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) |
GREEN DOT CORPORATION | |||
By: | /s/ Mark Shifke | ||
Mark Shifke | |||
Chief Financial Officer |
• | Green Dot Reports Third Quarter 2016 Total Operating Revenues of $154.5 million |
• | GAAP Net Income of $2.0 million and GAAP EPS of $0.04, including incremental launch expenses of $2.3 million |
• | Adjusted EBITDA of $23.8 million and Non-GAAP EPS of $0.21, including incremental launch expenses of $2.3 million |
• | Total operating revenues on a generally accepted accounting principles (GAAP) basis were $154.5 million for the third quarter of 2016, up from $146.4 million for the third quarter of 2015 |
• | GAAP net income was $2.0 million for the third quarter of 2016, up from $0.2 million for the third quarter of 2015 |
• | GAAP basic and diluted earnings per common share were both $0.04 for the third quarter of 2016, up from break-even for the third quarter of 2015 |
• | Non-GAAP total operating revenues1 were $154.6 million for the third quarter of 2016, up from $146.5 million for the third quarter of 2015 |
• | Including incremental launch expenses of $2.3 million: |
▪ | Adjusted EBITDA1 was $23.8 million, or 15.4% of non-GAAP total operating revenues1 for the third quarter of 2016, up from $22.2 million, or 15.2% of non-GAAP total operating revenues1 for the third quarter of 2015 |
▪ | Non-GAAP net income1 was $10.9 million for the third quarter of 2016, up from $7.9 million for the third quarter of 2015 |
▪ | Non-GAAP diluted earnings per share1 was $0.21 for the third quarter of 2016, up from $0.15 for the third 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. |
2016 | 2015 | |||||||||||||||||||||
Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | ||||||||||||||||
(In millions) | ||||||||||||||||||||||
Number of cash transfers | 9.36 | 9.35 | 9.71 | 9.71 | 9.53 | 9.55 | 10.09 | |||||||||||||||
Number of tax refunds processed | 0.10 | 2.18 | 8.18 | 0.06 | 0.10 | 2.00 | 8.52 | |||||||||||||||
Number of active cards at quarter end | 4.09 | 4.28 | 4.75 | 4.50 | 4.51 | 4.80 | 5.38 | |||||||||||||||
Gross dollar volume | $ | 5,338 | $ | 5,372 | $ | 6,569 | $ | 5,441 | $ | 5,040 | $ | 5,177 | $ | 6,350 | ||||||||
Purchase volume | $ | 3,759 | $ | 3,863 | $ | 4,708 | $ | 3,866 | $ | 3,676 | $ | 3,829 | $ | 4,684 |
• | Green Dot has entered into a multi-year contract extension with Family Dollar for the retailer to sell all of Green Dot’s new prepaid products and MoneyPak. |
• | Kroger-C locations, including Turkey Hill, Loaf N Jug and Kwik Shop, have been added as new retail distributors. They recently began selling the Green Dot’s new prepaid products and MoneyPak in nearly 700 stores. |
• | In October, CVS also began selling MoneyPak across its 8,000 locations. |
• | Dollar General has agreed to begin selling MoneyPak in Q1 of 2017 in over 13,000 locations. |
• | In October, OfficeMax and Office Depot began selling the Green Dot Classic Visa and Classic MasterCard, as well as the Green Dot Cash Back Visa Debit Card and MoneyPak in 1,588 retail locations. |
• | This quarter, Green Dot gained an additional 27,000 facings on the main display at Walgreens. With the additional facings, Green Dot products now occupy 70% of the planogram. |
• | In October, the Company launched the OneMain Prepaid Card powered by Green Dot. The card is being piloted in 29 stores and is expected to roll out to all of OneMain’s locations over the course of next year. |
• | The Uber Debit Card from GoBank has registered driver partners in 190 US cities through the end of Q3. |
• | Green Dot’s Uber Instant Pay to Any Debit option to Uber driver partners has expanded to 190 cities across the United States. |
