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 4, 2016
 
Green Dot Corporation
(Exact Name of the Registrant as Specified in Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
001-34819
 
95-4766827
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
 
3465 East Foothill Blvd.
Pasadena, CA 91107
 
(626) 765-2000
(Address of Principal Executive Offices)
 
(Registrant's Telephone Number, Including Area Code)

Not Applicable 
(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2)

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02. Results of Operations and Financial Condition.
On August 4, 2016, Green Dot Corporation issued a press release announcing its financial results for the quarter ended June 30, 2016 and certain other financial information. A copy of the press release is furnished as Exhibit 99.01 to this Current Report and is incorporated herein by reference.
The information furnished in this Current Report, including the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.

Number    Description
99.01        Press release, dated August 4, 2016








SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
GREEN DOT CORPORATION
 
 
 
 
 
By:
 
/s/ Mark Shifke
 
 
 
Mark Shifke
 
 
 
Chief Financial Officer
 

Date: August 4, 2016






EXHIBIT INDEX
Number    Description
99.01        Press release, dated August 4, 2016


Exhibit


Green Dot Reports Second Quarter 2016 Total Operating Revenues of $173.5M
Including unusual incremental launch expenses of $7.2M, the Company reports GAAP results of $8.0M and $0.16 for net income and EPS, respectively
Including unusual incremental launch expenses of $7.2M, the Company reports non-GAAP results of $32.4M and $0.27 for adjusted EBITDA and non-GAAP EPS, respectively

Pasadena, CA - August 4, 2016 - Green Dot Corporation (NYSE: GDOT), today reported financial results for the second quarter ended June 30, 2016.
For the second quarter of 2016, Green Dot reported GAAP revenue of $173.5 million and non-GAAP total operating revenues1 of $173.6 million. Green Dot also reported $0.16 in GAAP diluted earnings per common share. The Company reported adjusted EBITDA1 of $32.4 million and $0.27 in non-GAAP diluted earnings per common share1, including $7.2 million of unusual incremental launch expenses. Net cash provided by operating activities in the quarter totaled $19.5 million. As of June 30, 2016, Green Dot's consolidated balance sheet held total unencumbered cash of $101.1 million.
"I'm pleased to report a strong second quarter for Green Dot, delivering results ahead of our expectations for revenue, adjusted EBITDA and adjusted EPS," said Steve Streit, Green Dot Chief Executive Officer. "We continue to execute against our six-step plan. In the second quarter we experienced improving revenue from our legacy portfolio and superior unit economics from new card products, which generated strong year over year organic growth in our prepaid card business lines. Other new initiatives are also going well. We successfully rolled out MoneyPak which is currently on sale at over 17,000 locations with new Green Dot retailers, including CVS agreeing to sell the new MoneyPak within the year. Our partnership with Uber is growing. The Uber Debit from GoBank account has registered over 80,000 drivers and advanced over $80 million in wages to GoBank accounts so far and continues to add drivers weekly. More recently, we extended the Instant Pay option to enable instant payments to most bank accounts with MasterCard, Visa or Discover debit cards. The Instant Pay to any debit card pilot launched just a few weeks ago and driver adoption is growing rapidly with 60,000 transactions completed in just that short period of time since its limited launch.”
“Finally, we remain committed to executing on our $150 million share repurchase plan, and we are also actively seeking opportunities to improve returns from Green Dot Bank. We are working with our regulators to give us greater flexibility to invest stable core deposits into higher yielding but safe investments, to dividend excess capital held at the bank back to the holding company, and to expand into lending. Green Dot is positioned for long-term success and remains committed to delivering on its six-step plan to achieve at least $1.75 in Non-GAAP EPS in 2017," concluded Streit.
GAAP financial results for the second quarter of 2016 compared to the second quarter of 2015:
Total operating revenues on a generally accepted accounting principles (GAAP) basis were $173.5 million for the second quarter of 2016 from $170.2 million for the second quarter of 2015
GAAP net income was $8.0 million for the second quarter of 2016 from GAAP net income of $3.5 million for the second quarter of 2015
GAAP basic and diluted earnings per common share were both $0.16 for the second quarter of 2016 from $0.07 and $0.06, respectively, for the second quarter of 2015



1
Reconciliations of total operating revenues to non-GAAP total operating revenues, net income to non-GAAP net income, diluted earnings per share to non-GAAP diluted earnings per share and net income to adjusted EBITDA, respectively, are provided in the tables immediately following the consolidated financial statements. Additional information about the Company's non-GAAP financial measures can be found under the caption “About Non-GAAP Financial Measures” below.


Non-GAAP financial results for the second quarter of 2016 compared to the second quarter of 2015:1 
Non-GAAP total operating revenues1 were $173.6 million for the second quarter of 2016 from $170.8 million for the second quarter of 2015
Including unusual incremental launch expenses of $7.2 million:
Adjusted EBITDA1 was $32.4 million, or 18.7% of non-GAAP total operating revenues1 for the second quarter of 2016 from $34.2 million, or 20.1% of non-GAAP total operating revenues1 for the second quarter of 2015
Non-GAAP net income1 was $14.1 million for the second quarter of 2016 from $14.8 million for the second quarter of 2015
Non-GAAP diluted earnings per share1 was $0.27 for the second quarter of 2016 from $0.28 for the second quarter of 2015
The following table shows the Company's quarterly key business metrics for each of the last six calendar quarters. Please refer to the Company's latest Annual Report on Form 10-K for a description of the key business metrics.
 
