Vonage 2013 Annual Report Download

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Evolve.
Expand.
Engage.
2013 Annual Report

Table of contents

  • Page 1
    Evolve. Expand. Engage. 2013 Annual Report

  • Page 2
    ... targeted in-person selling channels. We expanded our targeting to new ethnic segments, and focused recent marketing efforts on high value features including virtual numbers, which allow friends and families of Vonage customers to call the U.S. at local rates from other countries. This feature has...

  • Page 3
    ... this market, in 2013 we launched a new national brand, BasicTalk. BasicTalk is now available in all 3,700 Walmart stores and online at basictalk.com. Results have been encouraging. New customer additions to this service helped the Company deliver positive net line additions for the year. Looking...

  • Page 4
    ...geographies and business units, including Vonage Business Solutions. Future enhancements will bring new benefits to both businesses and consumers. Business customers will be able to make and receive calls from their desktop number, maintaining both their work identity and their personal identity on...

  • Page 5
    ... No.) 23 Main Street, Holmdel, New Jersey (Address of principal executive offices) 07733 (Zip Code) Registrant's telephone number, including area code: (732) 528-2600 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registered Common...

  • Page 6
    ... and Related Transactions, and Director Independence Principal Accountant Fees and Services Exhibits, Financial Statement Schedules Signatures Index to Financial Statements 2 8 17 17 18 21 22 25 32 41 42 42 42 43 44 44 44 44 44 45 49 F-1 FORWARD-LOOKING STATEMENTS VONAGE ANNUAL REPORT 2012

  • Page 7
    ...; fraudulent use of our name or services; our ability to maintain data security; our dependence upon key personnel; our dependence on our customers' existing broadband connections; differences between our service and traditional phone services; restrictions in our debt agreements that may limit our...

  • Page 8
    ... States with international calling needs. We improved our value proposition by being the first to deliver flat-rate, unlimited calling primarily from the United States to over 60 countries with the launch of our Vonage World service, and we were the first to provide easy-to-use, enhanced features...

  • Page 9
    ...2013. For a flat monthly fee, this plan includes unlimited domestic calling (U.S., Canada, and Puerto 3 VONAGE ANNUAL REPORT 2013 Devices In order to access our residential and SOHO services, a customer need only connect a standard telephone to a broadband Internet connection through a small Vonage...

  • Page 10
    ... our technology. The Vonage network uses our customer's existing high-speed broadband Internet service to allow calls over the Internet either from a standard telephone through a Vonage-enabled device or through soft phone software or mobile client applications. Our service is not dependent on...

  • Page 11
    ... sales. Customers can subscribe to our services at our websites, http://www.vonage.com, http://www.vonage.ca and http:// www.vonage.co.uk, or through multiple toll free numbers including 1-877-4VONAGE. We are also increasing efforts to focus on promising international long distance markets. In 2013...

  • Page 12
    ... use wireless phones, instead of VoIP phones, as a replacement for a wireline phone. Also, wireless phone companies increasingly are providing wireless broadband Internet access to their customers. As wireless providers offer more minutes at lower prices and other services that improve calling...

  • Page 13
    ...emphasis on the international long distance market, we face competition from low-cost international calling cards and VoIP providers in addition to traditional telephone companies, cable companies, and wireless companies. In connection with our Vonage Business Solutions SMB and SOHO markets, we face...

  • Page 14
    ... Cable. Traditional telephone service providers and cable companies have added VoIP services to their existing bundled cable television and broadband offerings. Further, as wireless providers, including AT&T, Sprint, T-Mobile, and Verizon Wireless, offer more minutes at lower prices, better coverage...

  • Page 15
    ... mobile and other internet connected devices, we may experience a reduction in revenue or may be required to spend more money or alter our marketing approaches to grow our customer base. Our rate of customer terminations for our broadband telephone replacement services, or average monthly customer...

  • Page 16
    ..., and we may incur incremental tax costs as a result of these limitations or because we are not currently in a tax-paying position in the United States. We may also be required to include in our income for United States federal income tax purposes our proportionate share of certain earnings of those...

  • Page 17
    ... operate Internet based, worldwide voice, video communications, and messaging services and electronic billing, which require the secure transmission of confidential information over public networks that may or may not be secure end to end. Despite our security measures, which include the development...

