EX-99.1 2 rate-20161103xex99_1.htm EX-99.1 Exhibit 991 Earnings Release

bankrateIncExhibit 99.1

Bankrate Reports Third Quarter 2016 Financial Results

Raises Full Year Outlook with Third Quarter Performance





NEW YORK, NY – November 3, 2016 - Bankrate, Inc. (NYSE: RATE) today reported financial results for the quarter ended September 30, 2016.

Summary Financial Results:





 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

In millions, except per share data

 

 

Q3 2016

 

 

Q3 2015

Growth

 



 

 

 

 

 

 

 

 

Total Revenue

 

$

128.8 

 

$

99.7 

29%

 



 

 

 

 

 

 

 

 

GAAP and Adjusted Net Income (loss)

 

 

 

 

 

 

 

 

GAAP

 

 

10.7 

 

 

(23.4)

NM

 

Adjusted (1)

 

 

19.8 

 

 

17.6 

12%

 



 

 

 

 

 

 

 

 

Diluted earnings (loss) per share (EPS)

 

 

 

 

 

 

 

 

GAAP

 

 

0.12 

 

 

(0.23)

NM

 

Adjusted

 

 

0.22 

 

 

0.18 

22%

 



 

 

 

 

 

 

 

 

Total Adjusted EBITDA (1)

 

 

38.5 

 

 

35.3 

9%

 



 

 

 

 

 

 

 

 





(1)

See reconciliation of GAAP to non-GAAP measures at the end of this press release; supplemental information can be found in the "Q3-16 Earnings Call Presentation" located in the "Investor Overview" section on http://investor.bankrate.com/.



Management Commentary:

“We are very pleased with our third quarter 2016 performance as the Company posted quarterly revenue and Adjusted EBITDA above the high-end of the guidance-range that was provided in August. Our Credit Cards business had a strong quarter. Adding NextAdvisor, including deploying its proprietary content marketing on CreditCards.com combined with other card segment paid marketing efforts lifted results in the quarter.  Further, our brand strength and social media footprint played a supporting role in a successful new card launch for an issuer. We are also making notable progress in our Banking segment, which posted the highest quarterly revenue and Adjusted EBITDA in three quarters as our value-based pricing framework gains traction. Mortgage revenues had another quarter of growth versus the prior year, and for the first time in three quarters deposit revenues grew sequentially versus the prior quarter.



The strategic initiatives we outlined at the start of 2016 are progressing well.   We have a great team and are excited to continue on the path towards sustainable long-term sales and profit growth,” said Kenneth S. Esterow, President and CEO of Bankrate, Inc.






 



Third Quarter 2016 Financial Highlights:

·

Total third quarter revenue of $128.8 million, up 29% versus third quarter of 2015.  Credit Cards consumer inquiry revenue increased 54% versus third quarter of 2015.  Mortgage consumer inquiry revenue increased 35% versus third quarter of 2015.

·

Third quarter GAAP Net Income of $10.7 million, representing earnings per share of $0.12; Adjusted Net Income in the third quarter of $19.8 million representing earnings per share of $0.22.  

·

Third quarter Adjusted EBITDA of $38.5 million, up 9% versus third quarter of 2015.



Third Quarter 2016 Business Highlights:

Credit Cards Segment:

·

Record segment revenue of $98.3 million, led by 54% growth in consumer inquiry revenue.  Achieved strong revenue growth from investments in paid marketing, the full quarter impact of NextAdvisor and the benefit from a new card product launch.

·

Record segment Adjusted EBITDA of $39.2 million, 19%  higher versus third quarter of 2015.

·

In the third quarter, total marketing spend more than doubled versus the prior year quarter, as we continue to extend our consumer footprint beyond organic search.

·

Launched new television advertising which included issuer co-branding.



Banking Segment:

·

Segment revenue of $26.1 million  was 9% lower versus third quarter of 2015. Consumer inquiry revenue was 4% lower versus third quarter of 2015. Mortgage consumer inquiry revenues increased 35% versus third quarter of 2015. Deposit consumer inquiry revenues declined by 32% versus third quarter of 2015.  However, deposit consumer inquiry revenues increased 25% sequentially over the prior quarter as we launched value-based pricing in this vertical.

