CARB / Carbonite, Inc. - SEC-arkivering, Årsberetning, Fuldmagtserklæring

Carbonite, Inc.
US ˙ NASDAQ ˙ US1413371055
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LEI 5493000SNSOGP6ZC5R33
CIK 1340127
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Carbonite, Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
February 14, 2020 SC 13G/A

CARB / Carbonite, Inc. / Portolan Capital Management, LLC - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d –1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d–2. (Amendment No. 2 )* Carbonite, Inc. (Name of Issuer) Common (Title of Class of Securities) 141337105 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of

February 13, 2020 SC 13G/A

CARB / Carbonite, Inc. / CRAMER ROSENTHAL MCGLYNN LLC - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CARBONITE INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 141337105 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

January 6, 2020 15-12B

CARB / Carbonite, Inc. 15-12B - - 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-35264 CARBONITE, INC. (Exact name of registrant as specified in

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 EX-3.2

Amended and Restated Bylaws of Carbonite, Inc.

EX-3.2 Exhibit 3.2 BYLAWS OF CARBONITE, INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office shall be established and maintained at the office of Corporation Service Company, in the City of Wilmington, in the County of New Castle, in the State of Delaware, and said corporation shall be the registered agent of this corporation (the “Corporation”) in charge thereof. SECTION 2.

December 26, 2019 EX-99.(A)(5)(M)

OpenText Buys Carbonite, Inc.

EX-99.(A)(5)(M) 2 d840935dex99a5m.htm EXHIBIT (A)(5)(M) Exhibit (a)(5)(M) OpenText Buys Carbonite, Inc. WATERLOO, ON — December 24, 2019 — OpenText™ (NASDAQ: OTEX) (TSX: OTEX), “The Information Company,” announced today that it has completed the closing of the previously announced acquisition of Carbonite, Inc. (“Carbonite”), provider of cloud-based subscription data protection, backup, disaster r

December 26, 2019 EX-99.(A)(5)(Y)

OpenText Buys Carbonite, Inc.

EX-99.(a)(5)(Y) Exhibit 99.(a)(5)(Y) OpenText Buys Carbonite, Inc. WATERLOO, ON — December 24, 2019 — OpenText™ (NASDAQ: OTEX) (TSX: OTEX), “The Information Company,” announced today that it has completed the closing of the previously announced acquisition of Carbonite, Inc. (“Carbonite”), provider of cloud-based subscription data protection, backup, disaster recovery and end-point security to sma

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 POS AM

CARB / Carbonite, Inc. POS AM - - POS AM

POS AM As filed with the Securities and Exchange Commission on December 26, 2019 Registration No.

December 26, 2019 8-K/A

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 24, 2019 Carbonite, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission Fil

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 8) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 8-K

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Completion of Acquisition or Disposition of Assets, Other Events

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): December 24, 2019 Carbonite, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File

December 26, 2019 RW

CARB / Carbonite, Inc. RW - - RW

RW December 26, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 S-8 POS

CARB / Carbonite, Inc. S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on December 26, 2019 Registration Nos.

December 26, 2019 SC TO-T/A

TSX:OTC / Open Text Corp SC TO-T/A - - SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.0

December 26, 2019 RW

CARB / Carbonite, Inc. RW - - RW

RW December 26, 2019 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

December 26, 2019 EX-3.1

Ninth Amended and Restated Certificate of Incorporation of Carbonite, Inc.

EX-3.1 2 d833073dex31.htm EX-3.1 Exhibit 3.1 NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARBONITE, INC. ARTICLE ONE The name of the corporation is Carbonite, Inc. (the “Corporation”). ARTICLE TWO The registered office of the Corporation in the State of Delaware is located at 251 Little Falls Drive, Wilmington, New Castle County, Delaware 19808, and the name of the Corporation’s reg

December 26, 2019 EX-4.2

First Supplemental Indenture, dated as of December 24, 2019 between Carbonite, Inc. and U.S. Bank National Association, as trustee.

EX-4.2 4 d833073dex42.htm EX-4.2 Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE, dated as of December 24, 2019 (this “Supplemental Indenture”), by and between Carbonite, Inc., a Delaware corporation, as issuer (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”), supplements the Indenture dated April 4, 2017 (the “Indenture”), between the Company a

December 19, 2019 SC 13G/A

CARB / Carbonite, Inc. / ETF MANAGERS GROUP, LLC - AMENDMENT NO. 5 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Carbonite Inc. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 141337105 (CUSIP Number) December 18, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p

December 18, 2019 EX-99.1

2

EX-99.1 2 d717414dex991.htm EX-99.1 Exhibit 99.1 Brand power vs. product power Carbonite’s co-founder offers an insider look at how the PC backup company built its brand David Friend @WasabiDave / 5:46 pm EST • December 16, 2019 Most tech companies — particularly B2B companies — either don’t understand the power of a brand, or do a really poor job of creating one. An informal survey of a dozen of

December 18, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 7) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 16, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 6) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 12, 2019 SC TO-T/A

TSX:OTC / Open Text Corp SC TO-T/A - - SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.01 PER SHAR

December 12, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 5) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 11, 2019 SC TO-T/A

TSX:OTC / Open Text Corp SC TO-T/A - - SC TO-T/A

SC TO-T/A 1 d845390dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Person

December 11, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 4) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 6, 2019 SC TO-T/A

TSX:OTC / Open Text Corp SC TO-T/A - - SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.01 PER SHAR

December 6, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 3) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 5, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

December 3, 2019 SC TO-T/A

TSX:OTC / Open Text Corp SC TO-T/A - - SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.0

December 3, 2019 SC 14D9/A

CARB / Carbonite, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337

November 25, 2019 EX-99.(A)(5)(B)

OpenText Commences Tender Offer for Carbonite, Inc.

EX-99.(A)(5)(B) Exhibit (a)(5)(B) PRESS RELEASE OpenText Commences Tender Offer for Carbonite, Inc. WATERLOO, Ontario, Nov. 25, 2019/PR/Newswire/ — OpenText™ (NASDAQ: OTEX) (TSX: OTEX), a market leader in Enterprise Information Management (EIM) software and solutions, announced today that it has commenced its previously announced tender offer for all outstanding shares of common stock of Carbonite

November 25, 2019 EX-99.(D)(2)

Confidentiality Agreement

EX-99.(D)(2) Exhibit (d)(2) Confidentiality Agreement This Confidentiality Agreement (the “Agreement”), effective as of June 21, 2019 (the “Effective Date”), is by and between Carbonite, Inc., a Delaware corporation (the “Disclosing Party”) and Open Text Corporation, a corporation incorporated under the federal laws of Canada (the “Recipient”, and together with the Disclosing Party, each a “Party”

November 25, 2019 EX-99.(A)(1)(D)

Offer to Purchase for Cash All Outstanding Shares of Common Stock Carbonite, Inc. $23.00 Per Share Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation

EX-99.(A)(1)(D) Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Carbonite, Inc. at $23.00 Per Share by Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M., EASTERN TIME, ON DECEMBER 23, 2019, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED IN ACCORDANCE WITH THE

November 25, 2019 EX-99.(A)(5)(C)

Notice of Offer to Purchase for Cash All Outstanding Shares of Common Stock Carbonite, Inc. $23.00 Per Share Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation

EX-99.(A)(5)(C) Exhibit (a)(5)(C) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely pursuant to the Offer to Purchase, dated November 25, 2019, and the related Letter of Transmittal and any amendments o

November 25, 2019 EX-99.(A)(1)(E)

Offer to Purchase for Cash All Outstanding Shares of Common Stock Carbonite, Inc. $23.00 Per Share Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation

EX-99.(A)(1)(E) Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Carbonite, Inc. at $23.00 Per Share by Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M., EASTERN TIME, ON DECEMBER 23, 2019, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED IN ACCORDANCE WITH THE

November 25, 2019 SC TO-T

TSX:OTC / Open Text Corp SC TO-T - - SC TO-T

SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title o

November 25, 2019 SC 14D9

CARB / Carbonite, Inc. SC 14D9 - - SC 14D9

SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337105 (CUSIP Number of

November 25, 2019 EX-99.(A)(1)(C)

NOTICE OF GUARANTEED DELIVERY for Tender of Shares of Common Stock CARBONITE, INC. $23.00 PER SHARE Pursuant to the Offer to Purchase, dated November 25, 2019 CORAL MERGER SUB INC. a wholly-owned subsidiary of OPEN TEXT CORPORATION

EX-99.(A)(1)(C) 4 d818333dex99a1c.htm EX-99.(A)(1)(C) Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY for Tender of Shares of Common Stock of CARBONITE, INC. at $23.00 PER SHARE Pursuant to the Offer to Purchase, dated November 25, 2019 by CORAL MERGER SUB INC. a wholly-owned subsidiary of OPEN TEXT CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE AFTER 11:59 P.M. EASTERN TIME

November 25, 2019 EX-99.(A)(1)(A)

Offer to Purchase for Cash All Outstanding Shares of Common Stock Carbonite, Inc. $23.00 Per Share Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE ONE MINUTE AFTER 11:59 P.M., EASTE

EX-99.(A)(1)(A) Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Carbonite, Inc. at $23.00 Per Share by Coral Merger Sub Inc. a wholly-owned subsidiary of Open Text Corporation THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE ONE MINUTE AFTER 11:59 P.M., EASTERN TIME, ON DECEMBER 23, 2019, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED IN ACCO

November 25, 2019 EX-99.(A)(1)(B)

Letter of Transmittal to Tender Shares of Common Stock CARBONITE, INC. $23.00 Per Share in Cash Pursuant to the Offer to Purchase dated November 25, 2019 Coral Merger Sub Inc., a wholly-owned subsidiary of Open Text Corporation.