• | Green Dot Money now has agreements with 8 lenders. The new lenders include partners located in relevant geographies and are a good fit for Green Dot customers. |
• | In October, the Company launched the Green Dot Platinum Visa Secured Credit Card. |
• | Green Dot now expects its full year non-GAAP total operating revenues2 to finish at the high end of its previously guided range of $708 million to $713 million. |
• | The Company now expects its full year adjusted EBITDA2 to finish at the low end of the previously guided range of $156 million to $160 million, including incremental launch expenses. |
• | Full year adjusted EBITDA guidance implies approximately $4 million of higher than expected expenses unfolding in Q4, which is comprised of a decision to incur $2 million in higher than originally planned marketing spend intended to drive higher revenue in future periods, and $2 million in higher than expected payment network fees being driven by a higher than expected number of ATM transactions and purchase transactions in the quarter and higher than expected fees on those transactions. |
• | The Company expects its full year non-GAAP EPS2 to finish above the mid-point of the previously guided range of $1.39 to $1.44, including incremental launch expenses, which assumes depreciation and amortization of property and equipment of $40.5 million, an effective tax rate of 36% and non-GAAP diluted weighted-average shares issued and outstanding of 51.7 million. |
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. |
September 30, 2016 | December 31, 2015 | ||||||
(Unaudited) | |||||||
Assets | (In thousands, except par value) | ||||||
Current assets: | |||||||
Unrestricted cash and cash equivalents | $ | 597,532 | $ | 772,128 | |||
Federal funds sold | — | 1 | |||||
Restricted cash | 40,137 | 5,793 | |||||
Investment securities available-for-sale, at fair value | 39,352 | 49,106 | |||||
Settlement assets | 84,918 | 69,165 | |||||
Accounts receivable, net | 24,879 | 42,153 | |||||
Prepaid expenses and other assets | 27,800 | 30,511 | |||||
Income tax receivable | 8,955 | 6,434 | |||||
Total current assets | 823,573 | 975,291 | |||||
Investment securities, available-for-sale, at fair value | 180,624 | 132,433 | |||||
Loans to bank customers, net of allowance for loan losses of $272 and $426 as of September 30, 2016 and December 31, 2015, respectively | 5,697 | 6,279 | |||||
Prepaid expenses and other assets | 11,358 | 6,416 | |||||
Property and equipment, net | 81,615 | 78,877 | |||||
Deferred expenses | 6,210 | 14,509 | |||||
Net deferred tax assets | 3,471 | 3,864 | |||||
Goodwill and intangible assets | 456,796 | 473,779 | |||||
Total assets | $ | 1,569,344 | $ | 1,691,448 | |||
Liabilities and Stockholders’ Equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 15,457 | $ | 37,186 | |||
Deposits | 592,975 | 652,145 | |||||
Obligations to customers | 42,280 | 61,300 | |||||
Settlement obligations | 3,866 | 5,074 | |||||
Amounts due to card issuing banks for overdrawn accounts | 1,618 | 1,067 | |||||
Other accrued liabilities | 96,513 | 87,635 | |||||
Deferred revenue | 10,421 | 22,901 | |||||
Note payable | 20,966 | 20,966 | |||||
Total current liabilities | 784,096 | 888,274 | |||||
Other accrued liabilities | 24,744 | 37,894 | |||||
Note payable | 84,961 | 100,686 | |||||
Net deferred tax liabilities | 1,086 | 1,272 | |||||
Total liabilities | 894,887 | 1,028,126 | |||||
Stockholders’ equity: | |||||||
Convertible Series A preferred stock, $0.001 par value (as converted): 10 shares authorized as of September 30, 2016 and December 31, 2015; 0 and 2 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively | — | 2 | |||||
Class A common stock, $0.001 par value: 100,000 shares authorized as of September 30, 2016 and December 31, 2015; 50,380 and 50,502 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively | 50 | 51 | |||||
