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MeetMe(R), Inc. Reports Financial Results for the Third Quarter of 2012

NEW HOPE, PA -- (Marketwire) -- 11/07/12 -- MeetMe®, Inc. (NYSE MKT: MEET), the public market leader in social discovery, today reported its financial results for the third quarter ended September 30, 2012.

  • Third quarter Revenue totaled $11.6 million, up 1,148% year-over-year.
    • Third quarter Revenue represents a 30% increase over the $8.9 million of Combined Revenue, a non-GAAP measure, of Quepasa and myYearbook during the same period a year ago.
  • Net Loss Allocable To Common Shareholders totaled $2.6 million or 7 cents per basic and diluted share in the third quarter of 2012, compared with a Net Loss Allocable To Common Shareholders of $3.5 million or 22 cents per basic and diluted share during the third quarter of 2011.
  • Adjusted EBITDA, a non-GAAP measure, totaled $95 thousand, an improvement from an Adjusted EBITDA loss of $852 thousand in the year ago period.
  • Mobile revenue grew 34% sequentially to $1.8 million, and 200% versus the same period a year ago, and now accounts for 20% of MeetMe-platform revenue.
  • International monthly active users increased 147% from June to 1.34 million in September following the launch of MeetMe in Spanish and Portuguese.

"MeetMe successfully completed the final milestones associated with the Quepasa-myYearbook merger, including the internationalization of the MeetMe web and mobile products and the transition of the Quepasa user-base to the MeetMe platform," said John Abbott, CEO of MeetMe, Inc. "We are now focused on continuing to expand our global footprint while at the same time monetizing our large and growing mobile audience."

"International usage of MeetMe increased 147% in September compared to June. Now one out of every two new registrations is international. To continue this momentum, we look forward to expanding from three languages today to 13 languages over the course of the next five months," noted Geoff Cook, COO of MeetMe, Inc. "In addition to expanding our global footprint, we've increased the share of mobile revenue by more than 300% since Q4 2011 to 20% of MeetMe platform revenue. To continue this progress, we plan to launch a new subscription-based revenue stream in Q1 2013, as well as two new freemium products. To expand our mobile advertising revenue, we will be launching a feed-based advertising solution into our location-based Live Feed. We look forward to continuing to close the mobile vs. web monetization gap by leveraging both members' increased willingness to purchase on the mobile platform and the dramatic levels of mobile engagement."

Third Quarter 2012 Financial Highlights

  • Revenue from Continuing Operations: MeetMe Revenue for the third quarter of 2012 was $11.6 million, up 1,148% from the $929 thousand recorded in the same period of 2011.
  • Net Loss: MeetMe Net Loss Allocable To Common Shareholders for the third quarter of 2012 was $2.6 million or $0.07 per share, an improvement from the Net Loss Allocable To Common Shareholders of $3.5 million or $0.22 per share in the same period of 2011.
  • Adjusted EBITDA: MeetMe Adjusted EBITDA for the third quarter of 2012 was $95 thousand or $0.00 per basic and diluted share, an improvement from an Adjusted EBITDA loss of $852 thousand or $0.05 per basic and diluted share, for the same period in 2011. (See the important discussion about the presentation of non-GAAP financial measures, and reconciliation to the most directly comparable GAAP financial measures, below.)
  • Balance Sheet: MeetMe Cash and Cash Equivalents totaled $5.5 million at September 30, 2012.

Operating and Business Highlights

  • Core Platform (MeetMe) monthly active users (MAUs) totaled 3.94 million as of September 30, 2012, an increase of 36% year-over-year.
  • Core Platform daily active users (DAUs) totaled 1.11 million as of September 30, 2012, an increase of 23% year-over-year.
  • Mobile MAUs were 1.95 million as of September 30, 2012, an increase of 71% year-over-year.
  • MeetMe mobile applications were introduced in Spanish and Portuguese across the company's major mobile platforms, including iPhone, iPad, and Android.
  • In September of 2012 MeetMe surpassed one million daily active users in the United States for the first time in its history.
  • Mobile revenue grew 34% sequentially over the second quarter and 200% vs. the same period a year ago, to $1.8 million. Mobile Spotlight products launched in Q1 contributed to 45% of mobile revenue. Mobile now accounts for 20% of MeetMe-platform revenue.