  • Page 18
    ... customers to retain their existing telephone numbers when subscribing to our services. If any of these third parties do not provide reliable, high-quality service, our reputation and our business will be harmed. In addition, The storage, processing, and use of personal information and related data...

  • Page 19
    ... our control. Unlike traditional wireline telephone service or wireless service, our telephony service requires our customers to have an operative broadband Internet connection and an electrical power supply, which are provided by the customer's Internet service provider and electric utility company...

  • Page 20
    ...to be less attractive to customers. In addition, future regulatory developments could increase our cost of doing business and limit our growth. Third parties may fraudulently use our name to obtain access to customer accounts and other personal information, use our services to commit fraud or steal...

  • Page 21
    ... higher dropped-call rates than they are used to from traditional wireline telephone companies. Customers who obtain new phone numbers from us do not appear in the phone book and their phone numbers are not available through directory assistance services offered by traditional telephone companies...

  • Page 22
    ... to regulatory termination charges imposed by regulatory authorities in countries to which customers make calls, such as India where regulatory authorities have been petitioned by local providers to consider termination rate increases. As we attract additional international long distance callers, we...

  • Page 23
    ... offices and locations: Location Holmdel, New Jersey London, United Kingdom Atlanta, Georgia Tel Aviv, Israel Business Use Corporate Headquarters, Network Operations, Customer Service, Sales and Marketing, Administration Sales and Marketing, Administration Sales and Marketing, Administration, and...

  • Page 24
    ... secrets, and tortious interference with business expectancy. On August 16, 2012, OpinionLab filed an amended complaint, adding Vonage Marketing LLC and Vonage Holdings Corp. as defendants, and alleging that Vonage's products and services are covered by United States Patent Nos. 6,421,724, 6,606...

  • Page 25
    ..., the FCC adopted an order reforming universal service and ICC. The FCC order provides that VoIP originated calls will be subject to interstate access charges for long distance calls and reciprocal compensation for local calls that terminate to the public switched telephone network ("PSTN"). It also...

  • Page 26
    ...NPRM. Direct access to telephone numbers would facilitate IP to IP interconnection, which may allow VoIP providers to provide higher quality, lower cost services, promote the deployment of innovative new voice services, and experience reductions in the cost of telephony services. Vonage successfully...

  • Page 27
    Table of Contents the maximum estimated exposure for retroactive assessments is approximately $7,000 as of December 31, 2013. ITEM 4. Mine Safety Disclosures Not Applicable. 21 VONAGE ANNUAL REPORT 2013

  • Page 28
    ... of Equity Securities Price Range of Common Stock Our common stock has been listed on the New York Stock Exchange under the ticker symbol "VG" since May 24, 2006. Prior to that time, there was no public market for our common stock. The following table sets forth the high and low sales prices for our...

  • Page 29
    ... available capital 23 VONAGE ANNUAL REPORT 2013 resources and other financial and operational performance, market conditions, securities law limitations, and other factors. The repurchases will be made using our cash resources. In any period, cash used in financing activities related to common stock...

  • Page 30
    ... 31, 2013, we repurchased 3,468 shares of Vonage Holdings Corp. common stock for $11,514 exclude commission using cash resources pursuant to the $100,000 repurchase program. The repurchases occurred in the open market and pursuant to a trading plan under Rule 10b5-1 of the Securities Exchange Act of...

  • Page 31
    ... included elsewhere in this Annual Report on Form 10-K. For the years ended December 31, (In thousands, except per share amounts) Statement of Operations Data: Revenues Operating Expenses: Direct cost of telephony services (2) Direct cost of goods sold Selling, general and administrative Marketing...

  • Page 32
    ...) 2013 (1) 2012 2011 2010 2009 December 31, (dollars in thousands) Balance Sheet Data: Cash, cash equivalents and marketable securities Property and equipment, net Goodwill and intangible assets, net Total deferred tax assets, including current portion, net Restricted cash Total assets Total notes...

  • Page 33
    ... connected to the Internet, including over 3G, 4G, Wi-Fi, Cable, or DSL broadband networks. This technology enables delivery of voice, messaging and video services globally on a variety of devices. Since its inception, Vonage has used IP technology to disrupt large existing markets by offering high...

  • Page 34
    ... ours. In addition, such competitors may in the future require new customers or existing customers making changes to their service to purchase voice services when purchasing high speed Internet access. Further, as wireless providers offer more minutes at lower prices, better coverage, and companion...