Additional paid-in capital | 346,951 | 379,376 | |||||
Retained earnings | 327,053 | 284,108 | |||||
Accumulated other comprehensive income (loss) | 403 | (215 | ) | ||||
Total stockholders’ equity | 674,457 | 663,322 | |||||
Total liabilities and stockholders’ equity | $ | 1,569,344 | $ | 1,691,448 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
(In thousands, except per share data) | |||||||||||||||
Operating revenues: | |||||||||||||||
Card revenues and other fees | $ | 79,056 | $ | 71,870 | $ | 255,484 | $ | 242,904 | |||||||
Processing and settlement service revenues | 29,898 | 28,470 | 152,801 | 155,007 | |||||||||||
Interchange revenues | 45,540 | 46,020 | 147,721 | 148,381 | |||||||||||
Stock-based retailer incentive compensation | — | — | — | (2,520 | ) | ||||||||||
Total operating revenues | 154,494 | 146,360 | 556,006 | 543,772 | |||||||||||
Operating expenses: | |||||||||||||||
Sales and marketing expenses | 56,668 | 52,873 | 183,609 | 169,997 | |||||||||||
Compensation and benefits expenses | 37,900 | 40,555 | 122,079 | 123,370 | |||||||||||
Processing expenses | 25,703 | 20,496 | 80,760 | 78,216 | |||||||||||
Other general and administrative expenses | 34,740 | 34,142 | 102,720 | 101,081 | |||||||||||
Total operating expenses | 155,011 | 148,066 | 489,168 | 472,664 | |||||||||||
Operating (loss) income | (517 | ) | (1,706 | ) | 66,838 | 71,108 | |||||||||
Interest income | 1,637 | 1,128 | 5,471 | 3,624 | |||||||||||
Interest expense | (1,430 | ) | (1,465 | ) | (7,619 | ) | (4,510 | ) | |||||||
(Loss) income before income taxes | (310 | ) | (2,043 | ) | 64,690 | 70,222 | |||||||||
Income tax (benefit) expense | (2,347 | ) | (2,222 | ) | 21,745 | 25,734 | |||||||||
Net income | 2,037 | 179 | 42,945 | 44,488 | |||||||||||
Income attributable to preferred stock | (35 | ) | (5 | ) | (1,102 | ) | (1,269 | ) | |||||||
Net income available to common stockholders | $ | 2,002 | $ | 174 | $ | 41,843 | $ | 43,219 | |||||||
Basic earnings per common share: | $ | 0.04 | $ | — | $ | 0.85 | $ | 0.84 | |||||||
Diluted earnings per common share: | $ | 0.04 | $ | — | $ | 0.83 | $ | 0.83 | |||||||
Basic weighted-average common shares issued and outstanding: | 49,439 | 51,576 | 49,258 | 51,612 | |||||||||||
Diluted weighted-average common shares issued and outstanding: | 50,709 | 52,361 | 50,510 | 52,161 |
Nine Months Ended September 30, | |||||||
2016 | 2015 | ||||||
(In thousands) | |||||||
Operating activities | |||||||
Net income | $ | 42,945 | $ | 44,488 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization of property and equipment | 30,794 | 28,061 | |||||
Amortization of intangible assets | 17,272 | 17,124 | |||||
Provision for uncollectible overdrawn accounts | 58,694 | 46,480 | |||||
Provision for uncollectible trade receivables | 1,520 | — | |||||
Employee stock-based compensation | 20,941 | 19,076 | |||||
Stock-based retailer incentive compensation | — | 2,520 | |||||
Amortization of premium on available-for-sale investment securities | 1,000 | 821 | |||||
Change in fair value of contingent consideration | (5,500 | ) | (7,516 | ) | |||
Amortization of deferred financing costs | 1,151 | 1,151 | |||||
Impairment of capitalized software | 137 | 5,739 | |||||
Deferred income tax expense | (389 | ) | 29 | ||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable, net | (43,267 | ) | (17,263 | ) | |||
Prepaid expenses and other assets | (1,699 | ) | (11,317 | ) | |||
Deferred expenses | 8,299 | 11,347 | |||||
Accounts payable and other accrued liabilities | (17,609 | ) | (29,030 | ) | |||
Amounts due to card issuing banks for overdrawn accounts | 551 | (244 | ) | ||||
Deferred revenue | (12,555 | ) | (14,293 | ) | |||
Income tax receivable/payable | (2,463 | ) | 16,670 | ||||