Summary Financial Information and Operational Metrics(1)


                                                3Q11       3Q12     Change
                                             ---------  ---------  --------
3Q Financial Highlights (millions)
  Revenue - Advertising                      $     0.2  $     6.5     2,741%
  Revenue - Virtual Currency                 $     0.7  $     5.1       627%
  Revenue - Total(2)                         $     0.9  $    11.6     1,148%
  Net Loss Allocable To Common Shareholders  $    (3.5) $    (2.6)       26%
  Adjusted EBITDA                            $    (0.9) $     0.1       n/a

3Q Web and Mobile Metrics (millions)(3)         3Q11       3Q12     Change
                                             ---------  ---------  --------
  Registered Users - New in Q3                     1.4        4.6       244%
  Registered Users - Cumulative                   39.5       89.2       126%
  Core Platform Monthly Active Users -
   Average                                         1.6        3.9       147%
  Core Platform Daily Active Users - Average       0.2        1.1       630%
  Total Visits (4)                                30.2      384.5     1,173%
  Total Page Views (4)                           578.7   10,855.2     1,776%

Reconciliation of Combined Revenue
 (millions)(5)                                  3Q11       3Q12
                                             ---------  ---------
  MeetMe, Inc. - As Reported                 $     0.9  $    11.6
  myYearbook - pre-merger                    $     8.0        n/a
                                             ---------  ---------
  Combined Revenue                           $     8.9  $    11.6

(1) Summary Financial Information and Operational Metrics reflect MeetMe, Inc. as the reporting entity, and not combined data, unless otherwise noted.
(2) Figures may not add due to rounding.
(3) Core platform and registered user metrics for 3Q11 represent quepasa.com. Core platform and registered user metrics for 3Q12 represent meetme.com and its mobile applications.
(4) Excludes iOS application and device metrics
(5) See Use of Non-GAAP Financial Information below for important disclosure on combined revenue.

Webcast and Conference Call Details

MeetMe will host a conference call to discuss its third quarter 2012 financial results this afternoon at 4:30 p.m. ET. The conference call can be accessed by dialing toll-free 1-877-941-2069, or toll/international 1-480-629-9713. A webcast will also be available at the following link: http://public.viavid.com/index.php?id=102246. A replay of the call will also be available at the investors section of meetmecorp.com for one year.


                       MEETME, INC. AND SUBSIDIARIES
                        Consolidated Balance Sheets

                                               September 30,   December 31,
                                                    2012           2011
                                               -------------  -------------
Assets                                          (Unaudited)
Current Assets
  Cash and cash equivalents                    $   5,476,042  $   8,271,787
  Accounts receivable, net of allowance of
   $521,510 and $270,210, at September 30,
   2012 and December 31, 2011, respectively       14,914,123     10,293,752
  Notes receivable - current portion,
   including $0 and $559 of accrued interest,
   at September 30, 2012 and December 31,
   2011, respectively                                125,365        169,955
  Prepaid expenses and other current assets        1,094,585      1,082,184
  Restricted cash                                          -        275,000
  Current asset from discontinued operations               -        149,796
                                               -------------  -------------
    Total current assets                          21,610,115     20,242,474

  Goodwill, net                                   70,646,036     70,646,036
  Goodwill and intangible assets from
   discontinued operations, net                            -      2,402,446
  Intangible assets, net                           7,235,856      8,567,772
  Property and equipment, net                      5,138,170      4,318,619
  Property and equipment from discontinued
   operations, net                                         -         90,075
  Other assets                                       506,376        385,683
  Other assets from discontinued operations                -        151,591
                                               -------------  -------------
    Total assets                               $ 105,136,553  $ 106,804,696
                                               =============  =============