  • Page 35
    ... to text messages with Vonage Visual Voicemail. Each of our unlimited plans other than Vonage World offers unlimited domestic calling as well as unlimited calling to Puerto Rico, Canada, and selected European countries, subject to certain restrictions. Each of our basic plans offers a limited number...

  • Page 36
    ... parties on an ongoing basis in order to provide our services. These fees include: > Access charges that we pay to other telephone companies to terminate domestic and international calls on the public switched telephone network. These costs represented approximately 52% and 49% of our total direct...

  • Page 37
    ...: For the Years Ended December 31, 2013 Revenues Operating Expenses: Direct cost of telephony services (excluding depreciation and amortization) Direct cost of goods sold Selling, general and administrative Marketing Depreciation and amortization Loss from abandonment of software assets Income from...

  • Page 38
    ... due to improved termination rates, which are costs that we pay other phone companies for terminating phone calls, and fewer minutes of use and a decrease in our network costs of $5,962, which includes costs for co-locating in other carriers' facilities, leasing phone numbers, routing calls on the...

  • Page 39
    .... Selling expense increased by $9,831 including $4,286 due to the expansion of the number of community sales teams, $2,189 due to an increase in the number of retail outlets with assisted selling, and $3,256 related to our new mobile offering launched in February 2012 and our Digital Calling Card...

  • Page 40
    ... of 2011. In addition, adjustments were recorded for discrete period items related to stock compensation and changes to our state effective tax rate. The provision also includes the federal alternative minimum tax and state and local income taxes in 2013, 2012, and 2011. We are required to record...

  • Page 41
    ...carry forwards for United Kingdom tax purposes of $41,423 with no expiration date. Dollar Change 2013 vs. 2012 Dollar Change 2012 vs. 2011 Percent Change 2013 vs. 2012 (24)% Percent Change 2012 vs. 2011 (91)% (372,417) (8,826) $ 2013 compared to 2012 Net Income. Based on the activity described...

  • Page 42
    ...shares outstanding: Basic Diluted Operating Data: Gross subscriber line additions Change in net subscriber line Subscriber lines at end of period Average monthly customer churn Average monthly operating revenues per line $ Average monthly direct costs of telephony services per line $ Marketing costs...

  • Page 43
    ... 2011 Credit Agreement, which amends our financial covenant related to our consolidated fixed charge coverage ratio by increasing the amount of restricted payments excluded from such calculation from $50,000 to $80,000. Use of Proceeds We used $42,500 of the net available proceeds of the 2013 Credit...

  • Page 44
    ... requirements include changes in accounts receivable, inventory, prepaid and other assets, other assets, accounts payable, accrued and other liabilities, and deferred revenue and costs. Cash used for working capital increased by $5,704 during the year ended December 31, 2012 compared to the year...

  • Page 45
    ... are primarily commitments to vendors who will provide local inbound services, process our credit card billings, license patents to us, sell us communication devices, provide carrier operation and telephone related services, provide marketing services, and provide energy supply. In certain cases, we...

  • Page 46
    ... from international calls and from customers exceeding allocated call minutes under limited minute plans are recognized as services are provided, that is, as minutes are used, and are billed to a customer's credit cards, debit cards or ECP in arrears. 40 VONAGE ANNUAL REPORT 2013 Income Taxes We...

  • Page 47
    ...March, June, September, and December and the maturity date of the 2013 Credit Facility. Foreign Exchange Risk We sell our products and services in the United States, Canada, and the United Kingdom. Changes in currency exchange rates affect the valuation in our financial statements of the assets and...

  • Page 48
    ...our evaluation of, and conclusion on, the effectiveness of our internal control over financial reporting as of December 31, 2013. This business represents 2% and 1% of our total assets and revenues, respectively, as of December 31, 2013. Our management plans to fully integrate the operations of this...

  • Page 49
    ... no changes to controls during the quarter ended December 31, 2013 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting. Marc Lefar Director, Chief Executive Officer ITEM 9B. Other Information None. 43 VONAGE ANNUAL REPORT 2013

  • Page 50
    ...organization. The Vonage Code of Conduct and Vonage Finance Code of Ethics are posted in the Investor Relations section of our website, www.vonage.com. We will provide you with print copies of our codes free of charge on written request to Vonage Investor Relations, 23 Main Street, Holmdel NJ, 07733...