2016
 
2015
 
Q2
Q1
 
Q4
Q3
Q2
Q1
 
(In millions)
Number of cash transfers
9.35

9.71

 
9.71

9.53

9.55

10.09

Number of tax refunds processed
2.18

8.18

 
0.06

0.10

2.00

8.52

Number of active cards at quarter end
4.28

4.75

 
4.50

4.51

4.80

5.38

Gross dollar volume
$
5,372

$
6,569

 
$
5,441

$
5,040

$
5,177

$
6,350

Purchase volume
$
3,863

$
4,708

 
$
3,866

$
3,676

$
3,829

$
4,684

Selected Business Updates
Green Dot is pleased to announce the following business developments, which all map to Green Dot’s previously-disclosed Six-Step Plan.
Business Development:
In July, the Walmart MoneyCard gained additional placements in the Customer Service area of 4,600 Walmart stores.
Green Dot has entered into a multi-year extension with Walgreens for the retailer to sell all of Green Dot’s new prepaid products and conduct reload transactions.
Earlier this year, Green Dot and Uber entered into an agreement to extend an "Instant Pay" functionality to debit cards issued by GoBank. This feature allows driver partners to get their earnings instantly deposited to their Uber Debit Card from GoBank account. Since the program began in March, Uber Debit by GoBank has registered over 80,000 drivers. 
In addition, Green Dot and Uber have been piloting "Instant Pay" to any debit card, which enables instant payments to most bank accounts with MasterCard, Visa or Discover debit cards. The “Instant Pay” to any debit card pilot program is currently running in 45 cities, and since the program launched, Green Dot has completed over 60,000 “Instant Pay” transactions to drivers enrolled in the program.



1
Reconciliations of total operating revenues to non-GAAP total operating revenues, net income to non-GAAP net income, diluted earnings per share to non-GAAP diluted earnings per share and net income to adjusted EBITDA, respectively, are provided in the tables immediately following the consolidated financial statements. Additional information about the Company's non-GAAP financial measures can be found under the caption “About Non-GAAP Financial Measures” below.


New Products:
The new MoneyPak product launched in April beginning with Rite Aid and Walgreens stores, followed by Kroger, Gerlands, Weis, Stater Bros, Hannaford and Food Lion.  The product is expected to be rolled out in CVS stores nationwide beginning in September. The rollout to additional retailers is expected to continue throughout the year.
The new Green Dot Everyday Visa and MasterCard product and the new Green Dot 5% Cash-Back Visa Debit Card product launched at Walgreens, CVS, Rite Aid, 7-11, Dollar General, Family Dollar, Dollar Tree, Kmart, Kroger, Meijer, Gerlands, Weis, Stater Bros, Hannaford and Food Lion in the second quarter.
New Partnerships:
During the second quarter, Green Dot has added another 1,550 new retail locations to its retail footprint with a distribution agreement with Office Depot and Office Max.
Green Dot is pleased to welcome the fifth largest convenience store chain, Corner Store, and its 1,251 locations as a new Green Dot retail distributor.
Capital Allocation:
In April of 2016, Green Dot implemented the repurchase of a total of $50 million of its Class A common stock under an accelerated stock repurchase transaction. Under the agreement, Green Dot received an initial delivery of approximately 1.9 million shares. The final number of shares to be repurchased and the aggregate cost per share to Green Dot will be based on Green Dot’s volume-weighted average stock price during the term of the transaction, which is expected to be completed by November 2016. Green Dot has now repurchased $100 million of its Class A common stock since September of 2015 when Green Dot’s regulators first approved the program.
Accolades:
Leading financial site and search engine, CardHub.com, released its annual ranking of the top prepaid cards. Green Dot’s Reloadable Prepaid Card and Green Dot's Walmart MoneyCard were recognized in the “Alternative Checking Account” category.  This win supplements other awards received by Green Dot earlier this year, including the PayBefore 2016 Pay Awards and PYMNTS Project Innovation Awards.






Said Mark Shifke, Green Dot’s Chief Financial Officer, “Based on our robust Q2 performance, we're increasing our full year revenue guidance by $3 million from a range of $705 million to $710 million to a new range of $708 million to $713 million. Of that, we expect to generate $152 million of revenue in Q3 implying $157 million in Q4."
"While total adjusted EBITDA declined slightly year-over-year, our result of $32.4 million was materially better than our expectation of $28 million. Furthermore, our strong adjusted EBITDA over-performance included the absorption in the quarter of $7.2 million of incremental and unusual launch expenses plus the fact that we had not yet fully lapped the Walmart commission rate increase until May. This over-performance was the result of strong underlying organic margin expansion, which was driven by what we believe to be four sustainable and repeatable factors- 1) higher revenue per active card from our installed base of older prepaid cards, 2) better unit economics from our new suite of prepaid cards, 3) a continuing trend of higher revenue per reload transaction, and 4) an increasingly more efficient operating platform allowing more of that incremental revenue to fall to the bottom line. While we are currently tracking towards the higher end of our current adjusted EBITDA range of $156 million to $160 million, we have decided to maintain our current guidance range until more certainty emerges in the second half around the net costs we expect to incur related to the delay of the "Wave 4” processor conversion and around the performance of certain new initiatives."
Updated Outlook for 2016
Green Dot has provided its updated outlook for 2016. Green Dot’s outlook is based on a number of assumptions that management believes are reasonable at the time of this earnings release. Information regarding potential risks that could cause the actual results to differ from these forward-looking statements is set forth below and in Green Dot's filings with the Securities and Exchange Commission.
In 2016, Green Dot has incurred unusual incremental product launch expenses for the cost of deploying hundreds of merchandisers to Green Dot’s network of nearly 100,000 retail locations for the purpose of removing and destroying old inventory and replacing that old inventory with new inventory. The Company currently expects these costs will total $11 million in 2016. Green Dot's 2016 outlook includes these unusual incremental launch expenses.
Non-GAAP Total Operating Revenues2 
Green Dot now expects full year non-GAAP total operating revenues2 to be between $708 million and $713 million.
For Q3, Green Dot expects non-GAAP total operating revenues2 to be approximately $152 million
Adjusted EBITDA2 
The Company expects full year adjusted EBITDA2 between $156 million and $160 million, including unusual incremental launch expenses.
For Q3, Green Dot expects adjusted EBITDA2 to be approximately $22 million including an estimated $1 million (of the total full year $11 million) in unusual incremental launch expenses.
Non-GAAP EPS2  
The Company expects non-GAAP EPS2 for the full year between $1.39 and $1.44, including $11 million in unusual incremental launch expenses.
For Q3, Green Dot expects non-GAAP EPS2 of approximately $0.16 including an estimated $1 million (of the total full year $11 million) in unusual incremental launch expenses.