·

Segment Adjusted EBITDA of $6.4 million, $1.3 million lower versus third quarter of 2015.



Senior Care Segment:

·

Segment revenue of $5.9 million was 12%  lower versus third quarter of 2015.

·

The number of participating senior living communities in the Caring network reached an all-time high in the third quarter, up 38% versus third quarter of 2015.

·

Caring.com launched a Cost per Lead (“CPL”) product in the growing in-home care adjacent vertical.




 



Business Outlook for the Fourth Quarter and Full Year 2016:

Bankrate, Inc.’s guidance remains unchanged for the fourth quarter ending December 31, 2016:

·

Revenue is expected to be in the range of $117 million to $122 million.

·

Adjusted EBITDA is expected to be in the range of $30 million to $32 million.



Bankrate, Inc. has raised guidance for the full year ending December 31, 2016:

·

Revenue is expected to be in the range of $438 million to $443 million.

·

Adjusted EBITDA is expected to be in the range of $114 million to $116 million.



November 3, 2016 at 5:00 p.m. EDT - Conference Call Interactive Dial-In and Webcast Information:

To participate in the teleconference please dial: (877) 809-9810 and enter the passcode 42898062.  International callers should dial: (330) 863-3286 and enter the passcode 42898062.  Please access the call at least 10 minutes prior to the time the conference is set to begin. A webcast of this call can be accessed at Bankrate’s website: http://investor.bankrate.com/.



Third Quarter 2016 Earnings Call Presentation:

Supplemental information including segment metrics and non-GAAP information can be found in the "Third Quarter 2016 Earnings Call Presentation" located in the "Investor Overview" section on http://investor.bankrate.com/.



Replay Information:

A replay of the conference call will be available beginning November 3, 2016 at 8:00 p.m. ET / 5:00 p.m. PT through November 10, 2016 at 8:00 p.m. ET / 5:00 p.m. PT.  To listen to the replay, call (855) 859-2056 and enter the passcode: 42898062.  International callers should dial (404) 537-3406 and enter the passcode: 42898062.





Non-GAAP Measures:

To supplement Bankrate’s financial statements presented in accordance with generally accepted accounting principles (“GAAP”), Bankrate uses non-GAAP measures of certain components of financial performance, including EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS, which are adjusted from results based on GAAP to exclude certain expenses, gains and losses.  These non-GAAP measures are provided to enhance investors’ overall understanding of Bankrate’s current financial performance and its prospects for the future.  Specifically, Bankrate believes the non-GAAP results provide useful information to both


 

management and investors by excluding certain expenses, gains and losses that may not be indicative of its core operating results.  In addition, because Bankrate has historically reported certain non-GAAP results to investors, Bankrate believes the inclusion of non-GAAP measures provides consistency in its financial reporting. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. The non-GAAP measures included in this press release have been reconciled to the nearest GAAP measure in the financial tables below.



With respect to Bankrate’s business outlook for the fourth quarter and full year 2016, a reconciliation of net income to Adjusted EBITDA is not provided because the Company cannot, without unreasonable effort, estimate or predict with reasonable certainty various components of net income, including acquisition or disposition related costs, changes in fair value in contingent acquisition consideration, discrete tax items, and expenses related to governmental investigations and related litigation and indemnification obligations, which components could significantly impact that financial measure.



About Bankrate, Inc.

Bankrate (NYSE: RATE) is a leading online publisher, aggregator, and distributor of personal finance content.  The Company’s vision is to help consumers Maximize Your Money™ when they borrow, save or invest. With this in mind, RATE aggregates large scale audiences of in-market consumers by providing them with proprietary, fully researched, comprehensive, independent and objective personal finance and related editorial content across multiple vertical categories including credit cards, mortgages, deposits, senior care and other categories, such as personal and auto loans retirement, and taxes.  RATE’s flagship sites Bankrate.com,  CreditCards.com, and Caring.com are leading destinations in each of their respective verticals and connect their vast audiences with financial service and senior care providers and other contextually relevant advertisers. RATE also owns and operates a number of specialist sites, apps and social platforms, including NextAdvisor.com,  The Points Guy,  Interest.com,  Quizzle.com and Walla.by.  Bankrate also develops and provides content, tools, web services and co-branded websites to over 100 online partners, including Yahoo!, CNBC and MarketWatch. In addition, Bankrate licenses editorial content to leading news organizations such as The Wall Street Journal and The New York Times.

