2013-03-31 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): April 30, 2013
 
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:

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

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

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

[ ] 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 April 30, 2013, Green Dot Corporation issued a press release announcing its financial results for the quarter ended March 31, 2013 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 April 30, 2013








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/ JOHN L. KEATLEY
 
 
 
John L. Keatley
 
 
 
Chief Financial Officer
 

Date: April 30, 2013






EXHIBIT INDEX
Number    Description
99.01        Press release, dated April 30, 2013


2013-03-31 Ex 99.01 Earnings Release


Green Dot Reports First Quarter 2013 Non-GAAP Revenue Growth of 8%, Non-GAAP diluted EPS of $0.42, Updates Revenue Outlook for 2013

Pasadena, CA - April 30, 2013 - Green Dot Corporation (NYSE: GDOT), today reported financial results for the first quarter ended March 31, 2013.
For the first quarter of 2013, Green Dot reported an 8% year-over-year increase in non-GAAP total operating revenues1 to $155.8 million and non-GAAP diluted earnings per share1 of $0.42. GAAP results for the first quarter were $154.1 million in total operating revenues and $0.35 in diluted earnings per share.
Net cash provided by operating activities totaled $24.5 million for the first quarter.
“Our first quarter results were better than our internal forecast. The solid gains in our key usage metrics, particularly in average spend, reloads, and revenue per card, helped us deliver non-GAAP revenue growth of 8% year-over-year. Our Q1 results demonstrate that, despite increased direct competition and new, more stringent risk controls, Green Dot remains a strong and growing leader in the prepaid market. While we are generally pleased with how things played out in Q1, we believe there is still a lack of certainty for the remainder of the year," said Steve Streit, Green Dot's Chairman and Chief Executive Officer.
GAAP financial results for the first quarter of 2013 compared to the first quarter of 2012:
Total operating revenues on a generally accepted accounting principles (GAAP) basis increased 9% to $154.1 million for the first quarter of 2013 from $141.2 million for the first quarter of 2012
GAAP net income was $15.6 million for the first quarter of 2013 versus $16.4 million for the first quarter of 2012
GAAP basic and diluted earnings per common share were $0.36 and $0.35, respectively, for the first quarter of 2013 versus $0.39 and $0.37, respectively, for the first quarter of 2012
Non-GAAP financial results for the first quarter of 2013 compared to the first quarter of 2012:1 
Non-GAAP total operating revenues1 increased 8% to $155.8 million for the first quarter of 2013 from $144.4 million for the first quarter of 2012
Non-GAAP net income1 was $18.5 million for the first quarter of 2013 versus $20.5 million for the first quarter of 2012
Non-GAAP diluted earnings per share1 were $0.42 for the first quarter of 2013 versus $0.46 for the first quarter of 2012
EBITDA plus employee stock-based compensation expense and stock-based retailer incentive compensation expense (adjusted EBITDA1) was $34.2 million for the first quarter of 2013 versus $36.0 million for the first quarter of 2012


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 of cash flows. Additional information about the Company's non-GAAP financial measures can be found under the caption “About Non-GAAP Financial Measures” below.



Key business metrics for the quarter ended March 31, 2013:
Number of cash transfers was 11.25 million for the first quarter of 2013, an increase of 1.16 million, or 11%, over the first quarter of 2012
Number of active cards at quarter end was 4.49 million, a decrease of 0.20 million, or 4%, over the first quarter of 2012
Gross dollar volume (GDV) was $5.1 billion for the first quarter of 2013, an increase of $249 million, or 5%, versus the first quarter of 2012
Purchase volume was $3.6 billion for the first quarter of 2013, an increase of $95 million, or 3%, over the first quarter of 2012
Please refer to the Company's Annual Report on Form 10-K for a description of the key business metrics described above. The following table shows the Company's quarterly key business metrics for each of the last five calendar quarters:
 