2
Reconciliations of forward-looking guidance for these non-GAAP financial measures to their respective, most directly comparable projected GAAP financial measures are provided in the tables immediately following the reconciliation of Net Income to Adjusted EBITDA.



The Company's non-GAAP EPS2 full year range for 2016, including incremental launch expenses, is calculated as follows:
 
Range
 
Low
 
High
 
(In millions, except per share data)
Adjusted EBITDA
$
156.0

 
$
160.0

Depreciation and amortization*
(42.2
)
 
(42.2
)
Net interest expense
(0.4
)
 
(0.4
)
Non-GAAP pre-tax income
$
113.4

 
$
117.4

Tax impact**
(41.8
)
 
(43.3
)
Non-GAAP net income
$
71.6

 
$
74.1

Non-GAAP diluted weighted-average shares issued and outstanding**
51.6

 
51.3

Non-GAAP earnings per share
$
1.39

 
$
1.44

*
Excludes the impact of amortization on acquired intangible assets
**
Assumes an effective tax rate of 36.9%

2
Reconciliations of forward-looking guidance for these non-GAAP financial measures to their respective, most directly comparable projected GAAP financial measures are provided in the tables immediately following the reconciliation of Net Income to Adjusted EBITDA.



Conference Call
The Company will host a conference call to discuss second quarter 2016 financial results today at 5:00 p.m. ET. Hosting the call will be Steve Streit, Chief Executive Officer, and Mark Shifke, Chief Financial Officer. The conference call can be accessed live over the phone by dialing (888) 348-8307, or for international callers (412) 902-4242. A replay will be available approximately two hours after the call concludes and can be accessed by dialing (877) 870-5176, or for international callers (858) 384-5517; and entering the conference ID 10088864. The replay of the webcast will be available until Thursday, August 11, 2016. The call will be webcast live from the Company's investor relations website at http://ir.greendot.com/.
Forward-Looking Statements
This earnings release contains forward-looking statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include, among other things, statements regarding the Company's future performance contained under "Updated Outlook for 2016" and in the quotes of its executive officers and other future events that involve risks and uncertainties. Actual results may differ materially from those contained in the forward-looking statements contained in this earnings release, and reported results should not be considered as an indication of future performance. The potential risks and uncertainties that could cause actual results to differ from those projected include, among other things, the timing and impact of revenue growth activities, the Company's dependence on revenues derived from Walmart and three other retail distributors, impact of competition, the Company's reliance on retail distributors for the promotion of its products and services, demand for the Company's new and existing products and services, continued and improving returns from the Company's investments in new growth initiatives, the extent to which the Company’s processing technology partner covers the Company’s expenses and other losses associated with the processor migration issues that began in May 2016 and have caused a delay in the Company’s processor migration until at least the first half of 2017, potential difficulties in integrating operations of acquired entities and acquired technologies, the Company's ability to operate in a highly regulated environment, changes to existing laws or regulations affecting the Company's operating methods or economics, the Company's reliance on third-party vendors, changes in credit card association or other network rules or standards, changes in card association and debit network fees or products or interchange rates, instances of fraud developments in the prepaid financial services industry that impact prepaid debit card usage generally, business interruption or systems failure, and the Company's involvement litigation or investigations. These and other risks are discussed in greater detail in the Company's Securities and Exchange Commission filings, including its most recent annual report on Form 10-K and quarterly report on Form 10-Q, which are available on the Company's investor relations website at ir.greendot.com and on the SEC website at www.sec.gov. All information provided in this release and in the attachments is as of August 4, 2016, and the Company assumes no obligation to update this information as a result of future events or developments.
About Non-GAAP Financial Measures
To supplement the Company's consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (GAAP), the Company uses measures of operating results that are adjusted to exclude net interest income and expense; income tax benefit and expense; depreciation and amortization; employee stock-based compensation expense; stock-based retailer incentive compensation expense; contingent consideration; other charges and income; transaction costs; and impairment charges. This earnings release includes non-GAAP total operating revenues, non-GAAP net income, non-GAAP earnings per share, non-GAAP weighted-average shares issued and outstanding and adjusted EBITDA. It also includes full-year 2016 guidance for non-GAAP total operating revenues, adjusted EBITDA, non-GAAP net income and non-GAAP EPS. These non-GAAP financial measures are not calculated or presented in accordance with, and are not alternatives or substitutes for,