Cautionary Statement Regarding Forward Looking Statements

Certain matters included in this press release may be “forward-looking statements” which involve risks and uncertainties.  Those statements include statements regarding the intent, belief or current expectations of the Company and members of our management team.  Such forward-looking statements include, without limitation, statements made with respect to future revenue, revenue growth, market acceptance of our products, our strategy and profitability.  Investors and prospective investors are cautioned that any such forward-looking


 

statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements.  We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions.  While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known or unknown factors, and it is impossible for us to anticipate all factors that could affect our actual results.  Important factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include the following:  the willingness or interest of banks, lenders, brokers, credit card issuers, senior care providers and other advertisers in the business verticals in which we operate to advertise on our websites or mobile applications, or purchase our leads, clicks, calls and referrals; changes in application approval rates by our credit card issuer customers; increased competition and its effect on our website traffic, click-through rates, advertising rates, margins, and market share; our dependence on internet search engines to attract a significant portion of the visitors to our websites and our ability to diversify the sources from which we obtain visitor traffic to our websites and mobile applications, including without limitation through use of social media channels; changes in the way that search engines display paid and organic search results and the impact of those changes on the number of consumers that visit our online network; the cost of driving consumers to our online network, including without limitation our ability to generate traffic profitably through online marketing channels; our dependence on traffic from our partners to produce a significant portion of the Company's revenue and our ability to establish and maintain distribution arrangements; risks related to the successful integration of the NextAdvisor business acquired and the ability to realize the expected benefits from such acquisition; risks and uncertainties associated with the NextAdvisor business; the willingness of consumers to accept the Internet and our online network as a medium for obtaining information on financial products or senior care; shift of visitors from desktop to mobile and mobile app environments; the rate of conversion of consumers' visits to our websites or mobile applications into senior care referrals and the rate at which those referrals result in move-ins with our senior care customers; the number of consumers seeking information about the financial and senior care products we have on our websites or mobile applications; our ability to successfully execute on our strategies, and the effectiveness of our strategies and investments in our business, including without limitation whether they result in increased revenue or profitability; our ability to maintain good working relationships with our customers and third-party providers and to continue to attract new customers; the material weakness in the operating effectiveness of our internal controls over financial reporting discussed in our 2015 Annual Report on Form 10-K and our ability to remediate the weakness completely and promptly; risks relating to the defense or litigation of lawsuits, including without limitation the failure to obtain final court approval of the proposed settlement of the putative securities law class action lawsuit described in our SEC filings or delay in obtaining such approval, and risks related to decisions by class members to opt out of or object to the proposed settlement; the timing and outcome of, including potential expense associated with, and the potential impact on our business and stock price of any


 