2013
 
2012
 
Q1
 
Q4
Q3
Q2
Q1
 
(In millions)
Number of cash transfers
11.25

 
11.04

10.52

10.14

10.09

Number of active cards at quarter end
4.49

 
4.37

4.42

4.44

4.69

Gross dollar volume
$
5,072

 
$
4,279

$
4,070

$
3,980

$
4,823

Purchase volume
$
3,582

 
$
3,233

$
2,966

$
2,943

$
3,487

Select Business Updates
As of the quarter ended March 31, 2013, Green Dot has 700,000 direct deposit customers with retention of approximately 20 months, and 2.1 million cash reloading customers with retention of approximately 9 months, for a blended retention of approximately 12 months. At 2.8 million reloading customers, Green Dot believes that its reloading customer base is larger than the entire customer base of any other company in the prepaid industry, with customer retention that is among the best in our industry
Green Dot remains on track to make its new mobile bank account product available to the general public this summer. The company plans to demonstrate the latest developments on GoBank at the Finovate financial technology conference in San Francisco on May 14th
Green Dot's new RushCard Live product in conjunction with UniRush LLC launched earlier this month and is now in the process of rolling out to more than 4,000 Rite Aid stores and 7,000 CVS/pharmacy stores nationwide. Green Dot believes RushCard Live will contribute to overall category growth in participating retailers over time
John Keatley, Green Dot's Chief Financial Officer, added, "We had solid revenue growth in the first quarter, driven in large part by the increasing quality and retention of our portfolio. This was encouraging given the significant headwinds that we encountered in Q1, including increased competition, the impact of new risk controls, and lower tax refund volumes than we have seen in previous years. Adjusted EBITDA margins were impacted year-over-year due to the integration of the Loopt acquisition, which was not reflected in our prior year results. Based on our first quarter results, we have increased our full year non-GAAP revenue guidance to $525-550 million. Our guidance for full year adjusted EBITDA and non-GAAP EPS remains unchanged, as we anticipate the possibility of investments required to support new growth initiatives."




Outlook for 2013
Green Dot's updated outlook is based on a number of assumptions that Green Dot 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.
For 2013, Green Dot now expects full year non-GAAP total operating revenues2 to be in the range of $525 million to $550 million.
Green Dot's guidance for full year adjusted EBITDA and non-GAAP EPS is unchanged. Green Dot continues to expect adjusted EBITDA2 to be between $85 million and $100 million for the full year, and full-year non-GAAP diluted EPS2 to be between $0.95 and $1.20.
Conference Call
The Company will host a conference call to discuss first quarter 2013 financial results today at 5:00 p.m. ET. In addition to the conference call, there will be a webcast presentation of accompanying slides accessible on the Company's investor relations website. Hosting the call will be Steve Streit, Chief Executive Officer, and John Keatley, Chief Financial Officer. The conference call can be accessed live over the phone by dialing (866) 524-3160, or (412) 317-6760 for international callers. A replay will be available approximately two hours after the call concludes and can be accessed by dialing (877) 870-5176 or (858) 384-5517 for international callers; the conference ID is 10027361. The replay of the webcast will be available until Thursday, May 7, 2013. The live call and the replay, along with supporting materials, can also be accessed through 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 full-year 2013 guidance, including all the statements under "Outlook for 2013," 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 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, 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 and card issuing banks, 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 http://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 April 30, 2013, and the Company assumes no obligation to update this information as a result of future events or developments.

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.




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; income tax expense; depreciation and amortization; employee stock-based compensation expense; and stock-based retailer incentive compensation expense. 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 2013 guidance for non-GAAP total operating revenues, adjusted EBITDA and Non-GAAP diluted earnings per share. 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 is a Bank Holding Company with a mission to reinvent personal banking for the masses. Its market leading brand of prepaid debit cards and prepaid reload services are available to consumers at more than 60,000 retail locations nationwide and online at greendot.com. The company is headquartered in Pasadena, California with technology offices in Mountain View, California and Westlake Village, California and its bank subsidiary, Green Dot Bank, located in Provo, Utah.
Contacts
Investor Relations
Christopher Mammone, 626-765-2427
IR@greendot.com
Media Relations
Liz Brady DiTrapano, 646-277-1226






GREEN DOT CORPORATION
CONSOLIDATED BALANCE SHEETS
 
March 31,
2013
 
December 31,
2012
 
(Unaudited)
 
 
 
(In thousands, except par value)
Assets
 
 
 
Current assets:
 
 
 
Unrestricted cash and cash equivalents
$
370,159

 
$
293,590

Federal funds sold
3,001

 
3,001

Investment securities available-for-sale, at fair value
100,742

 
115,244

Settlement assets
48,459

 
36,127

Accounts receivable, net
50,561

 
40,441

Prepaid expenses and other assets
25,204

 
31,952

Income tax receivable

 
7,386

Net deferred tax assets
2,338

 
2,478

Total current assets
600,464

 
530,219

Restricted cash
634

 
634

Investment securities, available-for-sale, at fair value
62,443

 
68,543

Accounts receivable, net
10,913

 
10,931

Loans to bank customers, net of allowance for loan losses of $450 and $475 as of March 31, 2013 and December 31, 2012, respectively
7,228