financial measures prepared in accordance with GAAP, and should be read only in conjunction with the Company's financial measures prepared in accordance with GAAP. The Company's non-GAAP financial measures may be different from similarly-titled non-GAAP financial measures used by other companies. The Company believes that the presentation of non-GAAP financial measures provides useful information to management and investors regarding underlying trends in its consolidated financial condition and results of operations. The Company's management regularly uses these supplemental non-GAAP financial measures internally to understand, manage and evaluate the Company's business and make operating decisions. For additional information regarding the Company's use of non-GAAP financial measures and the items excluded by the Company from one or more of its historic and projected non-GAAP financial measures, investors are encouraged to review the reconciliations of the Company's historic and projected non-GAAP financial measures to the comparable GAAP financial measures, which are attached to this earnings release, and which can be found by clicking on “Financial Information” in the Investor Relations section of the Company's website at http://ir.greendot.com/.
About Green Dot
Green Dot Corporation, along with its wholly owned subsidiaries, is a pro-consumer financial technology innovator with a mission to provide a full range of affordable and accessible financial services to the masses. Green Dot is the largest provider of reloadable prepaid debit cards and cash reload processing services in the United States. Green Dot is also a leader in mobile technology and mobile banking with its award-winning GoBank mobile checking account and a top 20 debit card issuer among all banks and credit unions in the country. Through its wholly owned subsidiary, TPG, Green Dot is additionally the largest processor of tax refund disbursements in the U.S. Green Dot's products and services are available to consumers through a large-scale "branchless bank" distribution network of more than 100,000 U.S. locations, including retailers, neighborhood financial service center locations, and tax preparation offices, as well as online, in the leading app stores and through leading online tax preparation providers. Green Dot Corporation is headquartered in Pasadena, Calif., with additional facilities throughout the United States and in Shanghai, China.
Contacts
Investor Relations
IR@greendot.com

Media Relations
Brian Ruby, 203-682-8286
Brian.Ruby@icrinc.com




GREEN DOT CORPORATION
CONSOLIDATED BALANCE SHEETS
 
June 30,
2016
 
December 31,
2015
 
(Unaudited)
 
 
Assets
(In thousands, except par value)
Current assets:
 
 
 
Unrestricted cash and cash equivalents
$
570,119

 
$
772,128

Federal funds sold

 
1

Restricted cash
8,921

 
5,793

Investment securities available-for-sale, at fair value
48,914

 
49,106

Settlement assets
121,180

 
69,165

Accounts receivable, net
28,449

 
42,153

Prepaid expenses and other assets
30,800

 
30,511

Income tax receivable

 
6,434

Total current assets
808,383

 
975,291

Investment securities, available-for-sale, at fair value
158,436

 
132,433

Loans to bank customers, net of allowance for loan losses of $266 and $426 as of June 30, 2016 and December 31, 2015, respectively
5,894

 
6,279

Prepaid expenses and other assets
3,594

 
6,416

Property and equipment, net
80,076

 
78,877

Deferred expenses
6,191

 
14,509

Net deferred tax assets
3,572

 
3,864

Goodwill and intangible assets
462,541

 
473,779

Total assets
$
1,528,687

 
$
1,691,448

Liabilities and Stockholders’ Equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
15,720

 
$
37,186

Deposits
558,046

 
652,145

Obligations to customers
35,301

 
61,300

Settlement obligations
2,947

 
5,074

Amounts due to card issuing banks for overdrawn accounts
1,531

 
1,067

Other accrued liabilities
102,305

 
87,635

Deferred revenue
10,227

 
22,901

Note payable
20,966

 
20,966

Income tax payable
4,950

 

Total current liabilities
751,993

 
888,274

Other accrued liabilities
20,737

 
37,894

Note payable
90,203

 
100,686

Net deferred tax liabilities
1,634

 
1,272

Total liabilities
864,567

 
1,028,126

 
 
 
 
Stockholders’ equity:
 
 
 
Convertible Series A preferred stock, $0.001 par value (as converted): 10 shares authorized as of June 30, 2016 and December 31, 2015; 2 shares issued and outstanding as of June 30, 2016 and December 31, 2015
2

 
2

Class A common stock, $0.001 par value: 100,000 shares authorized as of June 30, 2016 and December 31, 2015; 48,544 and 50,502 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively
49

 
51

Additional paid-in capital
338,597

 
379,376

Retained earnings
325,013

 
284,108

Accumulated other comprehensive income (loss)
459

 
(215
)
Total stockholders’ equity
664,120

 
663,322

Total liabilities and stockholders’ equity
$
1,528,687

 
$
1,691,448






GREEN DOT CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
(In thousands, except per share data)
Operating revenues:
 
 
 
 
 
 
 
Card revenues and other fees
$
84,542

 
$
83,810

 
$
176,428

 
$
171,034

Processing and settlement service revenues
41,887

 
39,416

 
122,903

 
126,537

Interchange revenues
47,059

 
47,635

 
102,181

 
102,361

Stock-based retailer incentive compensation

 
(614
)
 

 
(2,520
)
Total operating revenues
173,488

 
170,247

 
401,512

 
397,412

Operating expenses:
 
 
 
 
 
 
 
