001-34819 | 95-4766827 | |
(Commission File Number) | (IRS Employer Identification No.) | |
605 East Huntington Drive, Suite 205 Monrovia, CA |
91016 | |
(Address of Principal Executive Offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Number | Description | |
99.01
|
Press release, dated November 3, 2010 |
GREEN DOT CORPORATION |
||||
By: | /s/ JOHN L. KEATLEY | |||
John L. Keatley | ||||
Chief Financial Officer | ||||
Date: November 3, 2010 |
Number | Description | |
99.01
|
Press release, dated November 3, 2010 |
| Total operating revenues on a generally accepted accounting principles (GAAP) basis increased 36% to $88.9 million for the third quarter of 2010 from $65.3 million for the third quarter of 2009 | ||
| GAAP net income decreased 14% to $9.0 million for the third quarter of 2010 from $10.5 million for the third quarter of 2009 | ||
| GAAP basic and diluted earnings per common share were $0.22 and $0.20, respectively, for the third quarter of 2010 and $0.28 and $0.22, respectively, for the third quarter of 2009 |
| Non-GAAP total operating revenues1 increased 44% to $94.1 million for the third quarter of 2010 from $65.3 million for the third quarter of 2009 | ||
| Non-GAAP net income1 increased 19% to $13.0 million for the third quarter of 2010 from $10.9 million for the third quarter of 2009 | ||
| Non-GAAP diluted earnings per share1 was $0.30 for the third quarter of 2010 and $0.27 for the third quarter of 2009 | ||
| EBITDA plus employee stock-based compensation expense and stock-based retailer incentive compensation expense (adjusted EBITDA1) increased 22% to $24.4 million for the third quarter of 2010 compared to $20.0 million for the third quarter of 2009 |
| Number of general purpose reloadable debit cards activated was 1.5 million, an increase of 36% over the third quarter of 2009 | ||
| Number of cash transfers was 6.9 million, an increase of 53% over the third quarter of 2009 | ||
| Number of active cards (as of quarter end) was 3.3 million, an increase of 50% over the third quarter of 2009 | ||
| Gross dollar volume was $2.5 billion, an increase of 69% over the third quarter of 2009 |
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 statements of cash flows. Additional information about the Companys non-GAAP financial measures can be found under the caption About Non-GAAP Financial Measures below. |
Q3 | Q2 | Q1 | Q4 | Q3 | Q2 | Q1 | ||||||||||||||||||||||
2010 | 2010 | 2010 | 2009 | 2009 | 2009 | 2009 | ||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||||
Number of GPR cards activated |
1.5 | 1.5 | 1.8 | 1.4 | 1.1 | 0.9 | 0.9 | |||||||||||||||||||||
Number of cash transfers |
6.9 | 6.4 | 5.9 | 5.1 | 4.5 | 4.1 | 3.5 | |||||||||||||||||||||
Number of active cards (as
of quarter end) |
3.3 | 3.2 | 3.4 | 2.7 | 2.2 | 2.0 | 1.7 | |||||||||||||||||||||
Gross dollar volume |
$ | 2,516 | $ | 2,375 | $ | 2,846 | $ | 1,745 | $ | 1,486 | $ | 1,345 | $ | 1,207 |
September 30, | December 31, | |||||||
2010 | 2009 | |||||||
(Unaudited) | ||||||||
(in thousands, except par value) | ||||||||
Assets |
||||||||
Current assets: |
||||||||
Unrestricted cash and cash equivalents |
$ | 135,581 | $ | 56,303 | ||||
Settlement assets |
11,784 | 42,569 | ||||||
Accounts receivable, net |
23,985 | 29,157 | ||||||
Prepaid expenses and other assets |
6,776 | 7,262 | ||||||
Income taxes receivable |
| 5,452 | ||||||
Net deferred tax assets |
4,335 | 4,634 | ||||||
Total current assets |
182,461 | 145,377 | ||||||
Restricted cash |
5,163 | 15,381 | ||||||
Accounts receivable, net |
3,175 | 1,130 | ||||||
Prepaid expenses and other assets |
641 | 1,047 | ||||||
Property and equipment, net |
16,045 | 11,973 | ||||||
Deferred expenses |
5,894 | 8,200 | ||||||
Total assets |
$ | 213,379 | $ | 183,108 | ||||
Liabilities and Stockholders Equity |