Liabilities and Stockholders' Equity
Current Liabilities:
  Accounts payable                             $   3,922,739  $   1,841,595
  Accrued expenses and other liabilities           2,819,900      1,713,870
  Current liabilities from discontinued
   operations                                        295,196        693,947
  Deferred revenue                                   308,510         70,516
  Accrued dividends                                   69,455        169,455
  Unearned grant income                                    -          9,040
  Current portion of long-term debt                2,593,552      2,405,191
                                               -------------  -------------
    Total current liabilities                     10,009,352      6,903,614

  Long term debt, net of discount                  9,183,072      9,255,508
                                               -------------  -------------
    Total liabilities                             19,192,424     16,159,122
                                               -------------  -------------

Commitments and Contingencies

Stockholders' Equity:
  Preferred stock, $.001 par value, authorized
   5,000,000 shares:
  Convertible preferred stock Series A, $.001
   par value; authorized - 1,000,000 shares;
   no shares issued and outstanding at
   September 30, 2012, Liquidation preference
   of $2,500,000                                           -              -
  Convertible preferred stock Series A-1,
   $.001 par value; authorized - 5,000,000
   shares; 1,000,000 shares issued and
   outstanding at September 30, 2012 and
   December 31, 2011.                                  1,000          1,000
  Common stock, $.001 par value; authorized -
   100,000,000 shares; 36,590,190 and
   36,145,084 shares issued and outstanding at
   September 30, 2012 and December 31, 2011,
   respectively                                       36,592         36,146
  Additional paid-in capital                     273,661,232    269,974,789
  Accumulated deficit                           (187,189,828)  (178,903,412)
  Accumulated other comprehensive loss              (564,867)      (462,949)
                                               -------------  -------------
    Total stockholders' equity                    85,944,129     90,645,574
                                               -------------  -------------
    Total liabilities and stockholders' equity $ 105,136,553  $ 106,804,696
                                               =============  =============


                      MEETME, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive Loss


                           For the Three Months       For the Nine Months
                                   Ended                     Ended
                               September 30,             September 30,
                         ------------------------  ------------------------
                             2012         2011         2012         2011
                         -----------  -----------  -----------  -----------

Revenues                 $11,598,432  $   929,482  $35,049,022  $ 4,793,519
                         -----------  -----------  -----------  -----------
Operating Costs and
 Expenses:
    Sales and marketing    2,656,955      328,118    6,099,594      955,964
    Product development
     and content           7,883,987    1,515,499   22,605,195    4,575,294
    General and
     administrative        2,001,950      774,342    6,325,796    2,624,613
    Depreciation and
     amortization          1,025,421       96,943    2,888,960      276,634
    Acquisition and
     restructuring costs     353,555      732,075      891,499    1,168,992

                         -----------  -----------  -----------  -----------
Total Operating Costs
 and Expenses             13,921,868    3,446,977   38,811,044    9,601,497
                         -----------  -----------  -----------  -----------
Loss from Operations      (2,323,436)  (2,517,495)  (3,762,022)  (4,807,978)
                         -----------  -----------  -----------  -----------
Other Income (Expense):
    Interest income            3,866       15,426       13,758       49,460
    Interest expense        (280,852)    (151,780)    (867,136)    (452,985)
    Other income
     (expense), net            8,581          548        9,611        1,718
                         -----------  -----------  -----------  -----------
Total other income
 (expense)                  (268,405)    (135,806)    (843,767)    (401,807)
                         -----------  -----------  -----------  -----------
Loss before income taxes  (2,591,841)  (2,653,301)  (4,605,789)  (5,209,785)
    Income taxes                   -            -            -            -
                         -----------  -----------  -----------  -----------
Net loss from continuing
 operations              $(2,591,841) $(2,653,301) $(4,605,789) $(5,209,785)
                         -----------  -----------  -----------  -----------
    Loss from
     discontinued
     operations, net of
     taxes               $         -  $  (859,511) $(3,680,627) $(2,098,762)
                         -----------  -----------  -----------  -----------
Net loss                 $(2,591,841) $(3,512,812) $(8,286,416) $(7,308,547)
                         ===========  ===========  ===========  ===========
    Preferred stock
     dividends                     -            -            -      (40,705)
                         -----------  -----------  -----------  -----------
Net Loss Allocable To
 Common Shareholders     $(2,591,841) $(3,512,812) $(8,286,416) $(7,349,252)
                         ===========  ===========  ===========  ===========