 
7,552

Prepaid expenses and other assets
2,053

 
1,530

Property and equipment, net
58,098

 
58,376

Deferred expenses
9,784

 
12,510

Net deferred tax assets
4,579

 
4,629

Goodwill and intangible assets
30,772

 
30,804

Total assets
$
786,968

 
$
725,728

Liabilities and Stockholders’ Equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
18,933

 
$
31,411

Deposits
222,022

 
198,451

Obligations to customers
61,204

 
46,156

Settlement obligations
16,940

 
3,639

Amounts due to card issuing banks for overdrawn accounts
53,178

 
50,724

Other accrued liabilities
29,089

 
29,469

Deferred revenue
14,852

 
19,557

Income tax payable
446

 

Total current liabilities
416,664

 
379,407

Other accrued liabilities
21,818

 
18,557

Total liabilities
438,482

 
397,964

 
 
 
 
Stockholders’ equity:
 
 
 
Convertible Series A preferred stock, $0.001 par value: 10 shares authorized and 7 shares issued and outstanding as of March 31, 2013 and December 31, 2012, respectively
7

 
7

Class A common stock, $0.001 par value; 100,000 shares authorized as of March 31, 2013 and December 31, 2012, respectively; 32,157 and 31,798 shares issued and outstanding as of March 31, 2013 and December 31, 2012, respectively
32

 
31

Class B convertible common stock, $0.001 par value, 100,000 shares authorized as of March 31, 2013 and December 31, 2012, respectively; 3,918 and 4,197 shares issued and outstanding as of March 31, 2013 and December 31, 2012, respectively
4

 
4

Additional paid-in capital
163,783

 
158,656

Retained earnings
184,556

 
168,960

Accumulated other comprehensive income
104

 
106

Total stockholders’ equity
348,486

 
327,764

Total liabilities and stockholders’ equity
$
786,968

 
$
725,728






GREEN DOT CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 
Three Months Ended March 31,
 
2013
 
2012
 
(In thousands, except per share data)
Operating revenues:
 
 
 
Card revenues and other fees
$
64,667

 
$
61,222

Cash transfer revenues
44,335

 
39,643

Interchange revenues
46,756

 
43,506

Stock-based retailer incentive compensation
(1,609
)
 
(3,190
)
Total operating revenues
154,149

 
141,181

Operating expenses:
 
 
 
Sales and marketing expenses
56,177

 
52,572

Compensation and benefits expenses
31,754

 
26,153

Processing expenses
21,999

 
20,850

Other general and administrative expenses
20,880

 
15,968

Total operating expenses
130,810

 
115,543

Operating income
23,339

 
25,638

Interest income
819

 
959

Interest expense
(17
)
 
(24
)
Income before income taxes
24,141

 
26,573

Income tax expense
8,555

 
10,205

Net income
15,586

 
16,368

Income attributable to preferred stock
(2,493
)
 
(2,650
)
Net income allocated to common stockholders
$
13,093

 
$
13,718

Basic earnings per common share:
 
 
 
Class A common stock
$
0.36

 
$
0.39

Class B common stock
$
0.36

 
$
0.39

Basic weighted-average common shares issued and outstanding:
 
 
 
Class A common stock
30,951

 
28,839

Class B common stock
4,096

 
5,230

Diluted earnings per common share:
 
 
 
Class A common stock
$
0.35

 
$
0.37

Class B common stock
$
0.35

 
$
0.37

Diluted weighted-average common shares issued and outstanding:
 
 
 
Class A common stock
36,293

 
35,867

Class B common stock
5,190

 
7,012







GREEN DOT CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
Three Months Ended March 31,
 
2013
 
2012
 
(In thousands)
Operating activities
 
 
 
Net income
$
15,586

 
$
16,368

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
6,354

 
3,651

Provision for uncollectible overdrawn accounts
15,470

 
14,450

Employee stock-based compensation
2,890

 
3,489

Stock-based retailer incentive compensation
1,609

 
3,190

Amortization of premium on available-for-sale investment securities
173

 
264

Realized gains (losses) on investment securities
6

 
(8
)
Recovery for uncollectible trade receivables
(41
)
 
(429
)
Impairment of capitalized software
936

 
43

Deferred income tax expense
193

 

Excess tax benefits from exercise of options
(229
)
 
(1,268
)
Changes in operating assets and liabilities:
 
