UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): October 31, 2017

Care.com, Inc.
(Exact name of registrant as specified in its charter)

 

					
Delaware	 	001-36269	 	20-5785879	
(State or other jurisdiction of
incorporation or organization)	 	(Commission
File Number)	 	(I.R.S. Employer
Identification No.)	
 	 	 	 	 	
77 Fourth Avenue, Fifth Floor
 Waltham, MA 02451
 (Address of principal executive offices) (Zip Code)	
 	
(781) 642-5900
 (Registrant’s telephone number, include area code)	
 	 	 	 	 	
N/A
 (Former Name or Former Address, if Changed Since Last Report)	

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company [x]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [x] 

 

Item 2.02. Results of Operations and Financial Condition
On November 2, 2017 , Care.com, Inc. (the "Company") issued a press release announcing financial results for the third quarter ended on September 30, 2017 . A copy of the press release is furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
The information set forth under this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Resignation of Director
On October 31, 2017, Tony Florence resigned from the Board of Directors of the Company (the "Board"), and from his service on the Board's compensation, audit and nominating and corporate governance committees, in each case effective immediately. Mr. Florence's decision to resign was not related to a disagreement with the Company over any of its operations, policies or practices.
Election of Director
On October 31, 2017, the Board elected Daniel Yoo as a director of the Company. Mr. Yoo has not been, and as of the date of filing of this Current Report on Form 8-K is not expected to be, elected to any committees of the Board. Mr. Yoo has been designated as a Class II director and will serve on the Board until the Company’s 2018 Annual Meeting of Stockholders, or until his successor has been duly elected and qualified.
Mr. Yoo was recommended for election to the Board by the Company’s nominating and corporate governance committee, in accordance with the provisions of its charter.
There are currently no arrangements or understandings between Mr. Yoo and any other person pursuant to which Mr. Yoo was elected as a director. There are currently no transactions in which Mr. Yoo has an interest requiring disclosure under Item 404(a) of Regulation S-K.
On October 31, 2017, in connection with his election to the Board, the Board approved a fiscal 2017 director's fee to Mr. Yoo of $35,000 for his service on the Board, with such amount to be pro-rated from the date of his election until the end of the Company's 2017 fiscal year. If Mr. Yoo elects to receive his cash compensation in the form of equity in lieu of cash, he will receive an equity grant of equal value in lieu of the cash consideration. The Board also granted Mr. Yoo a stock option award and a restricted stock unit award, each under the Company’s 2014 Incentive Award Plan and each valued at approximately $18,500.
On November 2, 2017, the Company issued a press release announcing the election of Mr. Yoo to the Board. A copy of the press release is attached hereto as Exhibit 99.2.

Item 9.01. Financial Statements and Exhibits
(d) 

			
 	
Exhibit Number	 	Exhibit Title or Description	
 	 	
99.1 (1)	 	Press release issued by Care.com, Inc. entitled “Care.com Announces Third Quarter 2017 Financial Results” dated November 2, 2017	
99.2	 	Press release issued by Care.com, Inc. entitled "Care.com Appoints Dan Yoo to Board of Directors" dated November 2, 2017	
 	 	 	
(1) This exhibit relating to Item 2.02 shall be deemed to be furnished and not filed.	

This report on Form 8-K contains projections and other forward-looking statements regarding future events. These statements are only predictions and reflect our current beliefs and expectations. Actual events or results may differ materially from those contained in the projections or forward-looking statements. It is routine for internal projections and expectations to change as the quarter and year progress, and therefore it should be clearly understood that the internal projections and beliefs upon which we base our expectations may change. Although these expectations may change, we will not necessarily inform you if they do nor will we necessarily update the information contained in this report on Form 8-K. Readers are urged to read the reports and documents filed from time to time by the Company with the Securities and Exchange Commission for a discussion of important risk factors that could cause actual results to differ materially from those discussed in the forward-looking statements. Forward-looking statements in this report are made pursuant to the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995.