Basic and diluted net
 loss per common
 shareholders:
    Continuing
     operations          $     (0.07) $     (0.17) $     (0.13) $     (0.32)
                         ===========  ===========  ===========  ===========
    Discontinued
     operations          $         -  $     (0.05) $     (0.10) $     (0.13)
                         ===========  ===========  ===========  ===========
Basic and diluted net
 loss per common
 shareholders:           $     (0.07) $     (0.22) $     (0.23) $     (0.45)
                         ===========  ===========  ===========  ===========
Weighted Average Number
 of Shares
  Outstanding, Basic and
   Diluted:               36,306,242   16,248,978   36,377,617   16,355,295
                         ===========  ===========  ===========  ===========

Net Loss                 $(2,591,841) $(3,512,812) $(8,286,416) $(7,349,252)
  Foreign currency
   translation
   adjustment                 (9,493)     213,296     (101,918)     244,770
                         -----------  -----------  -----------  -----------
  Comprehensive Loss     $(2,601,334) $(3,299,516) $(8,388,334) $(7,104,482)
                         ===========  ===========  ===========  ===========



                        MEETME, INC. AND SUBSIDIARIES
   Reconciliation of GAAP Net Income (Loss) from Continuing Operations to
                               Adjusted EBITDA

                                              For the Three Months Ended
                                            ------------------------------
                                                           Per       Per
                                             September    Basic    Diluted
                                              30, 2012    Share     Share
                                            -----------  -------  --------


                                            -----------  -------  --------
Net loss from continuing operations
 allocable to common shareholders           $(2,591,841) $ (0.07) $  (0.07)
                                            -----------  -------  --------
  Interest expense                              280,852     0.01      0.01
  Depreciation and amortization               1,025,421     0.02      0.02
  Amortization of stock based compensation    1,026,570     0.03      0.03
  Acquisition and restructuring costs           353,555     0.01      0.01
                                            -----------  -------  --------
Adjusted EBITDA                             $    94,557  $  0.00  $   0.00
                                            ===========  =======  ========

Weighted average number of shares
 outstanding, Basic                          36,306,242
                                            ===========

Weighted average number of shares
 outstanding, Dilutive                       39,270,388
                                            ===========



                                             For the Three Months Ended
                                           ------------------------------
                                                          Per       Per
                                            September    Basic    Diluted
                                             30, 2011    Share     Share
                                           -----------  -------  --------


                                           -----------  -------  --------
Net loss from continuing operations
 allocable to common shareholders          $(2,653,301) $ (0.17) $  (0.17)
                                           -----------  -------  --------
  Interest expense                             151,780     0.01      0.01
  Depreciation and amortization                 96,943     0.01      0.01
  Amortization of stock based compensation     820,678     0.05      0.05
  Acquisition and restructuring costs          732,075     0.05      0.05
                                           -----------  -------  --------
Adjusted EBITDA                            $  (851,825) $ (0.05) $  (0.05)
                                           ===========  =======  ========

Weighted average number of shares
 outstanding, Basic                         16,248,978
                                           ===========

Weighted average number of shares
 outstanding, Dilutive                      16,248,978
                                           ===========



                                             For the Three Months Ended
                                           ------------------------------
                                                          Per       Per
                                             June 30,    Basic    Diluted
                                               2012      Share     Share
                                           -----------  -------  --------


                                           -----------  -------  --------
Net loss from continuing operations
 allocable to common shareholders          $  (721,877) $ (0.02) $  (0.02)
                                           -----------  -------  --------
  Interest expense                             288,216     0.01      0.01
  Depreciation and amortization                965,155     0.02      0.02
  Amortization of stock based compensation   1,068,505     0.03      0.03
  Acquisition and restructuring costs          247,877     0.01      0.01
                                           -----------  -------  --------
Adjusted EBITDA                            $ 1,847,876  $  0.05  $   0.05
                                           ===========  =======  ========

Weighted average number of shares
 outstanding, Basic                         36,240,472
                                           ===========

Weighted average number of shares
 outstanding, Dilutive                      40,414,856
                                           ===========