EX-99.(A)(1)(B) Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of CARBONITE, INC. at $23.00 Per Share in Cash Pursuant to the Offer to Purchase dated November 25, 2019 by Coral Merger Sub Inc., a wholly-owned subsidiary of Open Text Corporation. The undersigned represents that I (we) have full authority to surrender without restriction the certificate(s) listed below. You

November 21, 2019 EX-99.2

The following is an excerpt from Webroot Inc.’s internal employee newsletter, which was disseminated on November 21, 2019.

EX-99.2 3 d806545dex992.htm EX-99.2 Exhibit 99.2 The following is an excerpt from Webroot Inc.’s internal employee newsletter, which was disseminated on November 21, 2019. OPENTEXT ACQUISITION UPDATE This week the Boston office had the pleasure of hosting OpenText CEO and CTO, Mark J. Barrenechea, for an All-Hands meeting on acquisition next steps as we move closer to deal close. He emphasized his

November 21, 2019 EX-99.1

The following is an excerpt from Webroot Inc.’s November Newsletter, which was disseminated to 2,512 partners, customers and distributors on November 21, 2019.

EX-99.1 2 d806545dex991.htm EX-99.1 Exhibit 99.1 The following is an excerpt from Webroot Inc.’s November Newsletter, which was disseminated to 2,512 partners, customers and distributors on November 21, 2019. Carbonite, Inc. (NASDAQ: CARB), announced on 11 November that it has entered into a definitive agreement to be acquired by OpenText (NASDAQ: OTEX, TSX: OTEX), a market leader in Enterprise In

November 21, 2019 SC14D9C

CARB / Carbonite, Inc. SC14D9C - - SC14D9C

SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337105 (CUSIP Number of

November 15, 2019 EX-99.5

The following was posted by OpenText on LinkedIn at

EX-99.5 Exhibit 99.5 The following was posted by OpenText on LinkedIn at https://www.linkedin.com/company/opentext/ on November 11, 2019. The following was posted by Savinay Berry, who is the Senior Vice President, Cloud Service Delivery at OpenText, on LinkedIn at https://www.linkedin.com/posts/savinayberryopentext-acquires-data-backup-and-security-activity-6599900519504855041-0V-2 on November 12

November 15, 2019 EX-99.4

The following was posted by OpenText on Twitter at

EX-99.4 5 d801248dex994.htm EX-99.4 Exhibit 99.4 The following was posted by OpenText on Twitter at https://twitter.com/OpenText/status/1193879958558511109 on November 11, 2019. The following was posted by OpenText on Twitter at https://twitter.com/pattynagleOT/status/1193924432500285440 on November 11, 2019. The following was posted by OpenText on Twitter at https://twitter.com/OpenText/status/11

November 15, 2019 EX-99.3

Mark Barrenechea—Message to Carbonite

EX-99.3 4 d801248dex993.htm EX-99.3 Exhibit 99.3 Mark Barrenechea—Message to Carbonite Subject: OpenText and Carbonite Dear Future Colleagues, I am incredibly excited that OpenText has entered into a definitive agreement to acquire Carbonite, and I look forward to welcoming you to the OpenText family in the near future. Carbonite is an impressive company, and we look forward to working together, b

November 15, 2019 EX-99.2

Call Participants Mark J. Barrenechea OpenText, CEO and CTO Madhu Ranganathan OpenText, EVP and CFO

EX-99.2 OpenText Signs Definitive Agreement to Acquire Carbonite, Inc. November 11, 2019 Exhibit 99.2 Cautionary Statement Regarding Forward-Looking Statements Certain statements in this presentation, including statements regarding OpenText’s plans, objectives, expectations and intentions relating to the acquisition, the acquisition’s expected contribution to OpenText’s results, financing and clos

November 15, 2019 SC TO-C

TSX:OTC / Open Text Corp SC TO-C - - SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class

November 15, 2019 EX-99.1

THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2019 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written co

EX-99.1 2 d801248dex991.htm EX-99.1 Exhibit 99.1 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us ©2019 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. ‘Thomson Reuters’ and the Thomson Reuters logo are registered trademarks of

November 14, 2019 EX-99.1

Since this has just been announced, there is very little specific information I can share other than to say we’re all excited about the future opportunity this presents. On the OpenText call with investors, they underlined the importance of Webroot a

EX-99.1 2 d810668dex991.htm EX-99.1 Exhibit 99.1 Hello, I’m pleased to share some exciting news about Webroot, a Carbonite company. Carbonite and OpenText announced they have entered into a definitive agreement under which OpenText will acquire Carbonite, and support our mission to make cyber resiliency simple, reliable and accessible in the connected world. A link to our press release is availabl

November 14, 2019 SC14D9C

CARB / Carbonite, Inc. SC14D9C - - SC14D9C

SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337105 (CUSIP Number of

November 12, 2019 SC TO-C

TSX:OTC / Open Text Corp SC TO-C - - SC TO-C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Coral Merger Sub Inc. (Offeror) Open Text Corporation (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class

November 12, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): November 12, 2019 (November 10, 2019) CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other Jurisdiction of Incorporatio

November 12, 2019 EX-99.1

Carbonite To Be Acquired by OpenText for $23.00 Per Share Transaction Follows Comprehensive Process Run by Board to Maximize Value for Shareholders Represents 78% Premium to Carbonite’s Unaffected Stock Price on September 5, 2019 Announces Third Quar

EX-99.1 Exhibit 99.1 Carbonite To Be Acquired by OpenText for $23.00 Per Share Transaction Follows Comprehensive Process Run by Board to Maximize Value for Shareholders Represents 78% Premium to Carbonite’s Unaffected Stock Price on September 5, 2019 Announces Third Quarter 2019 Financial Results BOSTON, MA - November 11, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection an

November 12, 2019 EX-2.1

Agreement and Plan of Merger, dated as of November 10, 2019, by and among Open Text Corporation, Coral Merger Corp., Inc. and Carbonite, Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by Carbonite, Inc. on November 12, 2019)

EX-2.1 2 d832010dex21.htm EX-2.1 Exhibit 2.1 STRICTLY CONFIDENTIAL Execution Version AGREEMENT AND PLAN OF MERGER Dated as of November 10, 2019 among CARBONITE, INC. OPEN TEXT CORPORATION CORAL MERGER SUB INC. TABLE OF CONTENTS Page ARTICLE I The Offer Section 1.01 The Offer 1 Section 1.02 Company Actions 4 ARTICLE II The Merger Section 2.01 The Merger 5 Section 2.02 Closing 5 Section 2.03 Effecti

November 12, 2019 EX-99.13

Joining forces with OpenText is an exciting next step for Carbonite. It enables us to continue providing robust data protection platforms and cybersecurity solutions to more businesses around the world and allows us to strengthen our offerings and gl

EX-99.13 Exhibit 99.13 I’m pleased to share some exciting news about the future of Carbonite. Carbonite and OpenText announced they have entered into a definitive agreement under which OpenText will acquire Carbonite. We are confident that this transaction supports our mission to make cyber resiliency simple, reliable and accessible in the connected world. A link to our press release is available

November 12, 2019 SC14D9C

CARB / Carbonite, Inc. SC14D9C - - SC14D9C

SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Carbonite, Inc. (Name of Subject Company) Carbonite, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337105 (CUSIP Number of

November 12, 2019 EX-99.12

2 Avenue de Lafayette

EX-99.12 13 d829072dex9912.htm EX-99.12 Exhibit 99.12 2 Avenue de Lafayette Boston, MA 02111 I’m pleased to share some exciting news about the future of Carbonite. Carbonite and OpenText announced they have entered into a definitive agreement under which OpenText will acquire Carbonite. We are confident that this transaction supports our mission to make cyber resiliency simple, reliable and access

November 12, 2019 EX-99.8

Webroot LinkedIn Post, November 11, 2019

EX-99.8 9 d829072dex998.htm EX-99.8 EXHIBIT 99.8 Webroot LinkedIn Post, November 11, 2019 Exciting Webroot news, Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://wbrt.io/h4zvb

November 12, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35264

November 12, 2019 EX-99.2

Carbonite Tweets (@Carbonite), November 11, 2019

EX-99.2 3 d829072dex992.htm EX-99.2 EXHIBIT 99.2 Carbonite Tweets (@Carbonite), November 11, 2019 NEWS: Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://investor.carbonite.com/news-releases/news-release-details/carbonite-be-acquired-opentext-2300-share

November 12, 2019 EX-99.3

Webroot Tweets (@Webroot), November 11, 2019

EX-99.3 4 d829072dex993.htm EX-99.3 EXHIBIT 99.3 Webroot Tweets (@Webroot), November 11, 2019 Exciting Webroot news, @Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://investor.carbonite.com/news-releases/news-release-details/carbonite-be-acquired-opentext-2300-share?sf223382564=1

November 12, 2019 EX-99.5

Carbonite Facebook Post, November 11, 2019

EX-99.5 6 d829072dex995.htm EX-99.5 EXHIBIT 99.5 Carbonite Facebook Post, November 11, 2019 NEWS: Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://cbnt.it/36Nw5mp

November 12, 2019 EX-99.9

1

EX-99.9 10 d829072dex999.htm EX-99.9 Exhibit 99.9 CONFIDENTIAL CARBONITE OPENTEXT MASTER Q&A November 11, 2019 General/Media 1. Who is OpenText? • OpenText is the global leader in Enterprise Information Management with a strong roster of services and customer channels that are complementary to ours. We are confident Carbonite is well positioned to continue to grow and succeed under OpenText’s owne

November 12, 2019 EX-99.1

Carbonite To Be Acquired by OpenText for $23.00 Per Share Transaction Follows Comprehensive Process Run by Board to Maximize Value for Shareholders Represents 78% Premium to Carbonite’s Unaffected Stock Price on September 5, 2019 Announces Third Quar

EX-99.1 Exhibit 99.1 Carbonite To Be Acquired by OpenText for $23.00 Per Share Transaction Follows Comprehensive Process Run by Board to Maximize Value for Shareholders Represents 78% Premium to Carbonite’s Unaffected Stock Price on September 5, 2019 Announces Third Quarter 2019 Financial Results BOSTON, MA - November 11, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection an