  • Page 51
    ... such financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein. /s/ BDO USA, LLP Woodbridge, New Jersey February 13, 2014 45 VONAGE ANNUAL REPORT 2013

  • Page 52
    ... charged (credited) to expense represent change in valuation allowance. Represents estimated valuation allowance on Vocalocity's deferred tax assets at date of acquisition. (3) Exhibits. Exhibit Number 2.1 3.1 3.2 4.1 4.2 Description of Exhibit Agreement and Plan of Merger, dated October 9, 2013...

  • Page 53
    ... that certain Credit Agreement dated as of July 29, 2011 by and among the Borrowers, the Lenders and the Administrative Agent (26) Form of Restricted Stock Unit Agreement for Vocalocity Executives under the Vonage Holdings Corp. 2006 Incentive Plan(27)* 10.46 10.47 47 VONAGE ANNUAL REPORT 2013

  • Page 54
    ... Exchange Act of 1934, as amended. Management contract or compensatory plan or arrangement. (b) Exhibits Filed Herewith Refer to (a)(3) above. (c) Financial Statement Schedule Report of Independent Registered Public Accounting Firm Schedule II - Valuation and Qualifying Accounts. 48 VONAGE ANNUAL...

  • Page 55
    ... of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Holmdel, State of New Jersey, on February 13, 2014. VONAGE HOLDINGS CORP. Dated: February 13, 2014 By...

  • Page 56
    ...(principal executive officer) Chief Financial Officer and Treasurer (principal financial officer and principal accounting officer) February 13, 2014 February 13, 2014 /S/ JEFFREY A. CITRON Jeffrey A.... 12, 2014 Director February 12, 2014 Director February 12, 2014 50 VONAGE ANNUAL REPORT 2013

  • Page 57
    ... STATEMENTS Page Report of Independent Registered Public Accounting Firm-BDO USA, LLP Report of Independent Registered Public Accounting Firm-BDO USA, LLP Consolidated Balance Sheets as of December 31, 2013 and 2012 Consolidated Statements of Income for the years ended December 31, 2013, 2012 and...

  • Page 58
    ... Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit also includes examining, on a test basis, evidence supporting the...

  • Page 59
    ... and Stockholders Vonage Holdings Corp. Holmdel, New Jersey REGISTERED PUBLIC We have audited Vonage Holdings Corp.'s (the "Company") internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control - Integrated Framework (1992) issued by the...

  • Page 60
    ... and $268, respectively Deferred customer acquisition costs, current Deferred tax assets, current Prepaid expenses and other current assets Total current assets Property and equipment, net Goodwill Software, net Deferred customer acquisition costs, non-current Debt related costs, net Restricted cash...

  • Page 61
    ... For the years ended December 31, (In thousands, except per share amounts) Revenues Operating Expenses: Direct cost of telephony services (excluding depreciation and amortization of $14,892, $15,115, and $15,824, respectively) Direct cost of goods sold Selling, general and administrative Marketing...

  • Page 62
    ... income attributable to Vonage $ (488) (5) (493) 26,236 $ - - - 36,962 $ - - - 409,916 (2,058) (2,058) 25,743 335 335 36,962 872 872 409,916 $ 2013 27,801 $ 2012 36,627 $ 2011 409,044 The accompanying notes are an integral part of these financial statements F-6 VONAGE ANNUAL REPORT 2013

  • Page 63
    ...payable and revolving credit facility Extinguishment of notes Debt related costs Common stock repurchases Acquisition of redeemable noncontrolling interest Proceeds from exercise of stock options and stock warrant Net cash provided by (used in) financing activities Effect of exchange rate changes on...

  • Page 64
    ..., 2012 Stock option exercises Stock option cancellation Share-based expense Share-based award activity Common stock repurchases Acquisition of business Investment by redeemable noncontrolling interest Foreign currency translation adjustment Net income Balance at December 31, 2013 Common Stock $ 223...

  • Page 65
    ...as a Delaware corporation. We are a leading provider of low-cost communications services connecting people through cloud-connected devices worldwide. Customers in the United States represented 94% of our subscriber lines for our broadband telephone replacement services at December 31, 2013, with the...