Sales and marketing expenses
63,077

 
55,845

 
126,941

 
117,124

Compensation and benefits expenses
41,092

 
41,461

 
84,179

 
82,815

Processing expenses
26,544

 
27,120

 
55,057

 
57,720

Other general and administrative expenses
29,906

 
38,903

 
67,980

 
66,939

Total operating expenses
160,619

 
163,329

 
334,157

 
324,598

Operating income
12,869

 
6,918

 
67,355

 
72,814

Interest income
1,533

 
1,118

 
3,834

 
2,496

Interest expense
(1,408
)
 
(1,549
)
 
(6,189
)
 
(3,045
)
Income before income taxes
12,994

 
6,487

 
65,000

 
72,265

Income tax expense
4,968

 
2,991

 
24,092

 
27,956

Net income
8,026

 
3,496

 
40,908

 
44,309

Income attributable to preferred stock
(244
)
 
(99
)
 
(1,226
)
 
(1,263
)
Net income available to common stockholders
$
7,782

 
$
3,397

 
$
39,682

 
$
43,046

 
 
 
 
 
 
 
 
Basic earnings per common share:
$
0.16

 
$
0.07

 
$
0.81

 
$
0.83

Diluted earnings per common share:
$
0.16

 
$
0.06

 
$
0.79

 
$
0.83

Basic weighted-average common shares issued and outstanding:
48,471

 
51,811

 
49,167

 
51,631

Diluted weighted-average common shares issued and outstanding:
49,818

 
52,275

 
50,396

 
52,104






GREEN DOT CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
Six Months Ended June 30,
 
2016
 
2015
 
(In thousands)
Operating activities
 
 
 
Net income
$
40,908

 
$
44,309

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization of property and equipment
21,623

 
18,478

Amortization of intangible assets
11,523

 
11,209

Provision for uncollectible overdrawn accounts
39,787

 
31,566

Employee stock-based compensation
13,052

 
11,623

Stock-based retailer incentive compensation

 
2,520

Amortization of premium on available-for-sale investment securities
599

 
508

Change in fair value of contingent consideration
(5,500
)
 
(7,516
)
Amortization of deferred financing costs
767

 
767

Impairment of capitalized software
136

 
4,997

Deferred income tax expense
1

 
12

Changes in operating assets and liabilities:
 
 
 
Accounts receivable, net
(26,269
)
 
(3,765
)
Prepaid expenses and other assets
2,533

 
(3,417
)
Deferred expenses
8,318

 
9,521

Accounts payable and other accrued liabilities
(16,349
)
 
(19,898
)
Amounts due to card issuing banks for overdrawn accounts
464

 
497

Deferred revenue
(12,724
)
 
(10,719
)
Income tax payable
11,396

 
27,424

Other, net
179

 
56

Net cash provided by operating activities
90,444

 
118,172

 
 
 
 
Investing activities
 
 
 
Purchases of available-for-sale investment securities
(79,835
)
 
(126,036
)
Proceeds from maturities of available-for-sale securities
53,884

 
33,531

Proceeds from sales of available-for-sale securities
575

 
12,935

Increase in restricted cash
(3,128
)
 
(1,253
)
Payments for acquisition of property and equipment
(23,980
)
 
(25,042
)
Net decrease in loans
385

 
99

Acquisition, net of cash acquired

 
(65,209
)
Net cash used in investing activities
(52,099
)
 
(170,975
)
 
 
 
 
Financing activities
 
 
 
Repayments of borrowings from note payable
(11,250
)
 
(11,250
)
Borrowings on revolving line of credit
15,000

 
30,001

Repayments on revolving line of credit
(15,000
)
 
(30,001
)
Proceeds from exercise of options
7,114

 
1,836

Excess tax benefits from exercise of options
1,235

 
27

Taxes paid related to net share settlement of equity awards
(3,834
)
 
(1,038
)
Net (decrease) increase in deposits
(94,099
)
 
42,680

Net (decrease) increase in obligations to customers
(80,141
)
 
60,929

Contingent consideration payments
(367
)
 
(668
)
Repurchase of Class A common stock
(59,013
)
 

Net cash (used in) provided by financing activities
(240,355
)
 
92,516

 
 
 
 
Net (decrease) increase in unrestricted cash, cash equivalents, and federal funds sold
(202,010
)
 
39,713

Unrestricted cash, cash equivalents, and federal funds sold, beginning of year
772,129

 
724,638

Unrestricted cash, cash equivalents, and federal funds sold, end of year
$
570,119

 
$
764,351

 
 
 
 
Cash paid for interest
$
5,422

 
$
2,278

Cash paid for income taxes
$
11,472

 
$
891




GREEN DOT CORPORATION
REPORTABLE SEGMENTS
(UNAUDITED)
 
Three Months Ended June 30, 2016
 
Account Services
 
Processing and Settlement Services
 
Corporate and Other
 
Total
 
(In thousands)
Operating revenues
$
135,109

 
$
45,257

 
$
(6,878
)
 
$
173,488

Operating expenses
114,959

 
33,020

 
12,640

 
160,619

Operating income
$
20,150

 
$
12,237

 
$
(19,518
)
 
$
12,869

 
Three Months Ended June 30, 2015
 
Account Services
 
Processing and Settlement Services
 
Corporate and Other
 
Total
 
(In thousands)
Operating revenues
$
134,772

 
$
42,631

 
$
(7,156
)
 
$
170,247

Operating expenses
112,827

 
30,363

 
20,139

 
163,329

Operating income
$
21,945

 
$
12,268

 
$
(27,295
)
 
$
6,918

 
Six Months Ended June 30, 2016
 
Account Services
 
Processing and Settlement Services
 
Corporate and Other
 
Total
 
(In thousands)
Operating revenues
$
280,249

 
$
136,627

 
$
(15,364
)
 