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	

 	 	 	 	 	
Dated: November 2, 2017	 	 	By:	/s/ MICHAEL ECHENBERG	
 	 	 	 	Michael Echenberg	
 	 	 	 	Executive Vice President and Chief Financial Officer	

Exhibit 99.1

Care.com Announces Third Quarter 2017 Financial Results and Raises Full-Year 2017 Guidance

Waltham, MA - November 2, 2017 - Care.com (NYSE: CRCM), the world's largest online destination for finding and managing family care, today is announcing financial results for the third quarter ended September 30, 2017.
“We continued to execute well in Q3, our eighth consecutive quarter of profitable growth,” said Sheila Lirio Marcelo, Founder, Chairwoman and CEO of Care.com.  “In 2017, we expect to generate approximately $25 million in cash, and are raising our expectation for year-end cash and short-term investments to over $100 million. We’re also excited to raise our top and bottom line guidance for 2017. Looking ahead, we expect 2018 to be another year of profitable growth - with further progress toward our long-term EBITDA margin target of 20-25%. And we remain confident that we’re putting the building blocks in place to drive acceleration in top-line growth in 2019 and beyond.”
Financial Results

•	Revenue for the third quarter of 2017 was $44.5 million, a 9% increase from $40.8 million in the third quarter of 2016.	

◦	Revenue attributable to the US Consumer offering totaled $35.4 million in the third quarter of 2017, an increase of 8% from $32.8 million in the third quarter of 2016.	

◦	Revenue attributable to the Care@Work and B2B Offerings, as well as our services in our international markets, totaled $9.1 million in the third quarter of 2017, an increase of 14% from $8.0 million in the third quarter of 2016.	

•	Net income in the third quarter of 2017 was $0.3 million compared to a net loss of $1.3 million in the third quarter of 2016, an improvement of $1.6 million or 3.7 percentage points of margin.	

•	Adjusted EBITDA was income of $6.1 million in the third quarter of 2017, compared to $1.8 million in the third quarter of 2016, an improvement of $4.3 million.	

•	GAAP EPS (Diluted) was a loss of $0.01 in the third quarter of 2017, compared to loss of $0.14 in the third quarter of 2016. Q3 GAAP EPS (Diluted) was based on 32.5 million weighted average diluted shares outstanding versus 28.8 million in the third quarter of 2016.	

•	Non-GAAP EPS (Diluted) was $0.18 in the third quarter of 2017, compared to $0.02 in the third quarter of 2016. Note that Non-GAAP EPS excludes the impact of non-cash stock-based compensation, adjustments relating to preferred stock and other non-recurring items, such as M&A expenses and restructuring costs.	

•	The Company ended the quarter with $96.4 million in cash and cash equivalents and short-term investments.	

Business Highlights

•	Our total members grew 20% to 26.4 million at the end of the third quarter of 2017, compared to 22.0 million in the same period of 2016.	

•	Total families grew to 15.0 million at the end of the third quarter of 2017, an increase of 21% over the end of the third quarter of 2016, and total caregivers grew to 11.4 million at the end of the third quarter of 2017, an increase of 19% over the end of the third quarter of 2016.	

Financial Expectations

																				
 	Q4 2017 Guidance	 	Full Year 2017 Guidance	 	Initial Full Year 2018 Outlook	
 	 	 	 	 	 	 	 	 	 	 	 	
Revenue	$	43.6		—	$	44.1		 	$	173.5		—	$	174.0		 		~ $190.0		
 	 	 	 	 	 	 	 	 	 	 	 	
Adjusted EBITDA	$	9.7		—	$	10.2		 	$	21.5		—	$	22.0		 		~ $30.0		
 	 	 	 	 	 	 	 	 	 	 	 	
Non-GAAP EPS	$	0.15		—	$	0.16		 	$	0.51		—	$	0.52		 		~ $0.65		
 	 	 	 	 	 	 	 	 	 	 	 	
Figures in millions except for Non-GAAP EPS	
Q4 Non-GAAP EPS based on approximately 38 million weighted average dilutive shares	
FY'17 full year Non-GAAP EPS based on 38 million weighted average diluted shares	
FY'18 full year Non-GAAP EPS based on 40 million weighted average diluted shares	

Future GAAP Net Income (Loss) and GAAP EPS may be significantly affected by changes in ongoing assumptions and judgments, and may also be affected by non-recurring, unusual or unanticipated charges, expenses or gains, which we are not able to estimate and which therefore are excluded in the calculation of the Company’s non-GAAP EPS guidance as described in this press release. Due to the nature of any such items, we are not able to estimate their significance, and it is therefore currently not practical to reconcile adjusted EBITDA and non-GAAP EPS guidance to the most comparable GAAP measure.