                                               For the Nine Months Ended
                                            ------------------------------
                                                           Per       Per
                                             September    Basic    Diluted
                                              30, 2012    Share     Share
                                            -----------  -------  --------

Net loss from continuing operations
 allocable to common shareholders           $(4,605,789) $ (0.13) $  (0.11)
                                            -----------  -------  --------
  Interest expense                              867,136     0.02      0.02
  Depreciation and amortization               2,888,960     0.09      0.07
  Amortization of stock based compensation    2,905,155     0.08      0.07
  Acquisition and restructuring costs           891,499     0.02      0.02
                                            -----------  -------  --------
Adjusted EBITDA                             $ 2,946,961  $  0.08  $   0.07
                                            ===========  =======  ========


Weighted average number of shares
 outstanding, Basic                          36,377,617
                                            ===========

Weighted average number of shares
 outstanding, Dilutive                       40,452,074
                                            ===========



                                              For the Nine Months Ended
                                           ------------------------------
                                                          Per       Per
                                            September    Basic    Diluted
                                             30, 2011    Share     Share
                                           -----------  -------  --------

Net loss from continuing operations
 allocable to common shareholders          $(5,209,785) $ (0.32) $  (0.32)
                                           -----------  -------  --------
  Interest expense                             452,985     0.03      0.03
  Depreciation and amortization                276,634     0.02      0.02
  Amortization of stock based compensation   2,371,593     0.14      0.14
  Acquisition and restructuring costs        1,168,992     0.07      0.07
                                           -----------  -------  --------
Adjusted EBITDA                            $  (939,581) $ (0.06) $  (0.06)
                                           ===========  =======  ========


Weighted average number of shares
 outstanding, Basic                         16,355,295
                                           ===========

Weighted average number of shares
 outstanding, Dilutive                      16,355,295
                                           ===========

About MeetMe, Inc.
MeetMe® is the leading social network for meeting new people in the US and the public market leader for social discovery (NYSE MKT: MEET). MeetMe makes meeting new people fun through social games and apps, monetized by both advertising and virtual currency. With 60% of traffic coming from mobile, MeetMe is fast becoming the social gathering place for the mobile generation. The company operates MeetMe.com and MeetMe apps on iPhone, iPad, and Android in English, Spanish and Portuguese.

Cautionary Note Regarding Forward Looking Statements
Certain statements in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including statements regarding mobile monetization, expanding globally, expanding from three languages to 13 over the next five months and our plans regarding launching new products and the effectiveness of these new products. All statements other than statements of historical facts contained herein, including statements regarding the continued growth in our core platform, are forward-looking statements. The words "believe," "may," "estimate," "continue," "anticipate," "intend," "should," "plan," "could," "target," "potential," "is likely," "will," "expect" and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Important factors that could cause actual results to differ from those in the forward-looking statements include: the risk that unanticipated events affect the internationalization of our mobile products, the acceptance of our new brand internationally, issues that affect the functionality of our mobile application with popular mobile operating systems, any changes in such operating systems that degrade our mobile application's functionality and other unexpected issues which could adversely affect usage on mobile devices, the effectiveness of our mobile software on smartphones and tablets, the willingness of our users to purchase virtual credits on their mobile devices, the willingness of users to try new product offerings and the willingness of Quepasa.com users to change to the MeetMe.com brand. Further information on our risk factors is contained in our filings with the SEC, including the Form 10-K for the year ended December 31, 2011. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Regulation G - Non-GAAP Financial Measures
The Company uses financial measures which are not calculated and presented in accordance with U.S. generally accepted accounting principles ("GAAP") in evaluating its financial and operational decision making and as a means to evaluate period-to period comparison. The Company uses these non-GAAP financial measures for financial and operational decision making and as a means to evaluate period-to-period comparisons. The Company presents these non-GAAP financial measures because it believes them to be an important supplemental measure of performance that is commonly used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We refer you to the reconciliations above.