||||||||
Current liabilities: |
||||||||
Accounts payable and accrued liabilities |
$ | 11,331 | $ | 9,777 | ||||
Settlement obligations |
11,784 | 42,569 | ||||||
Amounts due to card issuing banks for overdrawn accounts |
33,181 | 23,422 | ||||||
Other accrued liabilities |
14,071 | 13,916 | ||||||
Deferred revenue |
11,227 | 15,048 | ||||||
Income tax payable |
2,986 | | ||||||
Total current liabilities |
84,580 | 104,732 | ||||||
Other accrued liabilities |
4,398 | 2,761 | ||||||
Deferred revenue |
50 | 97 | ||||||
Net deferred tax liabilities |
3,886 | 4,154 | ||||||
Total liabilities |
92,914 | 111,744 | ||||||
Stockholders equity: |
||||||||
Convertible preferred stock, $0.001 par value: 5,000
shares authorized as of September 30, 2010, 25,554
shares authorized as of December 31, 2009; no shares
issued and outstanding as of September 30, 2010, 24,942
shares issued and outstanding as of December 31, 2009;
liquidation preference of $0 and $31,322 as of
September 30, 2010 and December 31, 2009, respectively |
| 31,322 | ||||||
Class A common stock, $0.001 par value; 100,000 shares
authorized as of September 30, 2010, no shares
authorized as of December 31, 2009; 7,589 shares issued
and outstanding as of September 30, 2010, no shares
issued and outstanding as of December 31, 2009 |
5 | | ||||||
Class B convertible common stock, $0.001 par value,
100,000 shares authorized as of September 30, 2010,
50,000 shares authorized as of December 31, 2009;
33,269 and 12,860 shares issued and outstanding as of
September 30, 2010 and December 31, 2009, respectively |
34 | 13 | ||||||
Additional paid-in capital |
58,706 | 12,603 | ||||||
Retained earnings |
61,720 | 27,426 | ||||||
Total stockholders equity |
120,465 | 71,364 | ||||||
Total liabilities and stockholders equity |
$ | 213,379 | $ | 183,108 | ||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
(in thousands except per share data) | ||||||||||||||||
Operating revenues: |
||||||||||||||||
Card revenues |
$ | 40,592 | $ | 30,849 | $ | 124,978 | $ | 93,011 | ||||||||
Cash transfer revenues |
26,484 | 17,256 | 73,630 | 49,383 | ||||||||||||
Interchange revenues |
27,044 | 17,213 | 81,106 | 46,554 | ||||||||||||
Stock-based retailer incentive compensation |
(5,216 | ) | | (7,673 | ) | | ||||||||||
Total operating revenues |
88,904 | 65,318 | 272,041 | 188,948 | ||||||||||||
Operating expenses: |
||||||||||||||||
Sales and marketing expenses |
30,305 | 17,182 | 87,777 | 52,430 | ||||||||||||
Compensation and benefits expenses |
17,621 | 12,666 | 50,474 | 32,827 | ||||||||||||
Processing expenses |
14,579 | 9,951 | 43,131 | 27,092 | ||||||||||||
Other general and administrative expenses |
10,976 | 7,587 | 33,997 | 18,721 | ||||||||||||
Total operating expenses |
73,481 | 47,386 | 215,379 | 131,070 | ||||||||||||
Operating income |
15,423 | 17,932 | 56,662 | 57,878 | ||||||||||||
Interest income |
111 | 64 | 269 | 179 | ||||||||||||
Interest expense |
(23 | ) | (3 | ) | (48 | ) | (3 | ) | ||||||||
Income before income taxes |
15,511 | 17,993 | 56,883 | 58,054 | ||||||||||||
Income tax expense |
6,540 | 7,522 | 22,589 | 24,344 | ||||||||||||
Net income |
8,971 | 10,471 | 34,294 | 33,710 | ||||||||||||
Dividends, accretion, and allocated earnings of preferred stock |
(1,255 | ) | (7,060 | ) | (16,094 | ) | (22,886 | ) | ||||||||
Net income allocated to common stockholders |
$ | 7,716 | $ | 3,411 | $ | 18,200 | $ | 10,824 | ||||||||
Basic earnings per common share: |
||||||||||||||||
Class A common stock |
$ | 0.22 | $ | | $ | 0.87 | $ | | ||||||||
Class B common stock |
$ | 0.22 | $ | 0.28 | $ | 0.87 | $ | 0.90 | ||||||||
Basic weighted-average common shares issued and outstanding |
||||||||||||||||
Class A common stock |
4,266 | | 1,442 | | ||||||||||||
Class B common stock |
28,627 | 12,051 | 18,232 | 12,046 | ||||||||||||