Earnings Teleconference Information

The Company will host a conference call at 8:00 AM ET today to discuss these results. The conference call will be accessible at (877) 407-4018 or (201) 689-8471 (International). The call will also be broadcast simultaneously at http://investors.care.com . Following completion of the call, a recorded replay of the webcast will be available on Care.com’s website. To listen to the telephone replay, call toll-free (844) 512-2921 or (412) 317-6671 (International), conference ID# 13672048. The telephone replay will be available from 11:00 AM ET November 2 through 11:59 PM ET November 9, 2017. Additional investor information can be accessed at http://www.care.com .

About Care.com

Since launching in 2007, Care.com (NYSE: CRCM) has been committed to solving the complex care challenges that impact families, caregivers, employers, and care service companies. Today, Care.com is the world’s largest online destination for finding and managing family care, with 15.0 million families and 11.4 million caregivers* across more than 20 countries, including the U.S., UK, Canada and parts of Western Europe, and approximately 1.3 million employees of corporate clients having access to our services. Spanning child care to senior care, pet care, housekeeping and more, Care.com provides a sweeping array of services for families and caregivers to find, manage and pay for care or find employment. These include: a comprehensive suite of safety tools and resources members may use to help make more informed hiring decisions - such as third-party background check services, monitored messaging, and tips on hiring best practices; easy ways for caregivers to be paid online or via mobile app; and Care.com Benefits, including the household payroll and tax services provided by Care.com HomePay and the Care Benefit Bucks program, a peer-to-peer pooled, portable benefits platform funded by household employer contributions which provides caregivers access to professional benefits. For enterprise clients, Care.com builds customized benefits packages covering child care, back up care and senior care consulting services through its Care@Work business, and serves care businesses with marketing and recruiting support. To connect families further, Care.com acquired community platforms Big Tent and Kinsights in 2013 and 2015, respectively. Headquartered in Waltham, Massachusetts, Care.com has offices in Berlin, Austin and the San Francisco Bay area.

*As of September 2017
Cautionary Language Concerning Forward-Looking Statements:
This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding the projected future EBITDA margins of the business, the expected results of product investments and innovations, and the Company’s financial guidance for the fourth quarter of 2017 and full year 2017 and initial outlook 2018. 

These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as “plan,” "expect," "anticipate," "should," "believe," "hope," "target," "project," "goals," "estimate," "potential," "predict," "may," "will," "might," "could," "intend," “designed,” variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond the Company's control.  The Company's actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: our ability to grow our membership while leveraging our investment in sales and marketing, our success in converting non-paying members to paying members, our ability to cross-sell new and existing products and services to our members and to develop new products and services that members consider valuable, our ability to protect our brand and maintain our reputation among our members, and other risks detailed in the Company's other publicly available filings with the Securities and Exchange Commission. Past performance is not necessarily indicative of future results. The forward-looking statements included in this press release represent the Company's views as of the date of this press release. The Company anticipates that subsequent events and developments will cause its views to change.  The Company undertakes no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of this press release.
Use of Non-GAAP Financial Measures

To supplement the financial measures presented in the Company’s press release and related conference call or webcast in accordance with accounting principles generally accepted in the United States ("GAAP"), we also present the following non-GAAP measures of financial performance: adjusted EBITDA, non-GAAP net income (loss) from continuing operations and non-GAAP earnings per share from continuing operations (“EPS”).

A “non-GAAP financial measure” refers to a numerical measure of the Company’s historical or future financial performance, financial position, or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in the Company’s financial statements. The Company provides certain non-GAAP measures as additional information relating to its operating results as a complement to results provided in accordance with GAAP. The non-GAAP financial information presented here should be considered in conjunction with, and not as a substitute for or superior to, the financial information presented in accordance with GAAP and should not be considered a measure of the Company’s liquidity. There are significant limitations associated with the use of non-GAAP financial measures. Further, these measures may differ from the non-GAAP information, even where similarly titled, used by other companies and therefore should not be used to compare the Company’s performance to that of other companies.