  • Page 66
    ... to provide telephony services. These costs include access and interconnection charges that we pay to other telephone companies to terminate domestic and international phone calls on the public switched telephone network. In addition, these costs include the cost to lease phone numbers, to co-locate...

  • Page 67
    ..., based upon this review, we were required to value the following features separately for accounting purposes: > certain features within a prior common stock warrant to purchase 514 shares of common stock at an exercise price of $0.58 because the number of shares to be received by the holder could...

  • Page 68
    ... related to stock compensation, including a non-cash deferred tax adjustment totaling $4,077 in 2012 for certain stock compensation previously considered nondeductible under Section 162(m) of the Internal Revenue Code. We file income tax returns in the U.S. on a federal basis and in U.S. state...

  • Page 69
    ...and other current assets December 31, 2013 7,402 $ 7,084 479 757 312 $ 858 16,892 $ December 31, 2012 6,599 $ 6,092 1,503 389 639 265 15,487 Nontrade receivables Services Telecommunications Insurance Marketing Other prepaids Prepaid expenses and other current assets F-13 VONAGE ANNUAL REPORT 2013

  • Page 70
    ...Purchased License Internally developed The total expected future annual amortization of software is as follows: 2014 2015 2016 2017 2018 Total $ 9,996 7,916 2,425 186 34 20,557 $ Debt related costs, net December 31, 2013 4,706 $ $ December 31, 2012 2,697 $ (1,925) 772 Senior secured term loan...

  • Page 71
    ... 31, 2012 16,376 $ 10,889 9,747 89 9,135 4,412 2,056 2,200 5 572 306 55,787 Compensation and related taxes and temporary labor Marketing Taxes and fees Litigation and settlements Telecommunications Other accruals Customer credits Professional fees Accrued interest Inventory Credit card fees Accrued...

  • Page 72
    ... in direct cost of telephony services For the years ended December 31, 2013 USF costs $ 70,009 $ 2012 77,781 $ 2011 70,549 Amounts included in direct cost of goods sold For the years ended December 31, 2013 Shipping and handling cost $ 5,188 $ 2012 7,064 $ 2011 7,624 Amounts included in selling...

  • Page 73
    ...share amounts) Depreciation and amortization expense For the years ended December 31, 2013 Network equipment and computer hardware Software Capital leases Other leasehold improvements Furniture Vehicles Patents Trademarks Customer relationships Acquired technology Trade names Non-compete agreements...

  • Page 74
    ...per share amounts) Note 5. Income Taxes The components of income (loss) before income tax expense are as follows: For the years ended December 31, 2013 United States Foreign $ $ The components of the income tax (expense) benefit are as follows: For the years ended December 31, 2013 Current: Federal...

  • Page 75
    ... Federal statutory tax rate Permanent items State and local taxes, net of federal benefit International tax Valuation reserve for income taxes and other Effective tax rate 35 % 4% -% (1)% 1% 39 % 2012 35 % 1% 5% (1)% (2)% 38 % 2011 35 % 1% (13)% (15)% (383)% (375)% F-19 VONAGE ANNUAL REPORT 2013

  • Page 76
    ... is applied annually so as to limit the use of our pre-change NOLs to an amount that generally equals the value of our stock immediately before the ownership change multiplied by a designated federal long-term tax-exempt rate. At December 31, 2013, there were no limitations on the use of our...

  • Page 77
    ... 2011 Credit Agreement, which amends our financial covenant related to our consolidated fixed charge coverage ratio by increasing the amount of restricted payments excluded from such calculation from $50,000 to $80,000. Use of Proceeds We used $42,500 of the net available proceeds of the 2013 Credit...

  • Page 78
    ...-(Continued) (In thousands, except per share amounts) > maximum capital expenditures not to exceed $55,000 during any fiscal year, provided that the unused amount of any permitted capital expenditures in any fiscal year may be carried forward to the next following fiscal year. In addition, annual...

  • Page 79
    ... as market conditions, including available interest rates, credit spread relative to our credit rating, and illiquidity, remain relatively unchanged from the issuance date of our debt on February 11, 2013 for a similar debt instrument. > > Note 8. Common Stock Net Operating Loss Rights Agreement...