$
401,512

Operating expenses
234,111

 
72,042

 
28,004

 
334,157

Operating income
$
46,138

 
$
64,585

 
$
(43,368
)
 
$
67,355

 
Six Months Ended June 30, 2015
 
Account Services
 
Processing and Settlement Services
 
Corporate and Other
 
Total
 
(In thousands)
Operating revenues
$
282,631

 
$
132,807

 
$
(18,026
)
 
$
397,412

Operating expenses
230,980

 
67,220

 
26,398

 
324,598

Operating income
$
51,651

 
$
65,587

 
$
(44,424
)
 
$
72,814


The Company's operations are comprised of two reportable segments: 1) Account Services and 2) Processing and Settlement Services. The Account Services segment consists of revenues and expenses derived from the Company's branded and private label deposit account programs. These programs include Green Dot-branded and affinity-branded GPR card accounts, private label GPR card accounts, checking accounts and open-loop gift cards. The Processing and Settlement Services segment consists of revenues and expenses derived from reload services through the Green Dot Network and the Company's tax refund processing services. The Corporate and Other segment primarily consists of eliminations of intersegment revenues and expenses, unallocated corporate expenses, depreciation and amortization, and other costs that are not considered when management evaluates segment performance.





GREEN DOT CORPORATION
Reconciliation of Total Operating Revenues to Non-GAAP Total Operating Revenues (1) 
(Unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
(In thousands)
Total operating revenues
$
173,488

 
$
170,247

 
$
401,512

 
$
397,412

Stock-based retailer incentive compensation (2)(4)

 
614

 

 
2,520

Contra-revenue advertising costs (3)(4)
99

 
(72
)
 
318

 
1,744

Non-GAAP total operating revenues
$
173,587

 
$
170,789

 
$
401,830

 
$
401,676

Reconciliation of Net Income to Non-GAAP Net Income (1) 
(Unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
(In thousands, except per share data)
Net income
$
8,026

 
$
3,496

 
$
40,908

 
$
44,309

Employee stock-based compensation expense (5)
7,407

 
6,410

 
13,052

 
11,623

Stock-based retailer incentive compensation (2)

 
614

 

 
2,520

Amortization of acquired intangibles (6)
5,749

 
5,884

 
11,523

 
11,209

Change in fair value of contingent consideration (6)
(5,500
)
 
100

 
(5,500
)
 
(7,516
)
Other charges (income) (7)
1,643

 
(182
)
 
2,442

 
2,485

Transaction costs (6)
12

 
403

 
91

 
685

Amortization of deferred financing costs (7)
383

 
383

 
767

 
767

Impairment charges (7)
31

 
4,997

 
136

 
4,997

Income tax effect (8)
(3,641
)
 
(7,259
)
 
(8,344
)
 
(10,355
)
Non-GAAP net income
$
14,110

 
$
14,846

 
$
55,075

 
$
60,724

Diluted earnings per common share*
 
 
 
 
 
 
 
GAAP
$
0.16

 
$
0.06

 
$
0.79

 
$
0.83

Non-GAAP
$
0.27

 
$
0.28

 
$
1.06

 
$
1.13

Diluted weighted-average common shares issued and outstanding
 
 
 
 
 
 
 
GAAP
49,818

 
52,275

 
50,396

 
52,104

Non-GAAP
51,337

 
53,804

 
51,915

 
53,678

*
Reconciliations between GAAP and non-GAAP diluted weighted-average shares issued and outstanding are provided in the next table.
Reconciliation of GAAP to Non-GAAP Diluted Weighted-Average
Shares Issued and Outstanding (1) 
(Unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
(In thousands)
Diluted weighted-average shares issued and outstanding*
49,818

 
52,275

 
50,396

 
52,104

Assumed conversion of weighted-average shares of preferred stock
1,519

 
1,518

 
1,519

 
1,516

Weighted-average shares subject to repurchase

 
11

 

 
58

Non-GAAP diluted weighted-average shares issued and outstanding
51,337

 
53,804

 
51,915

 
53,678

*
Represents the diluted weighted-average shares of Class A common stock for the periods indicated.





GREEN DOT CORPORATION
Supplemental Detail on Non-GAAP Diluted Weighted-Average Shares Issued and Outstanding
(Unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
(In thousands)
Stock outstanding as of June 30:
 
 
 
 
 
 
 
Class A common stock
48,544

 
51,911

 
48,544

 
51,911

Preferred stock (on an as-converted basis)
1,519

 
1,519

 
1,519

 
1,519

Total stock outstanding as of June 30:
50,063

 
53,430

 
50,063

 
53,430

Weighting adjustment
(73
)
 
(90
)
 
623

 
(225
)
Dilutive potential shares:
 
 
 
 
 
 
 
Stock options
524

 
272

 
482

 
276

Restricted stock units
820

 
185

 
745

 
189

Employee stock purchase plan
3

 
7

 
2

 
8

Non-GAAP diluted weighted-average shares issued and outstanding
51,337

 
53,804

 
51,915

 
53,678

Reconciliation of Net Income to Adjusted EBITDA (1) 
(Unaudited)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2016
 
2015
 
2016
 
2015
 
(In thousands)
Net income
$
8,026

 
$
3,496

 
$
40,908

 
$
44,309

Net interest (income) expense (4)
(125
)
 