The Company has presented: adjusted EBITDA, non-GAAP net income (loss) from continuing operations and non-GAAP EPS as non-GAAP financial measures in this press release. We define adjusted EBITDA as income (loss) from continuing operations, which excludes the accretion of preferred stock dividends and issuance costs, plus: federal, state and franchise taxes, other expense, net, depreciation and amortization, stock-based compensation, accretion of contingent consideration, merger and acquisition related costs, and other unusual or non-cash significant adjustments, such as impairment and restructuring charges. Adjusted EBITDA eliminates the effects of financing, income taxes and the accounting effects of capital spending, which is based on the Company's estimate of the useful life of tangible and intangible assets. We define non-GAAP net income as income (loss) from continuing operations, which excludes the accretion of preferred stock dividends, plus stock-based compensation, accretion of contingent consideration, merger

and acquisition related costs, and other unusual or non-cash significant adjustments such as impairment and restructuring charges. We define non-GAAP EPS as non-GAAP net income divided by diluted weighted-average shares outstanding, using the treasury stock method.

The Company believes the use of non-GAAP financial measures, as a supplement to GAAP measures, is useful to investors in that they eliminate items that are either not part of the Company's core operations or do not require a cash outlay, such as stock-based compensation. Care.com’s management uses these non-GAAP financial measures when evaluating the Company’s operating performance and for internal planning and forecasting purposes. The Company believes that these non-GAAP financial measures help indicate underlying trends in the Company’s business, are important in comparing current results with prior period results, and are useful to investors and financial analysts in assessing the Company’s operating performance.

	
								
Care.com, Inc.	 	 	 	
Consolidated Balance Sheets	 	 	 	
(in thousands)	 	 	 	

 	September 30, 2017	 	December 31, 2016	
Assets	 	 	 	
Current assets:	 	 	 	
Cash and cash equivalents	$	81,434		 	$	61,094		
Short-term investments	15,000		 	15,000		
Accounts receivable (net of allowance of $130 and $163, respectively) (1)  	4,120		 	2,789		
Unbilled accounts receivable (2)  	5,462		 	5,541		
Prepaid expenses and other current assets	7,028		 	3,787		
Total current assets	113,044		 	88,211		
Property and equipment, net	4,001		 	4,947		
Intangible assets, net	1,136		 	1,708		
Goodwill	60,013		 	57,910		
Other non-current assets	2,062		 	2,448		
Total assets	$	180,256		 	$	155,224		
 	 	 	 	
Liabilities, redeemable convertible preferred stock, and stockholders' equity	 	 	 	
Current liabilities:	 	 	 	
Accounts payable (3)  	$	2,340		 	$	2,483		
Accrued expenses and other current liabilities (4)  	20,592		 	12,798		
Deferred revenue (5)	19,589		 	15,971		
Total current liabilities	42,521		 	31,252		
Deferred tax liability	4,467		 	4,276		
Other non-current liabilities	5,993		 	5,087		
Total liabilities	52,981		 	40,615		
 	 	 	 	
Series A Redeemable Convertible Preferred Stock - 46 shares designated; 46 shares issued and outstanding at September 30, 2017 and December 31, 2016; at aggregate liquidation and redemption value at September 30, 2017 and December 31, 2016, respectively	49,601		 	47,660		
Stockholders' equity	 	 	 	
Preferred Stock: $0.001 par value - authorized 5,000 shares at September 30, 2017 and December 31, 2016, respectively	—		 	—		
Common stock, $0.001 par value; 300,000 shares authorized; 29,999 and 28,984 shares issued and outstanding at September 30, 2017 and December 31, 2016 respectively	30		 	29		
Additional paid-in capital	262,272		 	255,031		
Accumulated deficit	(185,049	)	 	(187,808	)	
Accumulated other comprehensive income (loss)	421		 	(303	)	
Total stockholders' equity	77,674		 	66,949		
Total liabilities, redeemable convertible preferred stock and stockholders' equity	$	180,256		 	$	155,224		