November 12, 2019 EX-99.4

Webroot EMEA Tweets (@WebrootEMEA), November 11, 2019

EX-99.4 5 d829072dex994.htm EX-99.4 EXHIBIT 99.4 Webroot EMEA Tweets (@WebrootEMEA), November 11, 2019 Exciting Webroot news, @Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://investor.carbonite.com/news-releases/news-release-details/carbonite-be-acquired-opentext-2300-share?sf223382645=1

November 12, 2019 EX-99.10

2

EX-99.10 11 d829072dex9910.htm EX-99.10 Exhibit 99.10 Webroot Community Post Hello Webroot Community! I’m excited to share that this morning, Carbonite, Webroot’s parent company, announced that it has entered into a definitive agreement to be acquired by OpenTextTM (NASDAQ: OTEX, TSX:OTEX) The transaction represents an exciting next step for Webroot as it enables us to continue providing robust cy

November 12, 2019 EX-99.6

Webroot Facebook Post, November 11, 2019

EX-99.6 EXHIBIT 99.6 Webroot Facebook Post, November 11, 2019 Exciting Webroot news, Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://wbrt.io/eqchh

November 12, 2019 EX-99.7

Carbonite LinkedIn Post, November 11, 2019

EX-99.7 EXHIBIT 99.7 Carbonite LinkedIn Post, November 11, 2019 NEWS: Carbonite to Be Acquired by OpenText for $23.00 Per Share. https://cbnt.it/36Nw5mp

November 12, 2019 EX-99.11

Dear Team,

EX-99.11 12 d829072dex9911.htm EX-99.11 Exhibit 99.11 Dear Team, I’m excited to share that this morning Carbonite entered into a definitive agreement to be acquired by OpenText. I want to take a moment to provide some background and context on this news, as well as what to expect in the days ahead. Over the last few years we have experienced exceptional growth building our platform and product por

September 24, 2019 SC 13G/A

CARB / Carbonite, Inc. / ETF MANAGERS GROUP, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Carbonite Inc. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 141337105 (CUSIP Number) September 20, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

September 4, 2019 EX-10.2

Promotion Letter between the Company and Chad Bacher

EX-10.2 3 ex102-bacherpromotionl.htm EXHIBIT 10.2 Exhibit 10.2 September 3, 2019 PROMOTION LETTER Dear Chad: It is our pleasure to offer you a promotion! This Promotion Letter serves to confirm the details of your promotion as follows: Position: Chief Product Officer Status: Full-time, Regular, Exempt Reporting to: Chief Executive Officer Effective Date: September 4, 2019 Compensation: There are n

September 4, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): September 4, 2019 CARBONITE INC (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Nu

September 4, 2019 EX-10.1

Promotion Letter between the Company and John Post

EX-10.1 2 ex101-postpromotionlet.htm EXHIBIT 10.1 Exhibit 10.1 September 3, 2019 PROMOTION LETTER Dear John: It is our pleasure to offer you a promotion! This Promotion Letter serves to confirm the details of your promotion as follows: Position: Chief Operating Officer Status: Full-time, Regular, Exempt Reporting to: Chief Executive Officer Effective Date: September 4, 2019 Compensation: Base sala

September 4, 2019 EX-99.1

Carbonite Names Executive Team Newly appointed COO, CPO, CTO and Interim GC to accelerate Carbonite’s integration of Webroot Results-driven leadership team to deliver on vision of a combined data protection and cybersecurity solution for SMB and mid-

Carbonite Names Executive Team Newly appointed COO, CPO, CTO and Interim GC to accelerate Carbonite’s integration of Webroot Results-driven leadership team to deliver on vision of a combined data protection and cybersecurity solution for SMB and mid-market BOSTON - September 4, 2019 - Carbonite, Inc.

September 4, 2019 EX-10.3

Promotion Letter between the Company and Hal Lonas

Exhibit 10.3 September 3, 2019 PROMOTION LETTER Dear Hal: It is our pleasure to offer you a promotion! This Promotion Letter serves to confirm the details of your promotion as follows: Position: Chief Technology Officer Status: Full-time, Regular, Exempt Reporting to: Chief Executive Officer Effective Date: September 4, 2019 Compensation: There are no changes to your compensation at this time. Bon

August 28, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 26, 2019 CARBONITE INC (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Numb

August 21, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 15, 2019 CARBONITE INC (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Numb

August 15, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 14, 2019 CARBONITE INC (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Numb

August 6, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35264 CARB

July 25, 2019 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 25, 2019 CARBONITE INC (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Number

July 25, 2019 EX-99.3

Carbonite Financial Results Q2 2019 July 25, 2019 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established

EX-99.3 5 q22019financialresultssl.htm EXHIBIT 99.3 Carbonite Financial Results Q2 2019 July 25, 2019 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements may gene

July 25, 2019 EX-99.2

Carbonite Names Steve Munford Interim Chief Executive Officer

EX-99.2 4 ex992-managementpressr.htm EXHIBIT 99.2 Exhibit 99.2 Carbonite Names Steve Munford Interim Chief Executive Officer BOSTON, MA - July 25, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection, today announced that Steve Munford, Chairman of the Company’s Board of Directors, has been named Interim Chief Executive Officer and Executive Chairman of the Board, effective im

July 25, 2019 EX-99.1

Carbonite Announces Second Quarter 2019 Financial Results

Exhibit 99.1 Carbonite Announces Second Quarter 2019 Financial Results BOSTON, MA - July 25, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection, today announced financial results for the second quarter ended June 30, 2019. Second Quarter 2019 Highlights: • Revenue of $121.5 million increased 56% year-over-year. • Non-GAAP revenue of $135.0 million increased 69% year-over-yea

July 25, 2019 EX-10.1

Executive Employment Agreement with Stephen Munford, dated as of July 25, 2019

EX-10.1 2 ex101-employmentagreem.htm EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 25, 2019, by and between Carbonite, Inc. (the “Company”) and Stephen Munford (“Executive” or “you”). This Agreement supersedes all previous agreements, promises, representations, understandings and negotiations between the parti

July 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): July 1, 2019 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Numbe

July 1, 2019 EX-99.1

Carbonite Names Craig Stilwell as Chief Revenue Officer Experienced sales and marketing professional brings a wealth of experience to Carbonite in newly created chief revenue officer role

EX-99.1 3 ex991.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite Names Craig Stilwell as Chief Revenue Officer Experienced sales and marketing professional brings a wealth of experience to Carbonite in newly created chief revenue officer role BOSTON, MA, July 1, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection and cybersecurity, today announced the appointment of Craig Stilwell as

July 1, 2019 EX-10.1

Offer Letter between the Company and Craig Stilwell

Exhibit 10.1 June 11, 2019 OFFER LETTER Craig Stilwell Dear Craig: It is a pleasure to offer you a position on the Carbonite team! This Offer Letter serves to confirm the details of our employment offer as follows: Position: Chief Revenue Officer Status: Full-time, Regular, Exempt Reporting to: Mohamad Ali, Chief Executive Officer Compensation: Base salary of $14,807.69 bi-weekly, which is the equ

June 11, 2019 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2019 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation)

June 11, 2019 EX-99.3

Webroot Inc. and Subsidiaries Consolidated Financial Statements As of June 30, 2018 and 2017, and for The Years Ended June 30, 2018, 2017, and 2016 Page Report of Independent Auditors 1 Consolidated Balance Sheets 2 Consolidated Statements of Operati

Exhibit 99.3 CONSOLIDATED FINANCIAL STATEMENTS Webroot Inc. and Subsidiaries As of June 30, 2018 and 2017, and for The Years Ended June 30, 2018, 2017, and 2016 With Report of Independent Auditors Webroot Inc. and Subsidiaries Consolidated Financial Statements As of June 30, 2018 and 2017, and for The Years Ended June 30, 2018, 2017, and 2016 Page Report of Independent Auditors 1 Consolidated Bala

June 11, 2019 EX-99.2

Webroot Inc. and Subsidiaries Consolidated Financial Statements As of December 31, 2018 and June 30, 2018, and for the Three and six months ended December 31, 2018 and 2017 Page Consolidated Balance Sheets 3 Consolidated Statements of Operations and

Exhibit 99.2 CONSOLIDATED FINANCIAL STATEMENTS Webroot Inc. and Subsidiaries As of December 31, 2018 and June 30, 2018 and for the Three and six months ended December 31, 2018 and 2017 Webroot Inc. and Subsidiaries Consolidated Financial Statements As of December 31, 2018 and June 30, 2018, and for the Three and six months ended December 31, 2018 and 2017 Page Consolidated Balance Sheets 3 Consoli

June 11, 2019 EX-99.4

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION As previously disclosed, on February 7, 2019, Carbonite, Inc. (the "Company") entered into an agreement and plan of merger (as amended, the "Merger Agreement") with Matterhorn Acquisitions, Inc. a Delaware corporation and wholly owned subsidiary of the Company ("Merger Sub"), Webroot Inc., a Delaware corporation ("Webroot"),

May 20, 2019 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 a2019annualmeeting8-k.htm 8-K 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): May 20, 2019 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of i

May 10, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

May 2, 2019 EX-99.2

Carbonite Financial Results Q1 2019 May 2, 2019 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by

EX-99.2 3 q12019financialresults.htm EXHIBIT 99.2 Carbonite Financial Results Q1 2019 May 2, 2019 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements may generall

May 2, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 2, 2019 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Number

May 2, 2019 EX-99.1

Carbonite Announces First Quarter 2019 Financial Results

EX-99.1 2 ex991-q12019pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite Announces First Quarter 2019 Financial Results BOSTON, MA - May 2, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection, today announced financial results for the first quarter ended March 31, 2019. First Quarter 2019 Highlights: • Revenue of $81.2 million increased 27% year-over-year. • Non-GAAP revenu

April 5, 2019 DEFA14A

CARB / Carbonite, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definit

April 5, 2019 DEF 14A

CARB / Carbonite, Inc. DEF 14A

DEF 14A 1 carbonite2019proxy.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as

March 27, 2019 EX-2.2

First Amendment to Agreement and Plan of Merger, dated March 26, 2019, among Carbonite, Inc., Matterhorn Acquisitions, Inc., Webroot Inc. and Shareholder Representative Services LLC.