Diluted earnings per common share: |
||||||||||||||||
Class A common stock |
$ | 0.20 | $ | | $ | 0.81 | $ | | ||||||||
Class B common stock |
$ | 0.20 | $ | 0.22 | $ | 0.81 | $ | 0.70 | ||||||||
Diluted weighted-average common shares issued and outstanding |
||||||||||||||||
Class A common stock |
36,132 | | 22,884 | | ||||||||||||
Class B common stock |
31,862 | 15,262 | 21,441 | 15,545 | ||||||||||||
Nine Months Ended | ||||||||
September 30, | ||||||||
2010 | 2009 | |||||||
(in thousands) | ||||||||
Operating activities |
||||||||
Net income |
$ | 34,294 | $ | 33,710 | ||||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
||||||||
Depreciation and amortization |
5,405 | 3,552 | ||||||
Provision for uncollectible overdrawn accounts |
34,912 | 18,089 | ||||||
Employee stock-based compensation |
5,246 | 1,983 | ||||||
Stock-based retailer incentive compensation |
7,673 | | ||||||
Provision (benefit) for uncollectible trade receivables |
(24 | ) | 112 | |||||
Impairment of capitalized software |
388 | 315 | ||||||
Deferred income tax expense |
31 | (1,731 | ) | |||||
Change in operating assets and liabilities: |
||||||||
Settlement assets |
30,785 | 3,289 | ||||||
Accounts receivable |
(31,761 | ) | (19,668 | ) | ||||
Prepaid expenses and other assets |
817 | (3,105 | ) | |||||
Deferred expenses |
2,306 | 3,568 | ||||||
Accounts payable and accrued liabilities |
3,877 | 2,544 | ||||||
Settlement obligations |
(30,785 | ) | (3,289 | ) | ||||
Amounts due to card issuing banks for overdrawn accounts |
9,759 | 4,996 | ||||||
Deferred revenue |
(3,868 | ) | (4,988 | ) | ||||
Income taxes payable (receivable) |
8,438 | 2,238 | ||||||
Net cash provided by operating activities |
77,493 | 41,614 | ||||||
Investing activities |
||||||||
Decrease (increase) in restricted cash |
10,218 | (13,028 | ) | |||||
Purchases of property and equipment |
(10,321 | ) | (5,547 | ) | ||||
Net cash used in investing activities |
(103 | ) | (18,575 | ) | ||||
Financing activities |
||||||||
Repayments on line of credit |
| (77 | ) | |||||
Borrowings on line of credit |
| 77 | ||||||
Proceeds from exercise of warrants and options |
1,888 | 162 | ||||||
Exercise of call option on warrant |
| (1,958 | ) | |||||
Redemption of preferred and common shares |
| (617 | ) | |||||
Net cash provided by (used in) financing activities |
1,888 | (2,413 | ) | |||||
Net increase in unrestricted cash and cash equivalents |
79,278 | 20,626 | ||||||
Unrestricted cash and cash equivalents, beginning of year |
56,303 | 16,692 | ||||||
Unrestricted cash and cash equivalents, end of period |
$ | 135,581 | $ | 37,318 | ||||
Cash paid for interest |
$ | 40 | $ | 42 | ||||
Cash paid for income taxes |
$ | 14,215 | $ | 24,009 |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
(in thousands) | ||||||||||||||||
Reconciliation of total operating revenues to
non-GAAP total operating revenues |
||||||||||||||||
Total operating revenues |
$ | 88,904 | $ | 65,318 | $ | 272,041 | $ | 188,948 | ||||||||
Stock-based retailer incentive compensation (2)(3) |
5,216 | | 7,673 | | ||||||||||||
Non-GAAP total operating revenues |
$ | 94,120 | $ | 65,318 | $ | 279,714 | $ | 188,948 | ||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
(in thousands) | ||||||||||||||||
Reconciliation of net income to adjusted EBITDA |
||||||||||||||||
Net income |
$ | 8,971 | $ | 10,471 | $ | 34,294 | $ | 33,710 | ||||||||
Interest income, net |
(88 | ) | (61 | ) | (221 | ) | (176 | ) | ||||||||
Income tax expense |
6,540 | 7,522 | 22,589 | 24,344 | ||||||||||||
Depreciation and amortization |
2,042 | 1,227 | 5,405 | 3,552 | ||||||||||||
Employee stock-based compensation expense (3)(4) |
1,746 | 800 | 5,246 | 1,983 | ||||||||||||
Stock-based retailer incentive compensation (2)(3) |
5,216 | | 7,673 | | ||||||||||||