(1) Includes accounts receivable due from related party of $221 and $150 at September 30, 2017 and December 31, 2016, respectively (Note 13)
(2) Includes unbilled accounts receivable due from related party of $89 and $286 at September 30, 2017 and December 31, 2016, respectively (Note 13)
(3) Includes accounts payable due to related party of $0 and $107 at September 30, 2017 and December 31, 2016, respectively (Note 13)
(4) Includes accrued expenses and other current liabilities due to related party of $1,571 and $1,055 at September 30, 2017 and December 31, 2016, respectively (Note 13)
(5) Includes deferred revenue associated with related party of $35 and $151 at September 30, 2017 and December 31, 2016, respectively (Note 13)

 

																
Care.com, Inc.	 	 	 	 	 	 	 	
Consolidated Statement of Operations	 	 	 	 	 	 	 	
(in thousands, except per share data)	 	 	 	 	 	 	 	
 	 	 	 	 	 	 	 	
 	Three Months Ended	 	Nine Months Ended	
 	September 30,
2017	 	September 24,
2016	 	September 30,
2017	 	September 24,
2016	
 	 	 	 	 	 	 	 	
Revenue (1)	$	44,536		 	$	40,791		 	$	129,874		 	$	118,241		
Cost of revenue	9,345		 	8,396		 	27,111		 	23,257		
Operating expenses:	 	 	 	 	 	 	 	
Selling and marketing (2)	17,749		 	20,075		 	54,799		 	58,103		
Research and development	6,202		 	5,115		 	18,857		 	15,026		
General and administrative	8,840		 	7,445		 	25,528		 	23,197		
Depreciation and amortization	419		 	582		 	1,266		 	2,501		
Restructuring charges	2,978		 	—		 	2,978		 	714		
Total operating expenses	36,188		 	33,217		 	103,428		 	99,541		
Operating loss	(997	)	 	(822	)	 	(665	)	 	(4,557	)	
Other income (expense), net	612		 	(67	)	 	1,921		 	(210	)	
(Loss) income from continuing operations before income taxes	(385	)	 	(889	)	 	1,256		 	(4,767	)	
(Benefit from) provision for income taxes	(647	)	 	332		 	(1,503	)	 	952		
Income (loss) from continuing operations	262		 	(1,221	)	 	2,759		 	(5,719	)	
(Loss) income from discontinued operations, net of tax	—		 	(49	)	 	—		 	7,785		
Net income (loss)	262		 	(1,270	)	 	2,759		 	2,066		
Accretion of Series A Redeemable Convertible Preferred Stock dividends	(680	)	 	(616	)	 	(1,942	)	 	(616	)	
Accretion of Series A Redeemable Convertible Preferred Stock issuance costs	—		 	(2,124	)	 	—		 	(2,124	)	
Net income attributable to Series A Redeemable Convertible Preferred Stock	—		 	—		 	(113	)	 	—		
Net (loss) income attributable to common stockholders - basic	$	(418	)	 	$	(4,010	)	 	$	704		 	$	(674	)	
 	 	 	 	 	 	 	 	
Net (loss) income per share attributable to common stockholders (Basic):	 	 	 	 	 	 	 	
(Loss) income from continuing operations attributable to common stockholders	$	(0.01	)	 	$	(0.14	)	 	$	0.02		 	$	(0.27	)	
Income from discontinued operations attributable to common stockholders	—		 	—		 	—		 	0.25		
Net (loss) income per share attributable to common stockholders	$	(0.01	)	 	$	(0.14	)	 	$	0.02		 	$	(0.02	)	
 	 	 	 	 	 	 	 	
Net (loss) income per share attributable to common stockholders (Diluted):	 	 	 	 	 	 	 	
(Loss) income from continuing operations attributable to common stockholders	(0.01	)	 	(0.14	)	 	0.02		 	(0.27	)	
Income from discontinued operations attributable to common stockholders	—		 	—		 	—		 	0.25		

	
																
Net (loss) income per share attributable to common stockholders	$	(0.01	)	 	$	(0.14	)	 	$	0.02		 	$	(0.02	)	
 	 	 	 	 	 	 	 	