announcements regarding, the United States Department of Justice investigation relating to our financial reporting during 2012; the timing and outcome of, including potential expense associated with, and the potential impact on our business and stock price of any announcements regarding, the Consumer Financial Protection Bureau investigation; the costs of indemnification obligations to former directors, officers and employees; any delay, or failure to pay, or contractually required reduction in the deferred portion of the purchase price in connection with the sale of the Company's Insurance business in December 2015; our ability to anticipate and manage cybersecurity risk and data security risk and to mitigate or resolve issues that may arise; the effects of any security breach, data breach or cyberattack on our systems, websites or mobile applications, or on our reputation, and the impact of any notification costs or other liability arising from any security breach, data breach or cyberattack on our business; technological changes and our ability to adapt to new or evolving technologies that affect our business environment or operations; our ability to maintain effective disclosure controls and procedures and internal control over financial reporting; our ability to manage traffic on our websites or mobile applications, and service interruptions; our ability to maintain and develop our brands and content; our indebtedness and the effect such indebtedness may have on our business; our need and our ability to obtain additional debt or equity financing; our ability to integrate the operations and realize the expected benefits of businesses that we have acquired and may acquire in the future; the effect of unexpected liabilities we assume (whether intentional or not) from our acquisitions; the effect of programmatic advertising platforms on display revenue; our ability to attract and retain executive officers and personnel; any failure or refusal by our insurance providers to provide coverage under our insurance policies, including without limitation in connection with the putative securities class action lawsuit; our ability to protect our intellectual property; the effects of potential liability for content on our websites or mobile applications; the effect of our operations in the United Kingdom and possible expansion to other international markets, in which we may have limited experience, and our ability to successfully execute on our business strategies in international markets; the strength of the U.S. economy in general and the financial services industry in particular; changes in monetary and fiscal policies of the U.S. government and interest rate volatility; changes in consumer spending and saving habits; review of our business and operations by regulatory or other governmental authorities; changes in laws and regulations or interpretations of laws and regulations, other changes in the legal and regulatory environment, and the impact of such changes on the operation of our business; any further impairment to our goodwill and/or intangible assets, including without limitation further impairment of the goodwill of our Banking reporting unit or Quizzle reporting unit, and the potential for impairment of the goodwill of our Senior Care reporting unit, as discussed in our SEC filings; changes in accounting principles, policies, practices or guidelines; and our ability to manage the risks involved in the foregoing. For more information about factors that could cause actual results to differ materially from our expectations, refer to our reports filed with the Securities and Exchange Commission, including the discussion without limitation under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2015 along with any modifications or updates to


 

those “Risk Factors” in our Quarterly Reports on Form 10-Q.  These documents are available on the SEC’s website at www.sec.gov.  Any factor described above or in our SEC reports could, by itself or together with one or more other factors, adversely affect our financial results and condition. We caution you that the foregoing list of important factors may not contain all of the material factors that are important to you.  We undertake no obligation to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise, except as otherwise required by law.



-Financial Statements Follow-

###



For more information contact:

Steven D. Barnhart

SVP, Chief Financial Officer

steve.barnhart@bankrate.com

(917) 438-9558


 

Bankrate, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet

(Unaudited)

(In thousands, except share and per share data)

















 

 

 

 

 

 

 



 

 

 

 

 

 



 

September 30,

 

December 31,

 



 

2016

 

2015

 

Assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

135,831 

 

$

237,204 

 

Accounts receivable, net of allowance for doubtful accounts of

 

 

 

 

 

 

 

$238 and $147, respectively

 

 

71,029 

 

 

56,265 

 

Prepaid expenses and other current assets

 

 

23,404 

 

 

27,773 

 

Total current assets

 

 

230,264 

 

 

321,242 

 

Furniture, fixtures and equipment, net of accumulated depreciation of

 

 

 

 

 

 

 

$20,115 and $16,027, respectively

 

 

14,092 

 

 

10,189 

 

Intangible assets, net of accumulated amortization of

 

 

 

 

 

 

 

$194,986 and $168,627, respectively

 

 

208,924 

 

 

205,766 

 

Goodwill

 

 

604,789 

 

 

567,544 

 

Other assets

 

 

36,059 

 

 

23,127 

 

Total assets

 

$

1,094,128 

 

$

1,127,868 

 

Liabilities and stockholders' equity

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Accounts payable

 

$

11,163 

 

$

10,147 

 

Accrued expenses

 

 

31,917 

 

 

25,838 

 

Deferred revenue and customer deposits

 

 

1,086 

 

 

1,508 

 

Accrued interest payable

 

 

2,297 

 

 

6,890 

 

Other current liabilities

 

 

7,211 

 

 

15,583 

 



 

 

53,674 

 

 

59,966 

 

Deferred income taxes

 

 

6,950 

 

 

7,552 

 

Long term debt, net of unamortized discount

 

 

295,103 

 

 

293,284 

 

Other liabilities

 

 

48,976 

 

 

5,871 

 

Total liabilities

 

 

404,703 

 

 

366,673 

 

Commitments and contingencies

 

 

 

 

 

 

 

Stockholders' equity

 

 

 

 

 

 