Other, net | 318 | (94 | ) | ||||
Net cash provided by operating activities | 100,140 | 113,749 | |||||
Investing activities | |||||||
Purchases of available-for-sale investment securities | (123,447 | ) | (175,857 | ) | |||
Proceeds from maturities of available-for-sale securities | 83,031 | 57,309 | |||||
Proceeds from sales of available-for-sale securities | 1,322 | 24,289 | |||||
Increase in restricted cash | (34,344 | ) | (918 | ) | |||
Payments for acquisition of property and equipment | (33,266 | ) | (37,372 | ) | |||
Net decrease (increase) in loans | 582 | (57 | ) | ||||
Acquisition, net of cash acquired | — | (65,209 | ) | ||||
Net cash used in investing activities | (106,122 | ) | (197,815 | ) | |||
Financing activities | |||||||
Repayments of borrowings from note payable | (16,875 | ) | (16,875 | ) | |||
Borrowings on revolving line of credit | 25,000 | 30,001 | |||||
Repayments on revolving line of credit | (25,000 | ) | (30,001 | ) | |||
Proceeds from exercise of options | 9,410 | 2,077 | |||||
Excess tax benefits from exercise of options | 1,894 | 158 | |||||
Taxes paid related to net share settlement of equity awards | (6,325 | ) | (3,333 | ) | |||
Net decrease in deposits | (59,170 | ) | (65,379 | ) | |||
Net (decrease) increase in obligations to customers | (35,981 | ) | 90,817 | ||||
Contingent consideration payments | (2,555 | ) | (882 | ) | |||
Repurchase of Class A common stock | (59,013 | ) | (40,000 | ) | |||
Net cash used in financing activities | (168,615 | ) | (33,417 | ) | |||
Net decrease in unrestricted cash, cash equivalents, and federal funds sold | (174,597 | ) | (117,483 | ) | |||
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 | $ | 597,532 | $ | 607,155 | |||
Cash paid for interest | $ | 6,467 | $ | 3,359 | |||
Cash paid for income taxes | $ | 22,626 | $ | 9,324 |
Three Months Ended September 30, 2016 | |||||||||||||||
Account Services | Processing and Settlement Services | Corporate and Other | Total | ||||||||||||
(In thousands) | |||||||||||||||
Operating revenues | $ | 128,196 | $ | 32,919 | $ | (6,621 | ) | $ | 154,494 | ||||||
Operating expenses | 105,165 | 32,151 | 17,695 | 155,011 | |||||||||||
Operating income | $ | 23,031 | $ | 768 | $ | (24,316 | ) | $ | (517 | ) |
Three Months Ended September 30, 2015 | |||||||||||||||
Account Services | Processing and Settlement Services | Corporate and Other | Total | ||||||||||||
(In thousands) | |||||||||||||||
Operating revenues | $ | 121,655 | $ | 31,444 | $ | (6,739 | ) | $ | 146,360 | ||||||
Operating expenses | 101,398 | 29,437 | 17,231 | 148,066 | |||||||||||
Operating income | $ | 20,257 | $ | 2,007 | $ | (23,970 | ) | $ | (1,706 | ) |
Nine Months Ended September 30, 2016 | |||||||||||||||
Account Services | Processing and Settlement Services | Corporate and Other | Total | ||||||||||||
(In thousands) | |||||||||||||||
Operating revenues | $ | 408,445 | $ | 169,546 | $ | (21,985 | ) | $ | 556,006 | ||||||
Operating expenses | 339,276 | 104,193 | 45,699 | 489,168 | |||||||||||
Operating income | $ | 69,169 | $ | 65,353 | $ | (67,684 | ) | $ | 66,838 |
Nine Months Ended September 30, 2015 | |||||||||||||||
Account Services | Processing and Settlement Services | Corporate and Other | Total | ||||||||||||
(In thousands) | |||||||||||||||
Operating revenues | $ | 404,286 | $ | 164,251 | $ | (24,765 | ) | $ | 543,772 | ||||||
Operating expenses | 332,378 | 96,658 | 43,628 | 472,664 | |||||||||||
Operating income | $ | 71,908 | $ | 67,593 | $ | (68,393 | ) | $ | 71,108 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
(In thousands) | |||||||||||||||
Total operating revenues | $ | 154,494 | $ | 146,360 | $ | 556,006 | $ | 543,772 | |||||||
Stock-based retailer incentive compensation (2)(4) | — | — | — | 2,520 | |||||||||||