Exhibit 2.2 AMENDMENT TO AGREEMENT AND PLAN OF MERGER This AMENDMENT (the “Amendment”) dated March 26, 2019, to the AGREEMENT AND PLAN OF MERGER (the “Merger Agreement”), dated February 7, 2019, by and among Carbonite, Inc. a Delaware corporation (“Purchaser”), Matterhorn Acquisitions, Inc., a Delaware corporation and a wholly owned subsidiary of Purchaser, Webroot Inc., a Delaware corporation (th

March 27, 2019 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): March 26, 2019 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Num

March 27, 2019 EX-2.1

Agreement and Plan of Merger, dated February 7, 2019, among Carbonite, Inc., Matterhorn Acquisitions, Inc., Webroot Inc. and Shareholder Representative Services LLC.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF FEBRUARY 7, 2019 BY AND AMONG CARBONITE, INC., MATTERHORN ACQUISITIONS, INC., WEBROOT INC., AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS REPRESENTATIVE TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS AND RULES OF CONSTRUCTION 1 Section 1.1 Defined Terms 2 Section 1.2 Rules of Construction 18 ARTICLE II MERGER 19 Section 2.1 The Merger 19 Section

March 27, 2019 EX-99.1

Carbonite Closes Acquisition of Webroot Transaction combines data backup and recovery technology with cybersecurity platform to deliver complete data protection for customers and their endpoints

Exhibit 99.1 Carbonite Closes Acquisition of Webroot Transaction combines data backup and recovery technology with cybersecurity platform to deliver complete data protection for customers and their endpoints BOSTON, MA and BROOMFIELD, CO - March 26, 2019 - Carbonite, Inc. (NASDAQ: CARB), a leading cloud-based data protection provider, today closed its previously announced acquisition of Webroot In

March 27, 2019 EX-10.1

Credit Agreement, dated March 26, 2019, among Carbonite, Inc., the financial institutions that are parties thereto as lenders, Barclays Bank PLC, as administrative agent for the lenders and the other parties thereto.

Exhibit 10.1 CREDIT AGREEMENT Dated as of March 26, 2019 among CARBONITE, INC., as the Borrower, The Several Lenders from Time to Time Party Hereto and BARCLAYS BANK PLC, as the Administrative Agent and the Collateral Agent, BARCLAYS BANK PLC, CITIZENS BANK, N.A., RBC CAPITAL MARKETS1, and HSBC SECURITIES (USA), INC., as the Joint Lead Arrangers and Bookrunners 1RBC Capital Markets is the brand na

February 28, 2019 S-8

CARB / Carbonite, Inc. S-8

As filed with the Securities and Exchange Commission on February 28, 2019 Registration No.

February 28, 2019 10-K

CARB / Carbonite, Inc. 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission file number: 001-35264 CARBONIT

February 28, 2019 EX-24.1

Power of Attorney.

Exhibit 24.1 POWER OF ATTORNEY The undersigned directors of Carbonite, Inc., a Delaware corporation (the “Company”), do hereby nominate, constitute and appoint Mohamad Ali, Anthony Folger and Cassandra Hudson, and each of them individually, the true and lawful attorney or attorneys of the undersigned, with power to act with or without the other and with full power of substitution and resubstitutio

February 28, 2019 EX-21.1

List of subsidiaries.

EX-21.1 2 a12312018ex-211.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of Carbonite, Inc. Subsidiary Jurisdiction Carbonite Securities Corporation United States (Massachusetts) Carbonite China Holdings, LLC United States (Delaware) Carbonite India Holdings, LLC United States (Delaware) Carbonite (China) Co., Ltd. China Zmanda Technologies India Pvt. Ltd. India Carbonite Cloud Backup (Canada) Inc. Ca

February 14, 2019 SC 13G/A

CARB / Carbonite, Inc. / Arrowpoint Asset Management, LLC - SCHEDULE 13G HOLDINGS REPORT AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

February 13, 2019 SC 13G/A

CARB / Carbonite, Inc. / Portolan Capital Management, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d –1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d–2. (Amendment No. 1)* Carbonite, Inc. (Name of Issuer) Common (Title of Class of Securities) 141337105 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of

February 13, 2019 SC 13G

CARB / Carbonite, Inc. / CRAMER ROSENTHAL MCGLYNN LLC - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* CARBONITE INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 141337105 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

February 11, 2019 SC 13G/A

CARB / Carbonite, Inc. / VANGUARD GROUP INC Passive Investment

carboniteinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Carbonite Inc Title of Class of Securities: Common Stock CUSIP Number: 141337105 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to design

February 7, 2019 EX-10.1

Offer Letter Agreement with Linda Connly

Exhibit 10.1 OFFER LETTER Dear Linda: It is a pleasure to offer you a position on the Carbonite team! This Offer Letter serves to confirm the details of our offer as follows: Position: Non-Executive Director Class: You will be appointed to serve as a Class II Director and will be eligible for election at Carbonite’s 2019 Annual Meeting of Stockholders. Compensation: You will be eligible to receive

February 7, 2019 EX-10.2

Second Amendment to Employment Agreement with Mohamad Ali, dated February 6, 2019

EX-10.2 3 ex102-amendedcompensationa.htm EXHIBIT 10.2 Exhibit 10.2 SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT This SECOND AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Second Amendment”) is made and entered into as of February 6, 2019 (the “Amendment Date”), by and between Carbonite, Inc. (the “Company”) and Mohamad Ali (“Executive”). WHEREAS, in connection with the appointment of Exe

February 7, 2019 EX-99.3

Webroot Acquisition Creates a Leader in Endpoint Data Protection and Security Q4 and FY 2018 Financial Results February 7, 2019 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking s

finalcarboniteinvestorsl Webroot Acquisition Creates a Leader in Endpoint Data Protection and Security Q4 and FY 2018 Financial Results February 7, 2019 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.

February 7, 2019 EX-99.2

Carbonite Announces Fourth Quarter and Full Year 2018 Financial Results

Exhibit 99.2 Carbonite Announces Fourth Quarter and Full Year 2018 Financial Results BOSTON, MA - February 7, 2019 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection, today announced financial results for the quarter and full year ended December 31, 2018. Carbonite also announced that Linda Connly, a sales and marketing veteran, has joined its Board of Directors. Full Year 2018 H

February 7, 2019 EX-99.1

Carbonite to Acquire Webroot, Creating a Leader in Endpoint Data Protection and Security Combination of backup and recovery with cloud-based cybersecurity delivers a new approach to protecting endpoints Complementary sales channels reach customers wi

EX-99.1 4 ex991-webrootannouncement.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite to Acquire Webroot, Creating a Leader in Endpoint Data Protection and Security Combination of backup and recovery with cloud-based cybersecurity delivers a new approach to protecting endpoints Complementary sales channels reach customers with a complete solution that’s powerful, yet simple Transaction valued at $618.5 mill

February 7, 2019 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 6, 2019 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File N

January 9, 2019 SC 13G/A

CARB / Carbonite, Inc. / ETF MANAGERS GROUP, LLC - SC 13G/A Passive Investment

SC 13G/A 1 s115291sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Carbonite Inc. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 141337105 (CUSIP Number) December 21, 2018 (Date of Event which Requires Filing of this Statement) Check the a

December 10, 2018 SC 13G/A

CARB / Carbonite, Inc. / Arrowpoint Asset Management, LLC Passive Investment

SC 13G/A 1 arrowmark-carb113018a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Carbonite, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337105 (CUSIP Number) November 30, 2018 (Date of Event Which Requires Filing of this Statement) Check the app

November 19, 2018 EX-99.1

Carbonite Announces $50 Million Share Repurchase Program

Exhibit 99.1 Carbonite Announces $50 Million Share Repurchase Program BOSTON, November 19, 2018 - Carbonite, Inc. (NASDAQ: CARB), a leading data protection provider for businesses, today announced that its Board of Directors approved a share repurchase program authorizing the purchase of up to $50 million of the Company’s common stock. Under this program, the Company may repurchase stock from time

November 19, 2018 8-K

Financial Statements and Exhibits, Other Events

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): November 19, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File

November 5, 2018 10-Q

CARB / Carbonite, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number

November 5, 2018 EX-10.1

R. Beeler Offer Letter.

EX-10.1 2 a93018ex-101.htm EXHIBIT 10.1 Exhibit 10.1 October 17, 2018 OFFER LETTER Robert Beeler Dear Rob: It is a pleasure to offer you a position on the Carbonite team! This Offer Letter serves to confirm the details of our employment offer as follows: Position: Senior Vice President, Products & Engineering Status: Full-time, Regular, Exempt Reporting to: Chief Executive Officer Compensation: Ba

November 1, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 1, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File N

November 1, 2018 EX-99.2

Investor Presentation Q3 2018 Financial Results November 1st, 2018 © 2018 ALL RIGHTS RESERVED Safe harbor statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for

q32018financialresults Investor Presentation Q3 2018 Financial Results November 1st, 2018 © 2018 ALL RIGHTS RESERVED Safe harbor statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.