 
 
Accounts receivable, net
(26,529
)
 
(20,328
)
Prepaid expenses and other assets
6,225

 
(4,364
)
Deferred expenses
2,726

 
2,833

Accounts payable and other accrued liabilities
(7,681
)
 
18,802

Amounts due issuing bank for overdrawn accounts
3,452

 
3,445

Deferred revenue
(4,705
)
 
(5,452
)
Income tax receivable
8,067

 
2,577

Net cash provided by operating activities
24,502

 
37,263

 
 
 
 
Investing activities
 
 
 
Purchases of available-for-sale investment securities
(46,841
)
 
(122,077
)
Proceeds from maturities of available-for-sale securities
54,227

 
8,053

Proceeds from sales of available-for-sale securities
13,026

 
7,700

Decrease in restricted cash

 
(115
)
Payments for acquisition of property and equipment
(8,886
)
 
(7,833
)
Net principal collections on loans
324

 
877

Acquisitions, net of cash acquired

 
(32,052
)
Net cash provided by (used in) investing activities
11,850

 
(145,447
)
 
 
 
 
Financing activities
 
 
 
Proceeds from exercise of options
400

 
588

Excess tax benefits from exercise of options
229

 
1,268

Net increase in deposits
23,571

 
515

Net increase in obligations to customers
16,017

 

Net cash provided by financing activities
40,217

 
2,371

 
 
 
 
Net increase (decrease) in unrestricted cash, cash equivalents, and federal funds sold
76,569

 
(105,813
)
Unrestricted cash, cash equivalents, and federal funds sold, beginning of year
296,591

 
225,433

Unrestricted cash, cash equivalents, and federal funds sold, end of period
$
373,160

 
$
119,620

 
 
 
 
Cash paid for interest
$
30

 
$
28

Cash paid for income taxes
$
302

 
$
9,827







GREEN DOT CORPORATION
Reconciliation of Total Operating Revenues to Non-GAAP Total Operating Revenues (1)
(Unaudited)
 
Three Months Ended March 31,
 
2013
 
2012
 
(In thousands)
Reconciliation of total operating revenues to non-GAAP total operating revenues
 
 
 
Total operating revenues
$
154,149

 
$
141,181

Stock-based retailer incentive compensation (2)(3)
1,609

 
3,190

Non-GAAP total operating revenues
$
155,758

 
$
144,371

Reconciliation of Net Income to Non-GAAP Net Income (1)
(Unaudited)
 
Three Months Ended March 31,
 
2013
 
2012
 
(In thousands, except per share data)
Reconciliation of net income to non-GAAP net income
 
 
 
Net income
$
15,586

 
$
16,368

Employee stock-based compensation expense, net of tax (4)
1,866

 
2,149

Stock-based retailer incentive compensation, net of tax (2)
1,039

 
1,965

Non-GAAP net income
$
18,491

 
$
20,482

Diluted earnings per share*
 
 
 
GAAP
$
0.35

 
$
0.37

Non-GAAP
$
0.42

 
$
0.46

Diluted weighted-average shares issued and outstanding**
 
 
 
GAAP
36,293

 
35,867

Non-GAAP
44,137

 
44,156

____________
*
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 GAAP to Non-GAAP Diluted Weighted-Average Shares issued and Outstanding (1)
(Unaudited)
 
Three Months Ended March 31,
 
2013
 
2012
 
(In thousands)
Reconciliation of GAAP to non-GAAP diluted weighted-average shares issued and outstanding
 
 
 
Diluted weighted-average shares issued and outstanding*
36,293

 
35,867

Assumed conversion of weighted-average shares of preferred stock
6,859

 
6,859

Weighted-average shares subject to repurchase
985

 
1,430

Non-GAAP diluted weighted-average shares issued and outstanding
44,137

 
44,156

____________
*
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 March 31,
 
2013
 
2012
 
(In thousands)
Supplemental detail on non-GAAP diluted weighted-average shares issued and outstanding
 
 
 
Stock outstanding as of March 31:
 
 
 
Class A common stock
32,157

 
30,418

Class B common stock
3,918

 
5,171

Preferred stock (on an as-converted basis)
6,859

 
6,859

Total stock outstanding as of March 31:
42,934

 
42,448

Weighting adjustment
(43
)
 
(90
)
Dilutive potential shares:
 
 
 
Stock options
1,094

 
1,782

Restricted stock units
119

 
7

Employee stock purchase plan
33

 
9

Non-GAAP diluted weighted-average shares issued and outstanding
44,137

 
44,156

Reconciliation of Net Income to Adjusted EBITDA (1)
(Unaudited)
 