Contra-revenue advertising costs (3)(4) | 105 | 115 | 423 | 1,859 | |||||||||||
Non-GAAP total operating revenues | $ | 154,599 | $ | 146,475 | $ | 556,429 | $ | 548,151 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
(In thousands, except per share data) | |||||||||||||||
Net income | $ | 2,037 | $ | 179 | $ | 42,945 | $ | 44,488 | |||||||
Employee stock-based compensation expense (5) | 7,889 | 7,453 | 20,941 | 19,076 | |||||||||||
Stock-based retailer incentive compensation (2) | — | — | — | 2,520 | |||||||||||
Amortization of acquired intangibles (6) | 5,749 | 5,915 | 17,272 | 17,124 | |||||||||||
Change in fair value of contingent consideration (6) | — | — | (5,500 | ) | (7,516 | ) | |||||||||
Transaction costs (6) | — | 119 | 91 | 804 | |||||||||||
Amortization of deferred financing costs (7) | 384 | 384 | 1,151 | 1,151 | |||||||||||
Impairment charges (7) | 1 | 742 | 137 | 5,739 | |||||||||||
Extraordinary severance expenses (8) | 957 | — | 957 | — | |||||||||||
Other charges (7) | 548 | 90 | 2,990 | 2,575 | |||||||||||
Income tax effect (9) | (6,688 | ) | (6,935 | ) | (15,032 | ) | (17,291 | ) | |||||||
Non-GAAP net income | $ | 10,877 | $ | 7,947 | $ | 65,952 | $ | 68,670 | |||||||
Diluted earnings per common share* | |||||||||||||||
GAAP | $ | 0.04 | $ | — | $ | 0.83 | $ | 0.83 | |||||||
Non-GAAP | $ | 0.21 | $ | 0.15 | $ | 1.27 | $ | 1.28 | |||||||
Diluted weighted-average common shares issued and outstanding | |||||||||||||||
GAAP | 50,709 | 52,361 | 50,510 | 52,161 | |||||||||||
Non-GAAP | 51,568 | 53,880 | 51,807 | 53,716 |
* | Reconciliations between GAAP and non-GAAP diluted weighted-average shares issued and outstanding are provided in the next table. |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||
(In thousands) | |||||||||||
Diluted weighted-average shares issued and outstanding* | 50,709 | 52,361 | 50,510 | 52,161 | |||||||
Assumed conversion of weighted-average shares of preferred stock | 859 | 1,519 | 1,297 | 1,517 | |||||||
Weighted-average shares subject to repurchase | — | — | — | 38 | |||||||
Non-GAAP diluted weighted-average shares issued and outstanding | 51,568 | 53,880 | 51,807 | 53,716 |
* | Represents the diluted weighted-average shares of Class A common stock for the periods indicated. |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||
(In thousands) | |||||||||||
Stock outstanding as of September 30: | |||||||||||
Class A common stock | 50,380 | 50,294 | 50,380 | 50,294 | |||||||
Preferred stock (on an as-converted basis) | — | 1,519 | — | 1,519 | |||||||
Total stock outstanding as of September 30: | 50,380 | 51,813 | 50,380 | 51,813 | |||||||
Weighting adjustment | (82 | ) | 1,282 | 175 | 1,354 | ||||||
Dilutive potential shares: | |||||||||||
Stock options | 532 | 375 | 508 | 291 | |||||||
Restricted stock units | 726 | 383 | 737 | 236 | |||||||
Employee stock purchase plan | 12 | 27 | 7 | 22 | |||||||
Non-GAAP diluted weighted-average shares issued and outstanding | 51,568 | 53,880 | 51,807 | 53,716 |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
(In thousands) | |||||||||||||||
Net income | $ | 2,037 | $ | 179 | $ | 42,945 | $ | 44,488 | |||||||
Net interest (income) expense (4) | (207 | ) | 337 | 2,148 | 886 | ||||||||||
Income tax (benefit) expense | (2,347 | ) | (2,222 | ) | 21,745 | 25,734 | |||||||||
Depreciation and amortization of property and equipment (4) | 9,171 | 9,584 | 30,794 | 28,061 | |||||||||||
Employee stock-based compensation expense (4)(5) | 7,889 | 7,453 | 20,941 | 19,076 | |||||||||||
Stock-based retailer incentive compensation (2)(4) | — | — | — | 2,520 | |||||||||||
Amortization of acquired intangibles (4)(6) | 5,749 | 5,915 | 17,272 | 17,124 | |||||||||||
Change in fair value of contingent consideration (4)(6) | — | — | (5,500 | ) | (7,516 | ) | |||||||||