Weighted-average shares used to compute net (loss) income per share attributable to common stockholders:	 	 	 	 	 	 	 	
Basic	29,825		 	28,769		 	29,510		 	31,045		
Diluted	32,521		 	28,769		 	32,085		 	31,045		
(1) Includes related party revenue of $457 and $408 for the three months ended September 30, 2017 and September 24, 2016, respectively. Includes related party revenue of $1,281 and $965 for the nine months ended September 30, 2017 and September 24, 2016, respectively. (Note 13)   
(2) Includes related party expenses of $3,655 and $4,580 for the three months ended September 30, 2017 and September 24, 2016, respectively. Includes related party expenses of $11,475 and $11,608 for the nine months ended September 30, 2017 and September 24, 2016, respectively. (Note 13)   

	
								
Care.com, Inc.	 	 	 	
Consolidated Statement of Cash Flows	 	 	 	
(in thousands)	 	 	 	
 	Nine Months Ended	
 	September 30, 2017	 	September 24, 2016	
Cash flows from operating activities	 	 	 	
Net income	$	2,759		 	$	2,066		
Income from discontinued operations, net of tax	—		 	7,785		
Income (loss) from continuing operations	2,759		 	(5,719	)	
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by operating activities:	 	 	 	
Stock-based compensation	6,586		 	4,765		
Depreciation and amortization	1,701		 	3,070		
Deferred taxes	(1,593	)	 	837		
Foreign currency remeasurement gain	1,671		 	351		
Other non-cash operating (income) expense	489		 	(120	)	
Changes in operating assets and liabilities, net of effects from acquisitions:	 	 	 	
Accounts receivable	(1,290	)	 	(486	)	
Unbilled accounts receivable	83		 	(635	)	
Prepaid expenses and other current assets	(1,362	)	 	(1,015	)	
Other non-current assets	444		 	—		
Accounts payable	(181	)	 	(208	)	
Accrued expenses and other current liabilities	7,313		 	2,161		
Deferred revenue	3,492		 	3,516		
Other non-current liabilities	1,166		 	1,040		
Net cash provided by operating activities by continuing operations	21,278		 	7,557		
Net cash provided by operating activities by discontinued operations	—		 	2,441		
Net cash provided by operating activities	21,278		 	9,998		
 	 	 	 	
Cash flows from investing activities	 	 	 	
Purchases of property and equipment	(566	)	 	(152	)	
Payments for acquisitions, net of cash acquired	—		 	(420	)	
Purchase of short-term investment	(15,000	)	 	(15,000	)	
Sale of short-term investment	15,000		 	—		
Payments for security deposits	(33	)	 	—		
Net cash used in investing activities	(599	)	 	(15,572	)	
 	 	 	 	
Cash flows from financing activities	 	 	 	
Proceeds from issuance of Series A Redeemable Convertible Preferred Stock, net of issuance costs of $2,124	—		 	44,226		
Proceeds from exercise of common stock options	2,600		 	1,113		
Payment for repurchase of common stock	—		 	(30,525	)	
Net cash provided by financing activities by continuing operations	2,600		 	14,814		
Net cash used in financing activities by discontinued operations	—		 	(14,510	)	
Net cash provided by financing activities	2,600		 	304		
 	 	 	 	
Effect of exchange rate changes on cash and cash equivalents	(2,939	)	 	(137	)	

	
								
Net increase (decrease) in cash and cash equivalents	20,340		 	(5,407	)	
Cash and cash equivalents, beginning of the period	61,094		 	61,240		
Cash and cash equivalents, end of the period	$	81,434		 	$	55,833		

	
																
Care.com, Inc.	 	 	 	 	 	 	 	
Reconciliation of Adjusted EBITDA & Non-GAAP Income (Loss)	 	 	 	 	
(in thousands, except per share data)	 	 	 	 	 	 	 	
 	 	 	 	 	 	 	 	
 	Three Months Ended	 	Nine Months Ended	
 	September 30,
2017	 	September 24,
2016	 	September 30,
2017	 	September 24,
2016	
 	(unaudited)	 	(unaudited)	
 	 	 	 	 	 	 	 	