 

Common stock, par value $.01 per share -

 

 

 

 

 

 

 

300,000,000 shares authorized

 

 

 

 

 

 

 

103,133,890 shares and 103,845,310 shares issued,

 

 

 

 

 

 

 

respectively; 90,145,705 shares and 96,794,018 shares outstanding, respectively

 

 

1,032 

 

 

1,039 

 

Additional paid-in capital

 

 

898,440 

 

 

886,261 

 

Accumulated deficit

 

 

(66,973)

 

 

(36,985)

 

Less: Treasury stock, at cost - 12,988,185 shares and 7,051,292 shares, respectively

 

 

(142,344)

 

 

(88,616)

 

Accumulated other comprehensive loss

 

 

(730)

 

 

(504)

 

Total stockholders' equity

 

 

689,425 

 

 

761,195 

 

Total liabilities and stockholders' equity

 

$

1,094,128 

 

$

1,127,868 

 


 

Bankrate, Inc. and Subsidiaries

Condensed Consolidated Statements of Income (Loss)

(Unaudited)

(In thousands, except share and per share data)







 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

Three months ended

 

 

Nine months ended



 

September 30,

 

September 30,

 

September 30,

 

September 30,

 



 

2016

 

2015

 

2016

 

2015

 

Revenue

 

$

128,798 

 

$

99,659 

 

$

320,578 

 

$

278,219 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

 

64,516 

 

 

44,526 

 

 

164,936 

 

 

127,700 

 

Sales and marketing

 

 

4,619 

 

 

4,269 

 

 

13,237 

 

 

12,773 

 

Product development and technology

 

 

8,122 

 

 

6,320 

 

 

22,171 

 

 

17,060 

 

General and administrative

 

 

23,939 

 

 

19,206 

 

 

60,928 

 

 

51,602 

 

Legal settlements

 

 

(13,824)

 

 

 -

 

 

5,325 

 

 

 

Acquisition, disposition and related expenses

 

 

(80)

 

 

557 

 

 

1,255 

 

 

1,131 

 

Restructuring charges

 

 

(93)

 

 

93 

 

 

(127)

 

 

93 

 

Changes in fair value of contingent acquisition consideration

 

 

3,389 

 

 

348 

 

 

3,490 

 

 

736 

 

Impairment charges

 

 

4,178 

 

 

 -

 

 

29,178 

 

 

 -

 

Depreciation and amortization

 

 

10,845 

 

 

9,983 

 

 

31,551 

 

 

29,285 

 

Total costs and expenses

 

 

105,611 

 

 

85,302 

 

 

331,944 

 

 

240,383 

 

Income (loss) from operations

 

 

23,187 

 

 

14,357 

 

 

(11,366)

 

 

37,836 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other expenses, net

 

 

4,871 

 

 

5,583 

 

 

14,693 

 

 

17,266 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before taxes

 

 

18,316 

 

 

8,774 

 

 

(26,059)

 

 

20,570 

 

Income tax expense

 

 

7,534 

 

 

3,109 

 

 

3,747 

 

 

8,411 

 

Net (loss) income from continuing operations

 

 

10,782 

 

 

5,665 

 

 

(29,806)

 

 

12,159 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss from discontinued operation, net of income taxes

 

 

(96)

 

 

(29,056)

 

 

(182)

 

 

(30,277)

 

Net income (loss)

 

$

10,686 

 

$

(23,391)

 

$

(29,988)

 

$

(18,118)

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Basic net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.12 

 

$

0.06 

 

$

(0.33)

 

$

0.12 

 

Discontinued operation

 

 

 -

 

 

(0.30)

 

 

 -

 

 

(0.30)

 

Basic net income (loss) per share:

 

$

0.12 

 

$

(0.24)

 

$

(0.33)

 

$

(0.18)

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.12 

 

$

0.06 

 

$

(0.33)

 

$

0.12 

 

Discontinued operation

 

 

 -

 

 

(0.29)

 

 

 -

 

 

(0.30)

 

Diluted net income (loss) per share

 

$

0.12 

 

$

(0.23)

 

$

(0.33)

 

$

(0.18)