November 1, 2018 EX-99.1

Carbonite Announces Third Quarter 2018 Financial Results 59% Business Subscription Bookings Growth and Better-than-Expected Profitability

EX-99.1 2 ex991-q32018pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite Announces Third Quarter 2018 Financial Results 59% Business Subscription Bookings Growth and Better-than-Expected Profitability BOSTON, MA - November 1, 2018 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection, today announced financial results for the quarter ended September 30, 2018. Third Quarter 2018 Hi

October 31, 2018 SC 13G/A

CARB / Carbonite, Inc. / ETF MANAGERS GROUP, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Carbonite Inc. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 141337105 (CUSIP Number) September 24, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

October 18, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a8-k.htm 8-K 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 16, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation)

August 3, 2018 EX-10.1

2011 Equity Award Plan, as amended.

EX-10.1 2 a63018ex-101.htm EXHIBIT 10.1 Exhibit 10.1 Carbonite Inc. 2011 Equity Award Plan Effective: July 13, 2011 Amended: July 26, 2018 1.Purpose and Effective Date. (a)Purpose. The Carbonite, Inc. 2011 Equity Award Plan (the “Plan”) has several complementary purposes: (i) to promote the growth and success of Carbonite, Inc. (the “Company”) by linking a significant portion of Participant compen

August 3, 2018 10-Q

CARB / Carbonite, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001

August 3, 2018 EX-10.3

Employee Severance Plan, as amended.

EX-10.3 4 a63018ex-103.htm EXHIBIT 10.3 Exhibit 10.3 Carbonite Inc. Employee Severance Plan Effective: April 2016 Amended: July 26, 2018 1. SUMMARY INFORMATION Name of Plan: The name of the Plan under which benefits are provided is the Carbonite, Inc. (“Company”) Employee Severance Plan, and will be referred to throughout this booklet as the “Severance Plan.” Capitalized terms used but not otherwi

August 3, 2018 EX-10.5

Form of Performance-Based Restricted Stock Unit Award Agreement.

EX-10.5 6 a63018ex-105.htm EXHIBIT 10.5 Exhibit 10.5 CARBONITE, INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT 1. Performance-Based Restricted Stock Unit Award Agreement under Carbonite, Inc. 2011 Equity Award Plan: Name of Recipient: No. of Performance-Based Restricted Stock Units: Grant Date: Pursuant to Carbonite, Inc.’s 2011 Equity Award Plan (the “Plan”), Carbonite, Inc. (togeth

August 3, 2018 EX-10.4

Form of Restricted Stock Unit Agreement under the 2011 Equity Award Plan.

Exhibit 10.4 CARBONITE, INC. RESTRICTED STOCK UNIT AGREEMENT 1. Grant of Restricted Stock Units. Carbonite, Inc., a Delaware corporation (the “Company”), hereby grants to [] (the “Recipient”), pursuant to the Company’s 2011 Equity Award Plan (the “Plan”), [] restricted stock units (each, a “Restricted Stock Unit” and collectively, the “Restricted Stock Units”), subject to the terms and conditions

August 3, 2018 EX-10.2

Senior Executive Severance Plan, dated as of February 2, 2016, as amended.

Exhibit 10.2 Carbonite Inc. Senior Executive Severance Plan Effective: February 2, 2016 Amended: July 26, 2018 1. PURPOSE Carbonite, Inc. (the “Company”) considers it essential to the best interests of its stockholders to promote and preserve the continuous employment of key management personnel. The Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) re

August 2, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 2, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Num

August 2, 2018 EX-99.1

Carbonite Announces Second Quarter 2018 Financial Results Delivered Strong Bookings Growth and Better-than-Expected Profitability

Exhibit 99.1 Carbonite Announces Second Quarter 2018 Financial Results Delivered Strong Bookings Growth and Better-than-Expected Profitability BOSTON, MA - August 2, 2018 - Carbonite, Inc. (NASDAQ: CARB), a global leader in data protection, today announced financial results for the quarter ended June 30, 2018. Second Quarter 2018 Highlights: • Revenue of $77.7 million increased 32% year-over-year.

August 2, 2018 EX-99.2

Investor Presentation Q2 2018 Financial Results August 2nd, 2018 © 2018 ALL RIGHTS RESERVED Safe harbor statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for t

q22018financialresults Investor Presentation Q2 2018 Financial Results August 2nd, 2018 © 2018 ALL RIGHTS RESERVED Safe harbor statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995.

July 20, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): July 18, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Numb

July 20, 2018 EX-1.1

Underwriting Agreement, dated as of July 18, 2018, by and among Carbonite, Inc., the Selling Stockholder named therein, Barclays Capital, Inc., Jefferies LLC and RBC Capital Markets, LLC, as representatives of the underwriters.

EX-1.1 2 ex11underwritingagreement.htm EXHIBIT 1.1 5,463,237 Shares Carbonite, Inc. Common Stock UNDERWRITING AGREEMENT July 18, 2018 Barclays Capital Inc. Jefferies LLC RBC Capital Markets, LLC, As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: Carbonite, Inc., a Delaware

July 19, 2018 424B5

CALCULATION OF REGISTRATION FEE Title of Securities to be Registered Amount to be Registered(1)(2) Maximum Offering Price Per Share Maximum Aggregate Offering Price Amount of Registration Fee(3) Common stock, par value $0.01 per share 6,282,722 $37.5

424B5 1 d497815d424b5.htm 424B5 Table of Contents CALCULATION OF REGISTRATION FEE Title of Securities to be Registered Amount to be Registered(1)(2) Maximum Offering Price Per Share Maximum Aggregate Offering Price Amount of Registration Fee(3) Common stock, par value $0.01 per share 6,282,722 $37.50 $235,602,075 $29,333 (1) Includes shares of common stock that may be purchased by the underwriters

July 16, 2018 424B5

Subject to Completion, dated July 16, 2018

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-225380 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus do not constitute an offer to sell these securities and we and the selling stockholder are not soliciting offers to buy these securities in any jurisd

July 16, 2018 EX-99.1

Carbonite Announces Preliminary Second Quarter 2018 Financial Results and Full Year 2018 Guidance

EX-99.1 2 ex991-q218pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite Announces Preliminary Second Quarter 2018 Financial Results and Full Year 2018 Guidance BOSTON, MA - July 16, 2018 - Carbonite, Inc. (the "Company") (NASDAQ: CARB), a global leader in data protection, today announced preliminary financial results for the second quarter ended June 30, 2018 and business outlook for the full yea

July 16, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 16, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Numb

June 4, 2018 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation)

June 4, 2018 EX-99.2

Mozy Inc., Abbreviated Financial Statements Mozy, Inc. Abbreviated Financial Statements Table of Contents Page Independent Auditors' Report 1 Statement of Assets Acquired and Liabilities Assumed as of February 2, 2018 2 Statement of Revenue and Direc

Exhibit 99.2 Mozy Inc., Abbreviated Financial Statements Mozy, Inc. Abbreviated Financial Statements Table of Contents Page Independent Auditors' Report 1 Statement of Assets Acquired and Liabilities Assumed as of February 2, 2018 2 Statement of Revenue and Direct Expenses for the year ended February 2, 2018 3 Statement of Assets Acquired and Liabilities Assumed at Fair Value as of March 19, 2018

June 4, 2018 EX-99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EX-99.3 4 exhibit993-proformafinanci.htm EXHIBIT 99.3 Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION As previously disclosed, on February 12, 2018, Carbonite, Inc. (the "Company") entered into a definitive Master Acquisition Agreement ("Acquisition Agreement") with EMC Corporation (“EMC”), Mozy, Inc. ("Mozy") and Dell Technologies, Inc. Pursuant to the Acquisition Agreem

June 1, 2018 EX-4.6

Form of Indenture.

Exhibit 4.6 CARBONITE, INC. and , as Trustee Guaranteed to the extent set forth therein by the Guarantors named herein. INDENTURE dated as of [●] Article 1 DEFINITIONS AND INCORPORATION 1 Section 1.01 Certain Definitions 1 Section 1.02 Other Definitions 4 Section 1.03 Incorporation by Reference of Trust Indenture Act 4 Section 1.04 Rules of Construction 5 Article 2 THE SECURITIES 5 Section 2.01 Un

June 1, 2018 S-3ASR

CARB / Carbonite, Inc. S-3

S-3ASR 1 a2018s-3.htm S-3 As filed with the Securities and Exchange Commission on June 1, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 33-1111329 (State or other jurisdiction of incorporation or organi

May 10, 2018 EX-21.1

List of subsidiaries.

Exhibit 21.1 Subsidiaries of Carbonite, Inc. Subsidiary Jurisdiction Carbonite Securities Corporation United States (Massachusetts) Carbonite China Holdings, LLC United States (Delaware) Carbonite India Holdings, LLC United States (Delaware) Carbonite (China) Co., Ltd. China Zmanda Technologies India Pvt. Ltd India Carbonite Cloud Backup (Canada) Inc. Canada Carbonite GmbH Switzerland MailStore So

May 10, 2018 EX-10.2

Amended and Restated Carbonite, Inc. Executive Severance Plan, dated as of May 1, 2018.

