 percent from 2010.
• GAAP net income for the fourth quarter was $12.5 million or $0.64 per weighted average diluted share, based on 19.6 million weighted average diluted shares outstanding. This compared to GAAP net income of $0.1 million or $0.00 per weighted average diluted share, based on 19.0 million weighted average diluted shares outstanding for the fourth quarter of 2010. Included in net income and net income per share for the fourth quarter of 2011 was a one-time tax benefit of $12.2 million, or $0.62 per diluted share, associated with the reversal of a valuation allowance related to certain deferred tax assets.
• Full year 2011 GAAP net income was $14.9 million, or $0.76 per weighted average diluted share, based on 19.5 million weighted average diluted shares outstanding. This compared to net income per weighted average diluted share of $0.20 for the full year 2010, based on 17.5 million weighted average diluted shares outstanding. Included in net income and net income per share for the full year 2011 was a one-time tax benefit of $12.2 million, or $0.62 per diluted share, associated with the reversal of a valuation allowance related to certain deferred tax assets.
• Non-GAAP net income for the fourth quarter was $1.9 million, compared to $0.8 million for the same period last year. Non-GAAP diluted net income per weighted average diluted share for the fourth quarter was $0.10, based on 19.6 million weighted average diluted shares outstanding, compared to non-GAAP diluted net income per weighted average diluted share of $0.04 for the same period last year, based on 19.0 million weighted average diluted shares outstanding.
• Non-GAAP net income for the full year was $8.3 million, compared to $6.6 million in 2010. For the full year 2011, non-GAAP net income per weighted average diluted share outstanding was $0.43 based on 19.5 million weighted average diluted shares outstanding, compared to non-GAAP net income per weighted average diluted share of $0.38 for 2010, based on 17.5 million weighted average diluted shares outstanding.
• Adjusted EBITDA for the fourth quarter was $2.5 million, up from $1.3 million reported in the same period last year. For the full year, adjusted EBITDA totaled $11.3 million, an increase of $2.0 million or 22 percent from 2010. Total cash, cash equivalents and marketable securities finished the year at approximately $54.2 million.

Acquisition by Blackbaud

As previously announced, on January 17, 2011 the company entered into an Agreement and Plan of Merger with Blackbaud (the "Merger Agreement"), pursuant to which the company will, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, be acquired by Blackbaud for $16.00 per share in cash. The transaction remains subject to regulatory approvals and other closing conditions.

No Conference Call

Given the pending acquisition by Blackbaud, the company will not be holding a conference call to discuss fourth quarter results and future outlook.

Blackbaud, Inc. ("Blackbaud”), through its wholly owned subsidiary Caribou Acquisition Corporation, has launched a tender offer (the "Offer”) for all the issued and outstanding shares of Convio, Inc. ("Convio”) common stock. On January 25, 2012, Blackbaud filed a tender offer statement on Schedule TO (the "Schedule TO”) with the U.S. Securities and Exchange Commission (the "SEC”) and Convio filed a solicitation/recommendation statement on Schedule 14D-9 (the "Schedule 14D-9”) with the SEC with respect to the Offer. This communication may be deemed to be solicitation material in respect of the Offer and the proposed merger (the "Merger”) between Caribou Acquisition Corporation and Convio. Stockholders are urged to read both the Schedule TO, including the offer to purchase and letter of transmittal, and the Schedule 14D-9 because they contain important information with respect to the Offer and the Merger. Convio stockholders and other investors may obtain copies of the Schedule TO and the Schedule 14D-9 without charge from the SEC through the SEC’s website at www.sec.gov, from Georgeson Inc., the information agent for the Offer, toll-free at (800) 868-1391 (banks and brokers call (212) 440-9800), from Blackbaud (with respect to documents filed by Blackbaud with the SEC) by going to the Investor Relations section of Blackbaud’s website at www.blackbaud.com, or from Convio (with respect to documents filed by Convio with the SEC) by going to the Investor Relations section of Convio’s website at www.convio.com. STOCKHOLDERS AND OTHER INVESTORS ARE URGED TO READ THOSE MATERIALS CAREFULLY PRIOR TO MAKING ANY DECISIONS WITH RESPECT TO THE PROPOSED TRANSACTIONS.

Use of Non-GAAP Measures

Management believes that adjusted EBITDA and non-GAAP net income are useful measures of operating performance because they exclude items that we do not consider indicative of our core performance. In the case of adjusted EBITDA, we adjust net income for such things as interest, taxes, depreciation and amortization, stock-based compensation, acquisition related costs and certain non-cash and non-recurring items. Non-GAAP net income adds to net income amortization of intangible assets, stock-based compensation, acquisition related costs and certain non-cash and non-recurring items such as the gain (loss) on preferred stock warrant revaluation and the tax benefit for the reversal of a valuation allowance related to certain deferred tax assets. However, these non-GAAP measures should be considered in addition to, not as a substitute for or superior to, operating income and net income, or other financial measures prepared in accordance with GAAP. Reconciliation to the GAAP equivalents of these non-GAAP measures is contained in tabular form on the attached unaudited condensed consolidated financial statements.

Our management uses adjusted EBITDA and non-GAAP net income as measures of operating performance; to prepare our annual operating budget; to allocate resources to enhance the financial performance of our business; to evaluate the effectiveness of our business strategies; to provide consistency and comparability with past financial performance; to facilitate a comparison of our results with those of other companies; and in communications with our board of directors concerning our financial performance.

About Convio

Convio is a leading provider of on-demand constituent engagement solutions that enable nonprofit organizations to more effectively raise funds, advocate for change and cultivate relationships with donors, activists, volunteers, alumni and other constituents.

For more information, please visit www.convio.com.

Forward-looking Statements

This press release may contain forward-looking statements intended to convey expectations as to the future based on plans, estimates and projections. Although we believe that the expectations reflected in such forward-looking statements are reasonable, future circumstances might differ from the assumptions on which such statements are based. In addition, these statements can be affected by inaccurate assumptions and the impact of a variety of risks and uncertainties that could cause actual results to differ materially from those described in this press release including, among others: unfavorable economic and business conditions, in particular with respect to the nonprofit market in which we operate; challenges and risks relating to attracting and retaining customers; the risk that the acquisition of us by Blackbaud will not be consummated; if the acquisition is consummated, the expected benefits of the acquisition and combined business may not be realized; risks related to Blackbaud’s integration of our employees and operations; the potentially adverse impact of the announcement of the acquisition on our relationships with our employees, suppliers, existing customers or potential future customers; a loss of significant customers or a substantial reduction in orders from our existing customers; a reduction in usage of our systems by our customers or their clients and a corresponding reduction in usage revenue; an inability of customers to pay for our solutions and services; risks related to challenges associated with developing new and enhanced solutions that meet the needs of our clients; risks related to technological changes or alternative technologies that could make our products and services less competitive; risks associated with successful implementation of multiple integrated software products; risks associated with acquisitions and their integration; risks associated with international expansion; and the ability to attract and retain key personnel. Other risks that could impact our business adversely are those risks generally associated with management of growth; lengthy sales and implementation cycles; intellectual property infringement claims and other litigation; reliance on certain third-parties, including hosting facilities, software and application providers; the ability to access sufficient funding to finance desired growth and operations; and legislative actions which could reduce the effectiveness of our solutions and increase the costs of our business. These factors and other risks and uncertainties are described in more detail, from time to time, in Convio’s filings with the Securities and Exchange Commission which are available free of charge at www.sec.gov or on our website at www.convio.com/investor. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Convio does not undertake to update or revise any of these statements as a result of new information, future events or otherwise.