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

87,865,210 

 

 

98,637,078 

 

 

89,596,668 

 

 

98,661,043 

 

Diluted

 

 

88,895,104 

 

 

99,305,197 

 

 

89,596,668 

 

 

99,246,176 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

10,686 

 

 

(23,391)

 

 

(29,988)

 

 

(18,118)

 

Other comprehensive income (loss), net of tax

 

 

73 

 

 

(123)

 

 

(226)

 

 

(96)

 

Comprehensive income (loss)

 

$

10,759 

 

$

(23,514)

 

$

(30,214)

 

$

(18,214)

 
















 

Bankrate, Inc. and Subsidiaries

Non-GAAP Measures (Unaudited)

(In thousands, except per share data)







 

 

 

 

 

 

 

 

 

 

 

 

 





 

 

(Unaudited)

 

 

(Unaudited)

 



 

Three months ended

 

Nine months ended

 



 

September 30,

 

September 30,

 

September 30,

 

September 30,

 



 

2016

 

2015

 

2016

 

2015

 

Revenue

 

$

128,798 

 

$

99,659 

 

$

320,578 

 

$

278,219 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA (1)

 

$

38,486 

 

$

35,275 

 

$

84,410 

 

$

98,621 

 

Adjusted EBITDA margin

 

 

29.9% 

 

 

35.4% 

 

 

26.3% 

 

 

35.4% 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income (2)

 

$

19,791 

 

$

17,594 

 

$

40,272 

 

$

47,834 

 

Adjusted EPS

 

$

0.22 

 

$

0.18 

 

$

0.45 

 

$

0.48 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted weighted average common shares outstanding (diluted):

 

 

88,895,104 

 

 

99,305,197 

 

 

90,297,873 

 

 

99,246,176 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Adjusted EBITDA adds back interest and other expense; income tax (benefit) expense; depreciation and amortization; net income (loss) from discontinued operations; changes in fair value of contingent acquisition consideration; acquisition, disposition, offering and related expenses; restructuring charges; any impairment charge; Next Advisor contingent payments for the acquisition; costs related to the restatement, the internal review, the SEC and DOJ investigations and related litigation and indemnification obligations; purchase accounting adjustments; stock-based compensation; legal settlements; and the results of the operations in China as we are winding them down and ceasing the operations.

Reconciliation of Adjusted EBITDA

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

10,686 

 

$

(23,391)

 

$

(29,988)

 

$

(18,118)

 

Interest and other expenses, net

 

 

4,871 

 

 

5,583 

 

 

14,693 

 

 

17,266 

 

Income tax expense

 

 

7,534 

 

 

3,109 

 

 

3,747 

 

 

8,411 

 

Depreciation and amortization

 

 

10,845 

 

 

9,983 

 

 

31,551 

 

 

29,285 

 

Earnings before interest, taxes, depreciation and amortization (EBITDA)

 

 

33,936 

 

 

(4,716)

 

 

20,003 

 

 

36,844 

 

Net loss (income) from discontinued operations

 

 

96 

 

 

29,056 

 

 

182 

 

 

30,277 

 

China operations

 

 

736 

 

 

16 

 

 

1,505 

 

 

309 

 

Changes in fair value of contingent acquisition consideration

 

 

3,389 

 

 

348 

 

 

3,490 

 

 

736 

 

Acquisition, disposition and related expenses

 

 

(80)

 

 

557 

 

 

1,255 

 

 

1,131 

 

Next Advisor contingent payments

 

 

2,519 

 

 

 -

 

 

3,890 

 

 

 -

 

Restatement-related expenses

 

 

2,234 

 

 

1,089 

 

 

5,656 

 

 

10,647 

 

Impact of purchase accounting

 

 

 -

 

 

 -

 

 

 -

 

 

35 

 

Stock-based compensation (4)

 

 

5,395 

 

 

8,832 

 

 

14,053 

 

 

18,546 

 

Legal settlements

 

 

(13,824)

 

 

 -

 

 

5,325 

 

 

 

Restructuring charge

 

 

(93)

 

 

93 

 

 

(127)

 

 

93 

 

Impairment

 

 