Exhibit 10.2 AMENDED AND RESTATED CARBONITE, INC. EXECUTIVE SEVERANCE PLAN (Effective Date May 1, 2018) 1. PURPOSE Carbonite, Inc. (the “Company”) considers it essential to the best interests of its stockholders to promote and preserve the continuous employment of key management personnel. The Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) recognize

May 10, 2018 10-Q

CARB / Carbonite, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

May 8, 2018 8-K

Submission of Matters to a Vote of Security Holders

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): May 8, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Number

May 7, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a8-kq12018earningsrelease.htm 8-K 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): May 7, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction o

May 7, 2018 EX-99.1

Carbonite Announces First Quarter 2018 Financial Results Financial and Operating Results Highlight Strong Start to the Year

Exhibit 99.1 Carbonite Announces First Quarter 2018 Financial Results Financial and Operating Results Highlight Strong Start to the Year BOSTON, MA - May 7, 2018 - Carbonite, Inc. (NASDAQ: CARB), a leader in data protection, today announced financial results for the quarter ended March 31, 2018. First Quarter 2018 Highlights: • Revenue of $64.0 million increased 12% year-over-year. • Non-GAAP reve

May 7, 2018 EX-99.2

Carbonite, Inc. Q1 2018 Financial Results May 7, 2018 1 Safe harbor statement Certain matters discussed in this press release, including under “Business Outlook,” have "forward-looking statements“ intended to qualify for the safe harbor from liabilit

carbq1financialresultssl Carbonite, Inc. Q1 2018 Financial Results May 7, 2018 1 Safe harbor statement Certain matters discussed in this press release, including under “Business Outlook,” have "forward-looking statements“ intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements may generally be iden

April 16, 2018 SC 13G

CARB / Carbonite, Inc. / Portolan Capital Management, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d –1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d–2. (Amendment No. )* Carbonite, Inc. (Name of Issuer) Common (Title of Class of Securities) 141337105 (CUSIP Number) April 06, 2018 (Date of Event Which Requires Filing of this

April 13, 2018 SC 13G

CARB / Carbonite, Inc. / ETF MANAGERS GROUP, LLC - SC 13G Passive Investment

SC 13G 1 s109673sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Carbonite Inc. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 141337105 (CUSIP Number) March 19, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t

March 29, 2018 DEFA14A

CARB / Carbonite, Inc. DEFA14A

DEFA14A 1 a2017carbonitedefa14a1.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only

March 29, 2018 DEF 14A

CARB / Carbonite, Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definit

March 19, 2018 EX-99.1

Carbonite Closes Acquisition of Mozy, Inc. from Dell Technologies Inc.

Exhibit 99.1 Carbonite Closes Acquisition of Mozy, Inc. from Dell Technologies Inc. BOSTON, MA - March 19, 2018 - Carbonite, Inc. (NASDAQ: CARB), a leader in data protection, today announced the closing of its acquisition of Mozy, Inc. (“Mozy”) from Dell Technologies Inc. The total purchase price for Mozy was $145.8 million in cash, subject to potential adjustments for working capital. The purchas

March 19, 2018 EX-10.1

Credit Agreement, dated as of March 19, 2018 by and between Carbonite, Inc., Silicon Valley Bank, Citizens Bank, N.A., HSBC Bank USA, N.A., Barclays Bank PLC and Wells Fargo Bank, National Association.

Exhibit 10.1 $130,000,000 SENIOR SECURED CREDIT FACILITIES CREDIT AGREEMENT dated as of March 19, 2018, among CARBONITE, INC. as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, and SILICON VALLEY BANK, as Administrative Agent, Issuing Lender, and Swingline Lender SILICON VALLEY BANK AND CITIZENS BANK, N.A., as Joint Lead Arrangers and Joint Bookrunners CITIZENS BANK, N.A., as S

March 19, 2018 EX-2.1

Master Acquisition Agreement by and among Carbonite, Inc., EMC Corporation, Mozy, Inc. and Dell Technologies Inc. dated February 12, 2018.

EX-2.1 2 ex21masteracquisitionagree.htm EXHIBIT 2.1 Exhibit 2.1 MASTER ACQUISITION AGREEMENT DATED AS OF FEBRUARY 12, 2018 BY AND AMONG EMC CORPORATION, MOZY, INC., DELL TECHNOLOGIES INC. AND CARBONITE, INC. TABLE OF CONTENTS PAGE ARTICLE 1 THE TRANSACTIONS 1 1.1 Purchase and Sale of Acquired Assets 1 1.2 Excluded Assets 2 1.3 Assumption of Liabilities 3 1.4 Excluded Liabilities 4 1.5 Certain Tran

March 19, 2018 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): March 19, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File Num

March 12, 2018 S-8

CARB / Carbonite, Inc. S-8

S-8 1 carbonites-82018.htm S-8 As filed with the Securities and Exchange Commission on March 12, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware (State of incorporation or organization) 33-1111329 (IRS Em

March 12, 2018 EX-21.1

List of subsidiaries.

Exhibit 21.1 Subsidiaries of Carbonite, Inc. Subsidiary Jurisdiction Carbonite Securities Corporation United States (Massachusetts) Carbonite China Holdings, LLC United States (Delaware) Carbonite India Holdings, LLC United States (Delaware) Carbonite (China) Co., Ltd. China Zmanda Technologies India Pvt. Ltd. India Carbonite Cloud Backup (Canada) Inc. Canada Cabonite GmbH Switzerland MailStore So

March 12, 2018 EX-24.1

Power of Attorney.

Exhibit 24.1 POWER OF ATTORNEY The undersigned directors of Carbonite, Inc., a Delaware corporation (the “Company”), do hereby nominate, constitute and appoint Mohamad Ali, Anthony Folger and Cassandra Hudson, and each of them individually, the true and lawful attorney or attorneys of the undersigned, with power to act with or without the other and with full power of substitution and resubstitutio

March 12, 2018 10-K

CARB / Carbonite, Inc. 10-K (Annual Report)

10-K 1 carbonite10-k12312017.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Com

February 13, 2018 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

Document 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): February 12, 2018 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commiss

February 13, 2018 EX-99.1

Carbonite Announces Fourth Quarter and Full Year 2017 Financial Results FY 2017 Revenue Growth of 16% with Expanding Profitability Announces Agreement to Acquire Mozy, Inc. from Dell Technologies Inc.

Exhibit Exhibit 99.1 Carbonite Announces Fourth Quarter and Full Year 2017 Financial Results FY 2017 Revenue Growth of 16% with Expanding Profitability Announces Agreement to Acquire Mozy, Inc. from Dell Technologies Inc. BOSTON, MA - February 13, 2018 - Carbonite, Inc. (NASDAQ: CARB), a leader in data protection, today announced financial results for the quarter and full year ended December 31, 2

February 13, 2018 EX-99.2

carbonite.com 1 Carbonite, Inc. Q4 and FY 2017 Financial Results February 13, 2018 carbonite.com 2 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualif

carbq4financialresultssl carbonite.com 1 Carbonite, Inc. Q4 and FY 2017 Financial Results February 13, 2018 carbonite.com 2 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looki

February 9, 2018 SC 13G

CARB / Carbonite, Inc. / Arrowpoint Asset Management, LLC - 13G Passive Investment

SC 13G 1 carb123117.htm 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Carbonite, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 141337105 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

February 8, 2018 SC 13G

CARB / Carbonite, Inc. / VANGUARD GROUP INC Passive Investment

carboniteinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Carbonite Inc Title of Class of Securities: Common Stock CUSIP Number: 141337105 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to design

November 6, 2017 10-Q

CARB / Carbonite, Inc. 10-Q (Quarterly Report)

10-Q 1 q317-carbonite10xq.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition p

November 2, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 2, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission File N

November 2, 2017 EX-99.1

Carbonite Announces Third Quarter 2017 Financial Results Delivered better-than-expected revenue growth and expanded profitability

EX-99.1 2 ex991-q32017pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite Announces Third Quarter 2017 Financial Results Delivered better-than-expected revenue growth and expanded profitability BOSTON, MA - November 2, 2017 - Carbonite, Inc. (NASDAQ: CARB), a leading provider of cloud, hybrid and onsite data protection solutions, today announced financial results for the quarter ended September 3

November 2, 2017 EX-99.2

carbonite.com 1 Carbonite, Inc. Q3 2017 Financial Results November 2, 2017 carbonite.com 2 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for th

carbq3financialresults carbonite.com 1 Carbonite, Inc. Q3 2017 Financial Results November 2, 2017 carbonite.com 2 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking stateme

September 19, 2017 EX-99.2

carbonite.com September 19, 2017 Carbonite Inaugural Financial Analyst and Investor Day *The following are selected investor presentation slides. For the full set of presentation slides as well as the accompanying audio webcast, please see the “Inves

final8kversioncarbonitea carbonite.com September 19, 2017 Carbonite Inaugural Financial Analyst and Investor Day *The following are selected investor presentation slides. For the full set of presentation slides as well as the accompanying audio webcast, please see the ?Investors? section of Carbonite?s website. Safe harbor and disclosures Certain matters discussed in these slides and accompanying

September 19, 2017 EX-99.1

Carbonite Hosts Inaugural Financial Analyst and Investor Day Company Reaffirms Q3 2017 Business Outlook Webcast to begin at 1:00pm ET

Exhibit Exhibit 99.1 Carbonite Hosts Inaugural Financial Analyst and Investor Day Company Reaffirms Q3 2017 Business Outlook Webcast to begin at 1:00pm ET BOSTON, MA - September 19, 2017 - Carbonite , Inc. (NASDAQ: CARB), a leading provider of cloud, hybrid and onsite data protection solutions, will host its Inaugural Financial Analyst and Investor Day today, Tuesday, September 19, 2017 from appro

September 19, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Document 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): September 19, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commis

August 17, 2017 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

Document 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): August 14, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commissio

August 17, 2017 EX-16.1

Letter of Ernst & Young LLP, dated August 17, 2017 (Filed as Exhibit 16.1 to Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 17, 2017, and incorporated herein by reference.)

Exhibit Exhibit 16.1 August 17, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated August 17, 2017, of Carbonite, Inc. and are in agreement with the statements contained in the second and third paragraphs on page 2 therein. We have no basis to agree or disagree with other statements of the registrant contai

August 7, 2017 10-Q

CARB / Carbonite, Inc. 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001

August 3, 2017 EX-99.2

carbonite.com 1 Carbonite, Inc. Q2 2017 Financial Results August 3, 2017 carbonite.com 2 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the

EX-99.2 3 finalcarbq2financialresu.htm EXHIBIT 99.2 carbonite.com 1 Carbonite, Inc. Q2 2017 Financial Results August 3, 2017 carbonite.com 2 Safe Harbor Statement Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Th

August 3, 2017 EX-99.1

Carbonite Announces Second Quarter 2017 Financial Results Bookings Growth and Operational Efficiencies Driving Profitability

Exhibit Exhibit 99.1 Carbonite Announces Second Quarter 2017 Financial Results Bookings Growth and Operational Efficiencies Driving Profitability BOSTON, MA - August 3, 2017 - Carbonite , Inc. (NASDAQ: CARB), a leading provider of data protection solutions for businesses, today announced financial results for the quarter ended June 30, 2017. Second Quarter 2017 Highlights: • Revenue of $59.0 milli

August 3, 2017 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): August 3, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission

May 18, 2017 S-8

Carbonite S-8

Document As filed with the Securities and Exchange Commission on May 18, 2017 Registration No.