  • Page 80
    ...cancel a total of 4,500 of his vested stock options for $5,463. The payment reflects a discount, in favor of the Company, from the closing price of the common stock on the New York Stock Exchange on February 19, 2013. Note 9. Employee Benefit Plans Share-Based Compensation F-24 VONAGE ANNUAL REPORT...

  • Page 81
    ... to value options are as follows: Risk-free interest rate Expected stock price volatility Dividend yield Expected life (in years) Beginning January 1, 2006, we estimated the volatility of our stock using historical volatility of comparable public companies in accordance with guidance in FASB ASC...

  • Page 82
    ... tendered or withheld to pay the exercise price of an award or to satisfy tax withholding obligations will not be available for issuance pursuant to new awards. At December 31, 2013, 19,452 shares were available for future grant under the 2006 Stock Incentive Plan. F-26 VONAGE ANNUAL REPORT 2013

  • Page 83
    ... using the ratable single-option approach on an accrual basis and are amortized using an accelerated amortization schedule. Our current policy is to issue new shares to settle the exercise of stock options and prospectively, the vesting of restricted stock units. F-27 VONAGE ANNUAL REPORT 2013

  • Page 84
    ... capital lease agreements are included in property and equipment in the consolidated balance sheet and related depreciation and amortization expense is included in the consolidated statements of operations. On March 24, 2005, we entered into a lease for our headquarters in Holmdel, New Jersey. We...

  • Page 85
    ... primarily commitments to vendors who will provide local inbound services, process our credit card billings, license patents to us, sell us communication devices, provide carrier operation and telephone related services, provide marketing services, and provide energy supply. In certain cases, we...

  • Page 86
    ... and wireless broadband Internet service providers from blocking or hindering lawful content, applications, or services and from unreasonably discriminating when transmitting lawful network traffic. In addition, broadband Internet service providers would have to publicly disclose certain information...

  • Page 87
    ...NPRM. Direct access to telephone numbers would facilitate IP to IP interconnection, which may allow VoIP providers to provide higher quality, lower cost services, promote the deployment of innovative new voice services, and experience reductions in the cost of telephony services. Vonage successfully...

  • Page 88
    ... VoIP service. with the New Jersey sales tax. We have received inquiries or demands from a number of state and municipal taxing and 911 agencies seeking payment of Taxes that are applied to or collected from customers of providers of traditional public switched telephone network services. Although...

  • Page 89
    ... Amount Customer relationship Developed technologies Trade names Non-compete agreements $ $ 39,100 35,200 500 200 75,000 Indications of fair value of the intangible assets acquired in connection with the Acquisition were determined using either the income, market or replacement cost methodologies...

  • Page 90
    ... of $2,255 and $2,725 for the years ended 2013 and 2012, respectively associated with revolving line of credit and adjustment to interest rate on existing loans as a result of increase in Vonage leverage ratio which changes interest rate tier. > As the Company has begun to integrate the combined...

  • Page 91
    ...) The following table sets forth the reviewed consolidated quarterly financial information for 2013 and 2012: For the Quarter Ended March 31, Year Ended 2013 Revenue Net income attributable to Vonage Net income attributable to Vonage per common share: Basic Diluted Year Ended 2012 Revenue Net income...

  • Page 92
    ...") of our reports dated February 13, 2014, relating to the consolidated financial statements and financial statement schedule, and the effectiveness of the Company's internal control over financial reporting, which appear in this Form 10-K. /s/ BDO USA, LLP Woodbridge, New Jersey February 13, 2014

  • Page 93
    ... affect the registrant's ability to record, process, summarize and report financial information; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: February 13, 2014...

  • Page 94
    ... affect the registrant's ability to record, process, summarize and report financial information; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: February 13, 2014...

  • Page 95
    ...-Oxley Act of 2002, that the Annual Report of Vonage Holdings Corp. on Form 10-K for the annual period ended December 31, 2013 fully complies with the requirements of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934 and that information contained in such Form 10-K fairly presents...

  • Page 96
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  • Page 97
    ... Relations 23 Main Street Holmdel, NJ 07733 Phone: (732) 365-1328 Website: http://ir.vonage.com Stock Transfer Agent Information American Stock Transfer & Trust Company c/o Vonage Holdings Corp. 59 Maiden Lane, Plaza Level New York, NY 10038 Phone: or: (800) 937-5449 (718) 921-8124 (International...

  • Page 98
    23 Main Street Holmdel, NJ 07733 vonage.com