4,178 

 

 

 -

 

 

29,178 

 

 

 -

 

Adjusted EBITDA

 

$

38,486 

 

$

35,275 

 

$

84,410 

 

$

98,621 

 



 

 

 

 

 

 

 

 

 

 

 

 

 


 

(2) Adjusted net income adds back net income (loss) from discontinued operations; income tax (benefit) expense; non-recurring change in fair value of contingent acquisition consideration; acquisition, disposition, offering and related expenses; restructuring charges; any impairment charge; Next Advisor contingent payments for the acquisition; costs related to the restatement, the internal review, the SEC and DOJ investigations and related litigation and indemnification obligations; purchase accounting adjustments; stock-based compensation; legal settlements; amortization; and the results of the operations in China as we are winding them down and ceasing the operations; net of tax.

Reconciliation of Adjusted net income

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

10,686 

 

$

(23,391)

 

$

(29,988)

 

$

(18,118)

 

Net loss (income) from discontinued operations

 

 

96 

 

 

29,056 

 

 

182 

 

 

30,277 

 

China operations

 

 

736 

 

 

16 

 

 

1,505 

 

 

309 

 

Income tax expense

 

 

7,534 

 

 

3,109 

 

 

3,747 

 

 

8,411 

 

Change in fair value of contingent acquisition consideration due to change in estimate (3)

 

 

2,870 

 

 

 -

 

 

2,649 

 

 

(945)

 

Acquisition, disposition and related expenses

 

 

(80)

 

 

557 

 

 

1,255 

 

 

1,131 

 

Next Advisor contingent payments

 

 

2,519 

 

 

 -

 

 

3,890 

 

 

 -

 

Restatement-related expenses

 

 

2,234 

 

 

1,089 

 

 

5,656 

 

 

10,647 

 

Impact of purchase accounting

 

 

 -

 

 

 -

 

 

 -

 

 

35 

 

Stock-based compensation (4)

 

 

5,395 

 

 

8,832 

 

 

14,053 

 

 

18,546 

 

Legal settlements

 

 

(13,824)

 

 

 -

 

 

5,325 

 

 

 

Amortization

 

 

10,194 

 

 

9,482 

 

 

28,695 

 

 

28,028 

 

Restructuring charge

 

 

(93)

 

 

93 

 

 

(127)

 

 

93 

 

Impairment

 

 

4,178 

 

 

 -

 

 

29,178 

 

 

 -

 

Adjusted income before tax

 

 

32,445 

 

 

28,843 

 

 

66,020 

 

 

78,417 

 

Income tax (5)

 

 

12,654 

 

 

11,249 

 

 

25,748 

 

 

30,583 

 

Adjusted net income

 

$

19,791 

 

$

17,594 

 

$

40,272 

 

$

47,834 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

(3) Change in fair value of contingent acquisition consideration due to change in estimate represents changes in fair value attributable to changes in expected earnings of acquired businesses.

Reconciliation of change in fair value of contingent acquisition consideration

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in fair value of contingent acquisition consideration

 

$

3,389 

 

$

348 

 

$

3,490 

 

$

736 

 

Less: Change in fair value due to passage of time

 

 

519 

 

 

348 

 

 

841 

 

 

1,681 

 

Change in fair value of contingent acquisition consideration due to change in estimate

 

$

2,870 

 

$

 -

 

$

2,649 

 

$

(945)

 



 

 

 

 

 

 

 

 

 

 

 

 

 

(4) Stock-based compensation is recorded in the following line items:

 

 

 

 

 

 

 

Cost of revenue

 

$

455 

 

$

196 

 

$

1,364 

 

$

1,174 

 

Sales and marketing

 

 

458 

 

 

576 

 

 

1,392 

 

 

1,915 

 

Product development and technology

 

 

1,140 

 

 

822 

 

 

3,006 

 

 

2,685 

 

General and administrative

 

 

3,342 

 

 

7,238 

 

 

8,291 

 

 

12,772 

 

Total stock-based compensation expense

 

$

5,395 

 

$

8,832 

 

$

14,053 

 

$

18,546 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

(5) Assumes 39% income tax rate.