May 10, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 q117-carbonite10xq.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio

May 8, 2017 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): May 8, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission Fi

May 8, 2017 EX-99.1

Carbonite Elects Marina Levinson to Board of Directors Award-winning CIO has wealth of enterprise IT and M&A integration experience

Exhibit Exhibit 99.1 Carbonite Elects Marina Levinson to Board of Directors Award-winning CIO has wealth of enterprise IT and M&A integration experience BOSTON, MA: May 8, 2017 ? Today, Carbonite, Inc. (NASDAQ: CARB ) announced the election of Marina Levinson, an IT veteran with more than 25 years of corporate leadership experience, as the newest member of its Board of Directors. Ms. Levinson will

May 8, 2017 EX-24.1

POWER OF ATTORNEY

POWER OF ATTORNEY Know all by these presents that, for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the undersigned hereby constitutes and appoints each of Danielle Sheer and Anthony Folger, and any of their substitutes, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned (in accor

May 4, 2017 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): May 4, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission Fi

May 4, 2017 EX-99.1

Carbonite Announces First Quarter 2017 Financial Results Bookings Growth and Profitability Ahead of Expectations

Exhibit Exhibit 99.1 Carbonite Announces First Quarter 2017 Financial Results Bookings Growth and Profitability Ahead of Expectations BOSTON, MA - May 4, 2017 - Carbonite , Inc. (NASDAQ: CARB), a leading provider of data protection solutions for businesses, today announced financial results for the quarter ended March 31, 2017. First Quarter 2017 Highlights: ? Closed acquisition of Double-Take Sof

May 4, 2017 EX-99.2

May 4, 2017 CARBONITE, INC. Q1 2017 FINANCIAL RESULTS (NASDAQ:CARB) 2carbonite.com SAFE HARBOR STATEMENT Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe h

finalq12017financialresu May 4, 2017 CARBONITE, INC. Q1 2017 FINANCIAL RESULTS (NASDAQ:CARB) 2carbonite.com SAFE HARBOR STATEMENT Certain matters discussed in these slides and accompanying oral presentation have "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements ma

May 2, 2017 CORRESP

Carbonite ESP

May 2, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.

April 24, 2017 S-3

Carbonite S-3

Document As filed with the Securities and Exchange Commission on April 24, 2017 Registration No.

April 18, 2017 8-K/A

Carbonite 8-K/A (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of inco

April 18, 2017 EX-99.3

Double-Take Software Business Table of Contents Page Report of Independent Certified Public Accountants 1 Consolidated Balance Sheets 3 Consolidated Statements of Operations and Comprehensive Income (Loss) 4 Consolidated Statements of Net Parent Defi

Exhibit 99.3 Consolidated Financial Statements and Report of Independent Certified Public Accountants THE DOUBLE-TAKE SOFTWARE BUSINESS OF VERO PARENT, INC (FORMERLY IS HOLDINGS I, INC.) OCTOBER 31, 2016 and 2015 Double-Take Software Business Table of Contents Page Report of Independent Certified Public Accountants 1 Consolidated Balance Sheets 3 Consolidated Statements of Operations and Comprehen

April 18, 2017 EX-99.4

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION As previously disclosed, on January 31, 2017, Carbonite, Inc. (the ?Company?) entered into a Stock Purchase Agreement (the ?Agreement?) to acquire all of the outstanding capital stock of Double-Take Software, Inc. ("Double-Take") The following unaudited pro forma condensed combined financial information and relat

April 13, 2017 DEFA14A

Carbonite DEFA14A

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

April 4, 2017 8-K

Carbonite FORM 8-K (Current Report/Significant Event)

Form 8-K 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): March 29, 2017 Carbonite, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-35264 33-1111329 (State or Other Jurisdiction of Incorporation) (Commission Fil

April 4, 2017 EX-99.1

# # #

EX-99.1 3 d360717dex991.htm EX-99.1 Exhibit 99.1 Carbonite Announces Pricing of Private Offering of $125 Million of 2.50% Convertible Senior Notes BOSTON, March 30, 2017 – Carbonite, Inc. (NASDAQ:CARB) (“Carbonite” or the “Company”) announced today the pricing of its previously announced private offering of $125 million aggregate principal amount of 2.50% Convertible Senior Notes due 2022 (the “no

April 4, 2017 EX-4.1

Indenture (including form of Note), dated as of April 4, 2017, by and between Carbonite, Inc. and U.S. Bank National Association, as trustee. (Filed as Exhibit 4.1 to Form 8-K filed with the Securities and Exchange Commission on April 4, 2017 and incorporated herein by reference.)

EX-4.1 Exhibit 4.1 EXECUTION VERSION CARBONITE, INC., as Issuer AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 4, 2017 2.50% Convertible Senior Notes due 2022 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designatio

March 28, 2017 EX-99.1

# # #

EX-99.1 Exhibit 99.1 Carbonite Announces Proposed Private Offering of $125 Million of Convertible Senior Notes BOSTON, March 28, 2017 ? Carbonite, Inc. (NASDAQ:CARB) (?Carbonite? or the ?Company?) announced today that it intends to offer, subject to market and other conditions, $125 million aggregate principal amount of Convertible Senior Notes due 2022 (the ?notes?) in a private offering. The not

March 28, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 d362210d8k.htm FORM 8-K 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 March 28, 2017 Date of Report (Date of earliest event reported) Carbonite, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State of Incorporation) (Commission F

March 27, 2017 DEFA14A

Carbonite DEFA14A

DEFA14A 1 a2017carbonitedefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only

March 27, 2017 DEF 14A

Carbonite, Inc. 2017 Employee Stock Purchase Plan (Filed as Appendix B to the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 27, 2017 and incorporated herein by reference.)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

March 16, 2017 S-8

Carbonite S-8

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware (State of incorporation or organization) 33-1111329 (IRS Employer Identification No.) 2 Avenue de Lafayette Boston, Massachusetts (Address of principal executive offices) 201

March 16, 2017 EX-24.1

POWER OF ATTORNEY

Exhibit 24.1 POWER OF ATTORNEY The undersigned directors of Carbonite, Inc., a Delaware corporation (the “Company”), do hereby nominate, constitute and appoint Mohamad Ali, Anthony Folger and Cassandra Hudson, and each of them individually, the true and lawful attorney or attorneys of the undersigned, with power to act with or without the other and with full power of substitution and resubstitutio

March 16, 2017 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

10-K 1 carbonite10-k12312016.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Com

March 16, 2017 EX-21.1

Subsidiaries of Carbonite, Inc. Subsidiary Jurisdiction Carbonite Securities Corporation United States (Massachusetts) Carbonite China Holdings, LLC United States (Delaware) Carbonite India Holdings, LLC United States (Delaware) Carbonite (China) Co.

Exhibit 21.1 Subsidiaries of Carbonite, Inc. Subsidiary Jurisdiction Carbonite Securities Corporation United States (Massachusetts) Carbonite China Holdings, LLC United States (Delaware) Carbonite India Holdings, LLC United States (Delaware) Carbonite (China) Co., Ltd. China Zmanda Technologies India Pvt. Ltd. India Carbonite Cloud Backup (Canada) Inc. Canada Cabonite GmbH Switzerland Carbonite Ge

February 21, 2017 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents that, for good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the undersigned hereby constitutes and appoints each of Danielle Sheer, Mohamad Ali and Cassandra Hudson and any of their substitutes, signing singly, the undersigned's true and lawful attorney in fact to: (1) execute for and on behalf of the undersi

February 15, 2017 SC 13G/A

CARB / Carbonite, Inc. / FRIEND DAVID - SC 13G/A Passive Investment

SC 13G/A 1 friend13-ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Carbonite, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 141337105 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appro

February 9, 2017 EX-99.1

Carbonite Announces Fourth Quarter and Full Year 2016 Financial Results Carbonite Delivers a Strong Close to a Transformative Year

Exhibit Exhibit 99.1 Carbonite Announces Fourth Quarter and Full Year 2016 Financial Results Carbonite Delivers a Strong Close to a Transformative Year BOSTON, MA - February 9, 2017 - Carbonite , Inc. (NASDAQ: CARB), a leading provider of data protection solutions for small and midsize businesses, today announced financial results for the quarter and full year ended December 31, 2016. Full Year 20

February 9, 2017 EX-99.2

CARBONITE (NASDAQ: CARB) FOURTH QUARTER AND FY 2016 FINANCIAL RESULTS Thursday, February 9th 2017 JERRY SISITSKY VP, Investor Relations Phone: 781-928-0713 Email: [email protected] (NASDAQ: CARB) 3 SAFE HARBOR STATEMENT Certain matters

EX-99.2 3 carbq4fy16earningsdeckfi.htm EXHIBIT 99.2 CARBONITE (NASDAQ: CARB) FOURTH QUARTER AND FY 2016 FINANCIAL RESULTS Thursday, February 9th 2017 JERRY SISITSKY VP, Investor Relations Phone: 781-928-0713 Email: [email protected] (NASDAQ: CARB) 3 SAFE HARBOR STATEMENT Certain matters discussed in these slides and accompanying oral presentation, including under “Business Outlook,”

February 9, 2017 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): February 9, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commissi

January 31, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition, Completion of Acquisition or Disposition of Assets

Document 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): January 30, 2017 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commissi

January 31, 2017 EX-99.2

CARBONITE ACQUIRES DOUBLE-TAKE SOFTWARE Safe Harbor Statement 2 These slides and the accompanying oral presentation contain "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amen

carboniteanddiscoverfina CARBONITE ACQUIRES DOUBLE-TAKE SOFTWARE Safe Harbor Statement 2 These slides and the accompanying oral presentation contain "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995.