431

 
2,355

 
549

Income tax expense
4,968

 
2,991

 
24,092

 
27,956

Depreciation and amortization of property and equipment (4)
10,219

 
9,102

 
21,623

 
18,477

Employee stock-based compensation expense (4)(5)
7,407

 
6,410

 
13,052

 
11,623

Stock-based retailer incentive compensation (2)(4)

 
614

 

 
2,520

Amortization of acquired intangibles (4)(6)
5,749

 
5,884

 
11,523

 
11,209

Change in fair value of contingent consideration (4)(6)
(5,500
)
 
100

 
(5,500
)
 
(7,516
)
Other charges (income) (4)(7)
1,643

 
(182
)
 
2,442

 
2,485

Transaction costs (4)(6)
12

 
403

 
91

 
685

Impairment charges (4)(7)
31

 
4,997

 
136

 
4,997

Adjusted EBITDA
$
32,430

 
$
34,246

 
$
110,722

 
$
117,294

Non-GAAP total operating revenues
$
173,587

 
$
170,789

 
$
401,830

 
$
401,676

Adjusted EBITDA/non-GAAP total operating revenues (adjusted EBITDA margin)
18.7
%
 
20.1
%
 
27.6
%
 
29.2
%


Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected GAAP Total Operating Revenue (1) 
(Unaudited)
 
 
 
FY 2016
 
 
 
Range
 
Q3 2016
 
Low
 
High
 
(In millions)
Total operating revenues
$
152.0

 
$
707.6

 
$
712.6

Contra-revenue advertising costs (3)(4)

 
0.4

 
0.4

Non-GAAP total operating revenues
$
152.0

 
$
708.0

 
$
713.0






GREEN DOT CORPORATION
Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected Adjusted EBITDA (1) 
(Unaudited)
 
 
 
FY 2016
 
 
 
Range
 
Q3 2016
 
Low
 
High
 
(In millions)
Net income
$

 
$
39.6

 
$
42.1

Adjustments (9)
22.0

 
116.4

 
117.9

Adjusted EBITDA
$
22.0

 
$
156.0

 
$
160.0

 
 
 
 
 
 
Non-GAAP total operating revenues
$
152.0

 
$
713.0

 
$
708.0

Adjusted EBITDA / Non-GAAP total operating revenues (Adjusted EBITDA margin)
14
%
 
22
%
 
23
%
Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected GAAP Net Income (1) 
(Unaudited)
 
 
 
FY 2016
 
 
 
Range
 
Q3 2016
 
Low
 
High
 
(In millions, except per share data)
Net income
$

 
$
39.6

 
$
42.1

Adjustments (9)
8.0

 
32.0

 
32.0

Non-GAAP net income
$
8.0

 
$
71.6

 
$
74.1

Diluted earnings per share*
 
 
 
 
 
GAAP
$

 
$
0.79

 
$
0.85

Non-GAAP
$
0.16

 
$
1.39

 
$
1.44

Diluted weighted-average shares issued and outstanding**
 
 
 
 
 
GAAP
50.1

 
50.1

 
49.8

Non-GAAP
51.6

 
51.6

 
51.3

*
Reconciliations between GAAP and non-GAAP diluted weighted-average shares issued and outstanding are provided in the next table.
**
Diluted weighted-average Class A shares issued and outstanding is the most directly comparable GAAP measure for the periods indicated.

Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected GAAP Diluted Weighted-Average Shares Issued and Outstanding (1) 
(Unaudited)
 
 
 
FY 2016
 
 
 
Range
 
Q3 2016
 
Low
 
High
 
(In millions)
Diluted weighted-average shares issued and outstanding*
50.1

 
49.8

 
50.1

Assumed conversion of weighted-average shares of preferred stock
1.5

 
1.5

 
1.5

Non-GAAP diluted weighted-average shares issued and outstanding
51.6

 
51.3

 
51.6

*
Represents the diluted weighted-average shares of Class A common stock for the periods indicated.