Transaction costs (4)(6) | — | 119 | 91 | 804 | |||||||||||
Impairment charges (4)(7) | 1 | 742 | 137 | 5,739 | |||||||||||
Extraordinary severance expenses (4)(8) | 957 | — | 957 | — | |||||||||||
Other charges (4)(7) | 548 | 90 | 2,990 | 2,575 | |||||||||||
Adjusted EBITDA | $ | 23,798 | $ | 22,197 | $ | 134,520 | $ | 139,491 | |||||||
Non-GAAP total operating revenues | $ | 154,599 | $ | 146,475 | $ | 556,429 | $ | 548,151 | |||||||
Adjusted EBITDA/non-GAAP total operating revenues (adjusted EBITDA margin) | 15.4 | % | 15.2 | % | 24.2 | % | 25.4 | % |
FY 2016 | |||||||
Range | |||||||
Low | High | ||||||
(In millions) | |||||||
Total operating revenues | $ | 707.6 | $ | 712.6 | |||
Contra-revenue advertising costs (3)(4) | 0.4 | 0.4 | |||||
Non-GAAP total operating revenues | $ | 708.0 | $ | 713.0 |
FY 2016 | |||||||
Range | |||||||
Low | High | ||||||
(In millions) | |||||||
Net income | $ | 39.6 | $ | 42.1 | |||
Adjustments (10) | 116.4 | 117.9 | |||||
Adjusted EBITDA | $ | 156.0 | $ | 160.0 | |||
Non-GAAP total operating revenues | $ | 713.0 | $ | 708.0 | |||
Adjusted EBITDA / Non-GAAP total operating revenues (Adjusted EBITDA margin) | 22 | % | 23 | % |
FY 2016 | |||||||
Range | |||||||
Low | High | ||||||
(In millions, except per share data) | |||||||
Net income | $ | 39.6 | $ | 42.1 | |||
Adjustments (10) | 32.0 | 32.0 | |||||
Non-GAAP net income | $ | 71.6 | $ | 74.1 | |||
Diluted earnings per share* | |||||||
GAAP | $ | 0.79 | $ | 0.85 | |||
Non-GAAP | $ | 1.39 | $ | 1.44 | |||
Diluted weighted-average shares issued and outstanding** | |||||||
GAAP | 50.1 | 49.8 | |||||
Non-GAAP | 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. |
FY 2016 | |||||
Range | |||||
Low | High | ||||
(In millions) | |||||
Diluted weighted-average shares issued and outstanding* | 49.8 | 50.1 | |||
Assumed conversion of weighted-average shares of preferred stock | 1.5 | 1.5 | |||
Non-GAAP diluted weighted-average shares issued and outstanding | 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. |
▪ | 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 $7.9 million and $7.5 million for the three months ended September 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, transaction costs, impairment charges, severance associated with reduction in force, and other charges and income 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. |
▪ | 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. |
▪ | 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, and other charges, which consists of expenses incurred with our proxy contest and expenses 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) | During the three months ended September 30, 2016, we recorded a $1.0 million charge for severance costs related to extraordinary personnel reductions. Although severance expenses are an ordinary part of our operations, the magnitude and scale of the reduction in workforce we began to implement in the three months ended September 30, 2016 is not expected to be repeated. We expect to incur additional severance charges related to this reduction in workforce in future periods and expect all such charges to be recorded by the end of the first half of 2017. |
(9) | Represents the tax effect for the related non-GAAP measure adjustments using the Company's year to date effective tax rate. |
(10) | These amounts represent estimated adjustments for net interest expense, income taxes, depreciation and amortization, employee stock-based compensation expense, contingent consideration, transaction costs, impairment charges, severance associated with our reduction in force, and other income and expenses. Employee stock-based compensation expense includes 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). |