January 31, 2017 EX-99.1

CARBONITE ACQUIRES DOUBLE-TAKE SOFTWARE Carbonite Reports Strong Preliminary Q4 and FY 2016 Financial Results

Exhibit Exhibit 99.1 CARBONITE ACQUIRES DOUBLE-TAKE SOFTWARE Carbonite Reports Strong Preliminary Q4 and FY 2016 Financial Results BOSTON, Mass. ? January 31, 2017 ? Carbonite, Inc. (NASDAQ: CARB), a leading provider of data protection solutions for midsize and small businesses, today announced it has acquired Double-Take Software, an affiliate of Vision Solutions, Inc. and Clearlake Capital. The

January 31, 2017 EX-2.2

REGISTRATION RIGHTS AGREEMENT

Exhibit Exhibit 2.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ? Agreement ?) is made and entered into as of January 31, 2017, by and among Carbonite, Inc., a Delaware corporation (the ? Company ?) and Vero Parent, Inc., a Delaware corporation (? Investor ?). WHEREAS, this Agreement is made pursuant to the Stock Purchase Agreement, dated as of the date hereof, by and be

January 31, 2017 EX-2.1

Stock Purchase Agreement by and Among Carbonite, Inc., Vero Parent, Inc., and Vision Solutions, Inc., dated as of January 31, 2017. (Filed as Exhibit 2.1 to Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 31, 2017, and incorporated herein by reference.)

Exhibit Exhibit 2.1 STOCK PURCHASE AGREEMENT by and between VERO PARENT, INC., VISION SOLUTIONS, INC., and CARBONITE, INC. Dated as of January 31, 2017 TABLE OF CONTENTS Page ARTICLE 1 Definitions 1 ARTICLE 2 Purchase and Sale of the Shares 15 2.1 Purchase and Sale of the Shares 15 2.2 Closing 15 2.3 Consideration 16 2.4 Pre-Closing Deliveries; Cash Purchase Price Adjustment 17 ARTICLE 3 Represent

January 31, 2017 EX-10.1

FOURTH AMENDMENT TO CREDIT AGREEMENT

EX-10.1 4 fourthamendmenttocreditagr.htm EXHIBIT 10.1 Exhibit 10.1 FOURTH AMENDMENT TO CREDIT AGREEMENT This FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of January , 2017 by and among CARBONITE, INC. (the “Borrower”), the Lenders party thereto from time to time, the lenders listed on the signature pages hereto (each a “Lender” and, collectively, the “Lenders”), and SILICON V

December 2, 2016 SC 13D/A

CARB / Carbonite, Inc. / CROSSLINK CAPITAL INC Activist Investment

SC 13D/A 1 carbonite13da2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Carbonite, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 141337105 (CUSIP Number) Ellyn Roberts, Esq. Shartsis Friese LLP One Maritime Plaza, 18th Floor San Francisco, CA 94111 Telephone: (415) 421-6500 (N

November 14, 2016 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): November 9, 2016 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commissi

November 9, 2016 EX-10.1

Eighth Amendment to Turn Key Datacenter Lease with GIP Wakefield, LLC, dated as of September 30, 2016. (Filed as Exhibit 10.1 to Registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2016, and incorporated herein by reference.)

Exhibit 10.1 EIGHTH AMENDMENT TO TURN KEY DATACENTER LEASE THIS EIGHTH AMENDMENT TO TURN KEY DATACENTER LEASE (this “Amendment”) is made and entered into as of the latest date of execution as shown on the signature page hereof (the “8A Effective Date”), by and between GIP WAKEFIELD, LLC, a Delaware limited liability company (“Landlord”), and CARBONITE, INC., a Delaware corporation (“Tenant”). LAND

November 9, 2016 EX-10.2

Deed of Turn Key Datacenter Lease with Digital Loudoun Parkway Center North, LLC, dated as of September 30, 2016. (Filed as Exhibit 10.2 to Registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2016, and incorporated herein by reference.)

Exhibit 10.2 44100 DIGITAL LOUDOUN PLAZA ASHBURN, VIRGINIA DEED OF TURN KEY DATACENTER LEASE Between DIGITAL LOUDOUN PARKWAY CENTER NORTH, LLC a Delaware limited liability company as Landlord and CARBONITE, INC., a Delaware corporation as Tenant Dated September 30, 2016 [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has b

November 9, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number

November 3, 2016 EX-99.2

CARBONITE (NASDAQ: CARB) 2016 THIRD QUARTER FINANCIAL RESULTS November 3, 2016 JERRY SISITSKY VP, Investor Relations Phone: 781-928-0713 Email: [email protected] (NASDAQ: CARB) 3 SAFE HARBOR STATEMENT These slides and the accompanying

finalcarbq316earningsdec CARBONITE (NASDAQ: CARB) 2016 THIRD QUARTER FINANCIAL RESULTS November 3, 2016 JERRY SISITSKY VP, Investor Relations Phone: 781-928-0713 Email: investor.

November 3, 2016 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): November 3, 2016 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commissi

November 3, 2016 EX-99.1

Carbonite Announces Third Quarter 2016 Financial Results Strong Bookings and Revenue Growth; Company Increases 2016 Outlook

Exhibit Exhibit 99.1 Carbonite Announces Third Quarter 2016 Financial Results Strong Bookings and Revenue Growth; Company Increases 2016 Outlook BOSTON, MA - November 3, 2016 - Carbonite , Inc. (NASDAQ: CARB), a leading provider of cloud backup and restore solutions for small and midsize businesses (SMBs), today announced financial results for the quarter ended September 30, 2016. Q3'16 Highlights

September 19, 2016 SC 13D/A

CARB / Carbonite, Inc. / CROSSLINK CAPITAL INC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Carbonite, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 141337105 (CUSIP Number) Ellyn Roberts, Esq. Shartsis Friese LLP One Maritime Plaza, 18th Floor San Francisco, CA 94111 Telephone: (415) 421-6500 (Name, Address and Telephone Num

September 19, 2016 SC 13D/A

Carbonite 3D/A (Activist Acquisition of More Than 5% of Shares)

SC 13D/A 1 carbonite13da1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Carbonite, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 141337105 (CUSIP Number) Ellyn Roberts, Esq. Shartsis Friese LLP One Maritime Plaza, 18th Floor San Francisco, CA 94111 Telephone: (415) 421-6500 (N

September 2, 2016 SC 13D/A

CARB / Carbonite, Inc. / Menlo Ventures X L P - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.

September 2, 2016 EX-99.A

JOINT FILING STATEMENT

EX-99.A Exhibit A JOINT FILING STATEMENT I, the undersigned, hereby express my agreement that the attached Schedule 13D (and any amendments thereto) relating to the Common Stock of Carbonite, Inc. is filed on behalf of each of the undersigned. Date: September 1, 2016 MENLO VENTURES X, L.P. MENLO ENTREPRENEURS FUND X, L.P. MMEF X, L.P. By: MV Management X, L.L.C. Its: General Partner By: /s/ Pravin

August 24, 2016 EX-99.A

JOINT FILING STATEMENT

EX-99.A Exhibit A JOINT FILING STATEMENT I, the undersigned, hereby express my agreement that the attached Schedule 13D (and any amendments thereto) relating to the Common Stock of Carbonite, Inc. is filed on behalf of each of the undersigned. Date: August 24, 2016 MENLO VENTURES X, L.P. MENLO ENTREPRENEURS FUND X, L.P. MMEF X, L.P. By: MV Management X, L.L.C. Its: General Partner By: /s/ Pravin A

August 24, 2016 SC 13D/A

CARB / Carbonite, Inc. / Menlo Ventures X L P - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

August 24, 2016 SC 13D/A

CARB / Carbonite, Inc. / Menlo Ventures X L P - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

August 9, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

August 9, 2016 EX-10.1

W I T N E S S E T H:

EX-10.1 2 a6302016ex-101.htm EXHIBIT 10.1 Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of July 25, 2016 by and among CARBONITE, INC. (the “Borrower”), the Lenders party thereto from time to time, the lenders listed on the signature pages hereto (each a “Lender” and, collectively, the “Lenders”), and SILICON VALLEY BANK (“SV

August 2, 2016 8-K

Carbonite 8-K (Current Report/Significant Event)

Document 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): August 2, 2016 CARBONITE, INC. (Exact name of registrant as specified in its charter) Delaware 001-35264 33-1111329 (State or other jurisdiction of incorporation) (Commission

August 2, 2016 EX-99.2

CARBONITE 2016 SECOND QUARTER FINANCIAL RESULTS August 2, 2016 JERRY SISITSKY VP, Investor Relations SAFE HARBOR STATEMENT These slides and the accompanying oral presentation contain "forward-looking statements" within the meaning of the Securities A

EX-99.2 3 q216earningsdeckfinal1.htm EXHIBIT 99.2 CARBONITE 2016 SECOND QUARTER FINANCIAL RESULTS August 2, 2016 JERRY SISITSKY VP, Investor Relations SAFE HARBOR STATEMENT These slides and the accompanying oral presentation contain "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation

August 2, 2016 EX-99.1

Carbonite Announces Second Quarter 2016 Financial Results Revenue Growth Drives Record Profitability; Company Increases 2016 Outlook

EX-99.1 2 exhibit991q22016.htm EXHIBIT 99.1 Exhibit 99.1 Carbonite Announces Second Quarter 2016 Financial Results Revenue Growth Drives Record Profitability; Company Increases 2016 Outlook BOSTON, MA - August 2, 2016 - Carbonite, Inc. (NASDAQ: CARB), a leading provider of cloud backup and restore solutions for small and midsize businesses (SMBs), today announced financial results for the quarter

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