(1)
To supplement the Company’s consolidated financial statements presented in accordance with GAAP, the Company uses measures of operating results that are adjusted to exclude various, primarily non-cash, expenses and charges. These financial measures are not calculated or presented in accordance with GAAP and should not be considered as alternatives to or substitutes for operating revenues, operating income, net income or any other measure of financial performance calculated and presented in accordance with GAAP. These financial measures may not be comparable to similarly-titled measures of other organizations because other organizations may not calculate their measures in the same manner as we do. These financial measures are adjusted to eliminate the impact of items that the Company does not consider indicative of its core operating performance. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate.
The Company believes that the non-GAAP financial measures it presents are useful to investors in evaluating the Company’s operating performance for the following reasons:
stock-based retailer incentive compensation is a non-cash GAAP accounting charge that is an offset to the Company’s actual revenues from operations as the Company has historically calculated them. This charge resulted from the monthly lapsing of the Company’s right to repurchase a portion of the 2,208,552 shares it issued to its largest distributor, Walmart, in May 2010. By adding back this charge to the Company’s GAAP total operating revenues, investors can make direct comparisons of the Company’s revenues from operations prior to May 2015, when the repurchase right fully lapsed, and thus more easily perceive trends in the Company’s core operations. Further, because the monthly charge is based on the then-current fair market value of the shares as to which the Company’s repurchase right lapses, adding back this charge eliminates fluctuations in the Company’s operating revenues caused by variations in its stock price and thus provides insight on the operating revenues directly associated with those core operations;
the Company records employee stock-based compensation from period to period, and recorded employee stock-based compensation expenses of approximately $7.4 million and $6.4 million for the three months ended June 30, 2016 and 2015, respectively. By comparing the Company’s adjusted EBITDA, non-GAAP net income and non-GAAP diluted earnings per share in different historical periods, investors can evaluate the Company’s operating results without the additional variations caused by employee stock-based compensation expense, which may not be comparable from period to period due to changes in the fair market value of the Company’s Class A common stock (which is influenced by external factors like the volatility of public markets and the financial performance of the Company’s peers) and is not a key measure of the Company’s operations;
adjusted EBITDA is widely used by investors to measure a company’s operating performance without regard to items, such as net interest income and expense, income tax benefit and expense, depreciation and amortization, employee stock-based compensation expense, stock-based retailer incentive compensation expense, contingent consideration, other charges and income, transaction costs, and impairment charges that can vary substantially from company to company depending upon their respective financing structures and accounting policies, the book values of their assets, their capital structures and the methods by which their assets were acquired; and
securities analysts use adjusted EBITDA as a supplemental measure to evaluate the overall operating performance of companies.
The Company’s management uses the non-GAAP financial measures:
as measures of operating performance, because they exclude the impact of items not directly resulting from the Company’s core operations;
for planning purposes, including the preparation of the Company’s annual operating budget;
to allocate resources to enhance the financial performance of the Company’s business;
to evaluate the effectiveness of the Company’s business strategies; and
in communications with the Company’s board of directors concerning the Company’s financial performance.
The Company understands that, although adjusted EBITDA and other non-GAAP financial measures are frequently used by investors and securities analysts in their evaluations of companies, these measures have limitations as an analytical tool, and you should not consider them in isolation or as substitutes for analysis of the Company’s results of operations as reported under GAAP. Some of these limitations are:
that these measures do not reflect the Company’s capital expenditures or future requirements for capital expenditures or other contractual commitments;
that these measures do not reflect changes in, or cash requirements for, the Company’s working capital needs;
that these measures do not reflect interest expense or interest income;
that these measures do not reflect cash requirements for income taxes;
that, although depreciation and amortization are non-cash charges, the assets being depreciated or amortized will often have to be replaced in the future, and these measures do not reflect any cash requirements for these replacements; and



that other companies in the Company’s industry may calculate these measures differently than the Company does, limiting their usefulness as comparative measures.
(2)
This expense consists of the recorded fair value of the shares of Class A common stock for which the Company’s right to repurchase has lapsed pursuant to the terms of the May 2010 agreement under which they were issued to Wal-Mart Stores, Inc., a contra-revenue component of the Company’s total operating revenues. The Company does not believe these non-cash expenses are reflective of ongoing operating results. Our right to repurchase any shares issued to Walmart fully lapsed during the three months ended June 30, 2015. As a result, we no longer recognize stock-based retailer incentive compensation in future periods.
(3)
This expense consists of certain co-op advertising costs recognized as contra-revenue under GAAP. The Company believes the substance of the costs incurred are a result of advertising and is not reflective of ongoing total operating revenues. The Company believes that excluding co-op advertising costs from total operating revenues facilitates the comparison of our financial results to the Company's historical operating results.
(4)
The Company does not include any income tax impact of the associated non-GAAP adjustment to non-GAAP total operating revenues or adjusted EBITDA, as the case may be, because each of these non-GAAP financial measures is provided before income tax expense.
(5)
This expense consists primarily of expenses for employee stock options and restricted stock units. Employee stock-based compensation expense is not comparable from period to period due to changes in the fair market value of the Company’s Class A common stock (which is influenced by external factors like the volatility of public markets and the financial performance of the Company’s peers) and is not a key measure of the Company’s operations. The Company excludes employee stock-based compensation expense from its non-GAAP financial measures primarily because it consists of non-cash expenses that the Company does not believe are reflective of ongoing operating results. Further, the Company believes that it is useful to investors to understand the impact of employee stock-based compensation to its results of operations.
(6)
The Company excludes certain income and expenses that are the result of acquisitions. These acquisition related adjustments include the amortization of acquired intangible assets, changes in the fair value of contingent consideration, settlements of contingencies established at time of acquisition and other acquisition related charges, such as integration charges and professional and legal fees, which result in the Company recording expenses or fair value adjustments in its GAAP financial statements. The Company analyzes the performance of its operations without regard to these adjustments. In determining whether any acquisition related adjustment is appropriate, the Company takes into consideration, among other things, how such adjustments would or would not aid in the understanding of the performance of its operations.
(7)
The Company excludes certain income and expenses that are not reflective of ongoing operating results. It is difficult to estimate the amount or timing of these items in advance. Although these events are reflected in the Company's GAAP financial statements, the Company excludes them in it's non-GAAP financial measures because the Company believes these items may limit the comparability of ongoing operations with prior and future periods. These adjustments include amortization attributable to deferred financing costs, impairment charges related to internal-use software, expenses incurred with our proxy contest and other charges related to gain or loss contingencies. In determining whether any such adjustments is appropriate, the Company takes into consideration, among other things, how such adjustments would or would not aid in the understanding of the performance of its operations.
(8)
Represents the tax effect for the related non-GAAP measure adjustments using the Company's year to date effective tax rate.
(9)
These amounts represent estimated adjustments for net interest expense, income taxes, depreciation and amortization, employee stock-based compensation expense, stock-based retailer incentive compensation expense, contingent consideration, other income and expenses and transaction costs. Employee stock-based compensation expense and stock-based retailer incentive compensation expense include assumptions about the future fair value of the Company’s Class A common stock (which is influenced by external factors like the volatility of public markets and the financial performance of the Company’s peers).