Income (loss) from continuing operations	$	262		 	$	(1,221	)	 	$	2,759		 	$	(5,719	)	
 	 	 	 	 	 	 	 	
Federal, state and franchise taxes	(589	)	 	395		 	(1,299	)	 	1,211		
Other (income) expense, net	(612	)	 	67		 	(1,921	)	 	210		
Depreciation and amortization	502		 	756		 	1,701		 	3,070		
EBITDA	(437	)	 	(3	)	 	1,240		 	(1,228	)	
 	 	 	 	 	 	 	 	
Stock-based compensation	3,035		 	1,751		 	6,586		 	4,765		
Merger and acquisition related costs	141		 	26		 	236		 	100		
Restructuring related costs	2,978		 	—		 	2,978		 	714		
Litigation related costs	—		 	—		 	75		 	—		
Software implementation costs	229		 	—		 	457		 	—		
Severance related costs	200		 	—		 	321		 	—		
Adjusted EBITDA	$	6,146		 	$	1,774		 	$	11,893		 	$	4,351		
 	 	 	 	 	 	 	 	
Add back for Non-GAAP Net Income (Loss)	 	 	 	 	 	 	 	
 	 	 	 	 	 	 	 	
Federal, state and franchise taxes	589		 	(395	)	 	1,299		 	(1,211	)	
Other income (expense), net	612		 	(67	)	 	1,921		 	(210	)	
Depreciation and amortization	(502	)	 	(756	)	 	(1,701	)	 	(3,070	)	
Non-GAAP net income (loss)	$	6,845		 	$	556		 	$	13,412		 	$	(140	)	
 	 	 	 	 	 	 	 	
Non-GAAP net income (loss) per share:	 	 	 	 	 	 	 	
Basic	$	0.23		 	$	0.02		 	$	0.45		 	$	—		
Diluted	$	0.18		 	$	0.02		 	$	0.36		 	$	—		
 	 	 	 	 	 	 	 	
Weighted-average shares used to compute non-GAAP net income (loss) per share :	 	 	 	 	 	 	 	
Basic	29,825		 	28,769		 	29,510		 	31,045		
Diluted	37,245		 	36,487		 	36,809		 	31,045		

	
																
Care.com, Inc.	 	 	 	 	 	 	 	
Reconciliation of Non-GAAP EPS	 	 	 	 	 	 	 	
(in thousands, except per share data)	 	 	 	 	 	 	 	
 	 	 	 	 	 	 	 	
 	Three Months Ended	 	Nine Months Ended	
 	September 30, 2017	 	September 24, 2016	 	September 30, 2017	 	September 24, 2016	
 	(unaudited)	 	(unaudited)	
Weighted-average shares used to compute net income (loss) per share:	 	 	 	 	 	 	 	
Diluted	37,245		 	36,487		 	36,809		 	31,045		
 	 	 	 	 	 	 	 	
Net income (loss) per share (Diluted):	 	 	 	 	 	 	 	
Net (loss) income per share attributable to common stockholders	$	(0.01	)	 	$	(0.11	)	 	$	0.02		 	$	(0.02	)	
Impact on net (loss) income per share of Series A related costs	0.02		 	0.08		 	0.06		 	0.09		
Adjusted net income (loss) per share	$	0.01		 	$	(0.03	)	 	$	0.07		 	$	0.07		
 	 	 	 	 	 	 	 	
Income from discontinued operations, net of tax	—		 	0.00		 	—		 	(0.25	)	
Stock-based compensation	0.08		 	0.05		 	0.18		 	0.15		
Merger and acquisition related costs	0.00		 	0.00		 	0.01		 	0.00		
Restructuring related costs	0.08		 	—		 	0.08		 	0.02		
Litigation related costs	—		 	—		 	0.00		 	—		
Software implementation costs	0.01		 	—		 	0.01		 	—		
Severance related costs	0.01		 	—		 	0.01		 	—		
Non-GAAP net income (loss) per share - diluted	$	0.18		 	$	0.02		 	$	0.36		 	$ (0.00)		

	
								
Care.com, Inc.	 	 	 	
Supplemental Data	 	 	 	
(in thousands, except monthly average revenue per member)	
 	 	