Three Months Ended March 31,
 
2013
 
2012
 
(In thousands)
Reconciliation of net income to adjusted EBITDA
 
 
 
Net income
$
15,586

 
$
16,368

Net interest income
(802
)
 
(935
)
Income tax expense
8,555

 
10,205

Depreciation and amortization
6,354

 
3,651

Employee stock-based compensation expense (3)(4)
2,890

 
3,489

Stock-based retailer incentive compensation (2)(3)
1,609

 
3,190

Adjusted EBITDA
$
34,192

 
$
35,968

Non-GAAP total operating revenues
$
155,758

 
$
144,371

Adjusted EBITDA/non-GAAP total operating revenues (adjusted EBITDA margin)
22.0
%
 
24.9
%





GREEN DOT CORPORATION
Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected GAAP Total Operating Revenue (1)
(Unaudited)
 
Range
 
Low
 
High
 
(In millions)
Reconciliation of total operating revenues to non-GAAP total operating revenues
 
 
 
Total operating revenues
$
518

 
$
543

Stock-based retailer incentive compensation (2)*
7

 
7

Non-GAAP total operating revenues
$
525

 
$
550

____________
*
Assumes the Company's right to repurchase lapses on 36,810 shares per month during 2013 of the Company's Class A common stock at $16.71 per share, our market price on the last trading day of the first quarter 2013. A $1.00 change in the Company's Class A common stock price represents an annual change of $441,720 in stock-based retailer incentive compensation.
Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected GAAP Net Income (1)
(Unaudited)
 
Range
 
Low
 
High
 
(In millions)
Reconciliation of net income to adjusted EBITDA
 
 
 
Net income
$
31

 
$
42

Adjustments (5)
54

 
58

Adjusted EBITDA
$
85

 
$
100

 
 
 
 
Non-GAAP total operating revenues
$
550

 
$
525

Adjusted EBITDA / Non-GAAP total operating revenues (Adjusted EBITDA margin)
15
%
 
19
%





GREEN DOT CORPORATION
Reconciliation of Forward Looking Guidance for Non-GAAP Financial Measures to
Projected GAAP Net Income (1)
(Unaudited)
 
Range
 
Low
 
High
 
(In millions)
Reconciliation of net income to non-GAAP net income
 
 
 
Net income
$
31

 
$
42

Adjustments (5)
11

 
11

Non-GAAP net income
$
42

 
$
53

Diluted earnings per share*
 
 
 
GAAP
$
0.70

 
$
0.95

Non-GAAP
$
0.95

 
$
1.20

Diluted weighted-average shares issued and outstanding**
 
 
 
GAAP
36

 
36

Non-GAAP
44

 
44

____________
*
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)
 
Range
 
Low
 
High
 
(In millions)
Reconciliation of GAAP to non-GAAP diluted weighted-average shares issued and outstanding
 
 
 
Diluted weighted-average shares issued and outstanding*
36

 
36

Assumed conversion of weighted-average shares of preferred stock
7

 
7

Weighted-average shares subject to repurchase
1

 
1

Non-GAAP diluted weighted-average shares issued and outstanding
44

 
44

____________
*
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 results 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 2010 and future total operating revenues, investors can make direct comparisons of the Company’s revenues from operations prior to and after May 2010 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 $2.89 million and $3.49 million for the three-month periods ended March 31, 2013 and 2012, 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 interest expense, income tax expense, depreciation and amortization, employee stock-based compensation expense, and stock-based retailer incentive compensation expense, 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. Prior to the three months ended June 30, 2010, the Company did not record stock-based retailer incentive compensation expense. The Company will, however, continue to incur this expense through May 2015. In future periods, the Company does not expect this expense will be comparable from period to period due to changes in the fair value of its Class A common stock. The Company will also have to record additional stock-based retailer incentive compensation expense to the extent that a warrant to purchase its Class B common stock vests and becomes exercisable upon the achievement of certain performance goals by PayPal. The Company does not believe these non-cash expenses are reflective of ongoing operating results.
(3)
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.
(4)
This expense consists primarily of expenses for employee stock options. 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.
(5)
These amounts represent estimated adjustments for net interest income, income taxes, depreciation and amortization, employee stock-based compensation expense, and stock-based retailer incentive compensation expense. Employee stock-based compensation expense and stock-based retailer incentive compensation expense include assumptions about the future 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).