On November 10, 2011, Quepasa Corporation and Insider Guides, Inc., owner of social network myYearbook, merged. The combined revenue results for the first quarter 2011 give effect to the merger as if it had been completed as of January 1, 2011. The combined revenue data is for informational purposes only and does not purport to present what our results would actually have been had the merger actually occurred on the dates presented or to project our results for any future period. The Company believes that evaluation of its financial performance can be enhanced by a presentation of combined results in order to evaluate its prior, current or future period results on a more meaningful, consistent year-over-year basis.

The Company defines Adjusted EBITDA as earnings (or loss) from continuing operations before interest expense, income taxes, depreciation and amortization, and amortization of non-cash stock-based compensation, non-recurring acquisition and restructuring expenses and the goodwill impairment charges. The Company excludes stock-based compensation because it is non-cash in nature.

Non-GAAP financial measures should not be considered as an alternative to net income, operating income, cash flow from operating activities, as a measure of liquidity or any other financial measure. They may not be indicative of the historical operating results of the Company nor is it intended to be predictive of potential future results. Investors should not consider non-GAAP financial measures in isolation or as a substitute for performance measures calculated in accordance with GAAP.

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SYS-CON Events announced today that IceWarp will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. IceWarp, the leader of cloud and on-premise messaging, delivers secured email, chat, documents, conferencing and collaboration to today's mobile workforce, all in one unified interface
SYS-CON Events announced today that Micron Technology, Inc., a global leader in advanced semiconductor systems, will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Micron’s broad portfolio of high-performance memory technologies – including DRAM, NAND and NOR Flash – is the basis for solid state drives, modules, multichip packages and other system solutions. Backed by more than 35 years of technology leadership, Micron's memory solutions enable the world's most innovative computing, consumer,...
As more and more data is generated from a variety of connected devices, the need to get insights from this data and predict future behavior and trends is increasingly essential for businesses. Real-time stream processing is needed in a variety of different industries such as Manufacturing, Oil and Gas, Automobile, Finance, Online Retail, Smart Grids, and Healthcare. Azure Stream Analytics is a fully managed distributed stream computation service that provides low latency, scalable processing of streaming data in the cloud with an enterprise grade SLA. It features built-in integration with Azur...
SYS-CON Events announced today the Containers & Microservices Bootcamp, being held November 3-4, 2015, in conjunction with 17th Cloud Expo, @ThingsExpo, and @DevOpsSummit at the Santa Clara Convention Center in Santa Clara, CA. This is your chance to get started with the latest technology in the industry. Combined with real-world scenarios and use cases, the Containers and Microservices Bootcamp, led by Janakiram MSV, a Microsoft Regional Director, will include presentations as well as hands-on demos and comprehensive walkthroughs.
17th Cloud Expo, taking place Nov 3-5, 2015, at the Santa Clara Convention Center in Santa Clara, CA, will feature technical sessions from a rock star conference faculty and the leading industry players in the world. Cloud computing is now being embraced by a majority of enterprises of all sizes. Yesterday's debate about public vs. private has transformed into the reality of hybrid cloud: a recent survey shows that 74% of enterprises have a hybrid cloud strategy. Meanwhile, 94% of enterprises are using some form of XaaS – software, platform, and infrastructure as a service.
SYS-CON Events announced today that the "Second Containers & Microservices Expo" will take place November 3-5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Containers and microservices have become topics of intense interest throughout the cloud developer and enterprise IT communities.
Akana has announced the availability of the new Akana Healthcare Solution. The API-driven solution helps healthcare organizations accelerate their transition to being secure, digitally interoperable businesses. It leverages the Health Level Seven International Fast Healthcare Interoperability Resources (HL7 FHIR) standard to enable broader business use of medical data. Akana developed the Healthcare Solution in response to healthcare businesses that want to increase electronic, multi-device access to health records while reducing operating costs and complying with government regulations.
Containers are not new, but renewed commitments to performance, flexibility, and agility have propelled them to the top of the agenda today. By working without the need for virtualization and its overhead, containers are seen as the perfect way to deploy apps and services across multiple clouds. Containers can handle anything from file types to operating systems and services, including microservices. What are microservices? Unlike what the name implies, microservices are not necessarily small, but are focused on specific tasks. The ability for developers to deploy multiple containers – thous...