 	Period Ended	
 	September 30, 2017	 	September 24, 2016	
Total members*	26,393		 	21,968		
Total families*	14,967		 	12,383		
Total caregivers*	11,427		 	9,585		
 	 	 	 	
Paying families - US Consumer Business	320		 	291		
 	 	 	 	
* data is cumulative as of the end of the respective period and excludes families from discontinued operations	
 	 	 	 	
 	Period Ended	
 	September 30, 2017	 	September 24, 2016	
Monthly average revenue per paying family	 	 	 	
US Consumer Business	$	38		 	$	39		

Exhibit 99.2

CARE.COM APPOINTS DAN YOO TO BOARD OF DIRECTORS

Waltham, MA, November 2, 2017 – Care.com (NYSE: CRCM), the world’s largest online destination for finding and managing family care, today announced that it has appointed Dan Yoo, former Chief Operating Officer of NerdWallet, to its Board of Directors.

In making the announcement, Sheila Lirio Marcelo, Founder, Chairwoman and CEO of Care.com, said “I’m delighted to welcome Dan to Care.com’s Board. His breadth of experience scaling enterprise businesses and consumer marketplaces, combined with his strong tech and finance industry background, will be enormously valuable as we continue to grow Care.com’s service offerings around the world.”

Mr. Yoo said, “I’m drawn to companies that have a clear mission and a goal towards helping companies and consumers solve a challenge in their lives, and one of the greatest challenges all families face is care. I’m excited to join Sheila and the rest of the Care.com Board in continuing to innovate in providing services and products that meet this all-important need.”

Most recently, Mr. Yoo served as Chief Operating Officer of NerdWallet, a consumer finance marketplace, from 2014 through May 2017. Prior to NerdWallet, Mr. Yoo was Vice President of Business Operations and Analytics at LinkedIn from 2009 to 2014, during which time the company grew from 50 million members to more than 275 million members and revenues grew from $120 million to more than $1.5 billion. Earlier, he served as Senior Vice President of Corporate Development at Rhythm NewMedia, a mobile content and ad company, later acquired by RhythmOne, and served as Chief Financial Officer of Parature, a SaaS customer service and support leader subsequently acquired by Microsoft. Mr. Yoo also co-founded ReliaQuote, one of the first online term insurance brokerages, which was acquired by Fiserv. Mr. Yoo began his career in investment banking in Merrill Lynch’s Technology Investment Banking Group and later at Epoch Partners.

Mr. Yoo earned his MBA from the Haas School of Business at the University of California Berkeley and received his Bachelor’s Degree in Business Administration from Georgetown University.

About Care.com
Since launching in 2007, Care.com (NYSE: CRCM) has been committed to solving the complex care challenges that impact families, caregivers, employers, and care service companies. Today, Care.com is the world’s largest online destination for finding and managing family care, with 15.0 million families and 11.4 million caregivers* across more than 20 countries, including the U.S., UK, Canada and parts of Western Europe, and approximately 1.3 million employees of corporate clients having access to our services. Spanning child care to senior care, pet care, housekeeping and more, Care.com provides a

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sweeping array of services for families and caregivers to find, manage and pay for care or find employment. These include: a comprehensive suite of safety tools and resources members may use to help make more informed hiring decisions - such as third-party background check services, monitored messaging, and tips on hiring best practices; easy ways for caregivers to be paid online or via mobile app; and Care.com Benefits, including the household payroll and tax services provided by Care.com HomePay and the Care Benefit Bucks program, a peer-to-peer pooled, portable benefits platform funded by household employer contributions which provides caregivers access to professional benefits. For enterprise clients, Care.com builds customized benefits packages covering child care, back up care and senior care consulting services through its Care@Work business, and serves care businesses with marketing and recruiting support. To connect families further, Care.com acquired community platforms Big Tent and Kinsights in 2013 and 2015, respectively. Headquartered in Waltham, Massachusetts, Care.com has offices in Berlin, Austin and the San Francisco Bay area.
*As of September 2017
# # #

Contact:
Nancy Bushkin
Vice President, Global Public Relations & Corporate Communications
Care.com
nbushkin@care.com/781-642-5919