Adjusted EBITDA |
$ | 24,427 | $ | 19,959 | $ | 74,986 | $ | 63,413 | ||||||||
Non-GAAP total operating revenues |
$ | 94,120 | $ | 65,318 | 279,714 | $ | 188,948 | |||||||||
Adjusted EBITDA / non-GAAP total operating revenue
(adjusted EBITDA margin) |
26.0 | % | 30.6 | % | 26.8 | % | 33.6 | % | ||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
(in thousands, except per share data) | ||||||||||||||||
Reconciliation of net income to non-GAAP net income |
||||||||||||||||
Net income |
$ | 8,971 | $ | 10,471 | $ | 34,294 | $ | 33,710 | ||||||||
Employee stock-based compensation expense (4) |
1,010 | 464 | 3,163 | 1,150 | ||||||||||||
Stock-based retailer incentive compensation (2) |
3,017 | | 4,626 | | ||||||||||||
Non-GAAP net income |
$ | 12,998 | $ | 10,935 | $ | 42,083 | $ | 34,860 | ||||||||
Diluted earnings per share* |
||||||||||||||||
GAAP |
$ | 0.20 | $ | 0.22 | $ | 0.81 | $ | 0.70 | ||||||||
Non-GAAP |
$ | 0.30 | $ | 0.27 | $ | 0.99 | $ | 0.86 | ||||||||
Diluted weighted-average shares issued and outstanding* |
||||||||||||||||
GAAP |
36,132 | 15,262 | 22,884 | 15,545 | ||||||||||||
Non-GAAP |
43,918 | 40,203 | 42,534 | 40,529 |
* | 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 diluted weighted-average Class B shares issued and outstanding are the most directly comparable GAAP measure for periods ending 2010 and 2009, respectively. |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
(in thousands) | ||||||||||||||||
Reconciliation of GAAP to non-GAAP diluted weighted-average
shares issued and outstanding |
||||||||||||||||
Diluted weighted-average shares issued and outstanding* |
36,132 | 15,262 | 22,884 | 15,545 | ||||||||||||
Assumed conversion of weighted-average shares of preferred stock |
5,693 | 24,941 | 18,455 | 24,984 | ||||||||||||
Weighted-average shares subject to repurchase |
2,093 | | 1,195 | | ||||||||||||
Diluted weighted-average shares issued and outstanding |
43,918 | 40,203 | 42,534 | 40,529 | ||||||||||||
* | Refer to shares of Class A common stock for periods ending in 2010 and shares of Class B common stock for periods ending in 2009. |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
(in thousands) | ||||||||||||||||
Supplemental detail on non-GAAP diluted weighted-average shares issued and outstanding |
||||||||||||||||
Stock outstanding as of September 30: |
||||||||||||||||
Class A common stock |
7,589 | | 7,589 | | ||||||||||||
Class B common stock |
33,269 | 12,060 | 33,269 | 12,060 | ||||||||||||
Preferred stock |
| 24,942 | | 24,942 | ||||||||||||
Total stock outstanding as of September 30 |
40,858 | 37,002 | 40,858 | 37,002 | ||||||||||||
Weighting adjustment |
(179 | ) | (10 | ) | (1,534 | ) | 28 | |||||||||
Dilutive potential shares: |
||||||||||||||||
Stock options |
3,180 | 2,950 | 3,011 | 2,921 | ||||||||||||
Warrants |
55 | 261 | 198 | 578 | ||||||||||||
Employee stock purchase plan |
4 | | 1 | | ||||||||||||
Non-GAAP diluted weighted-average shares issued and
outstanding |
43,918 | 40,203 | 42,534 | 40,529 | ||||||||||||
(1) | To supplement the Companys 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 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 Companys operating performance for the following reasons: |
| stock-based retailer incentive compensation is a non-cash GAAP accounting charge that acts as an offset to the Companys actual revenues from operations as the Company has historically calculated them. This charge results from the monthly lapsing of the Companys 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 Companys GAAP 2010 and future total operating revenues, investors can make direct comparisons of the Companys revenues from operations prior to and after May 2010 and thus more easily perceive trends in the Companys core operations. Further, because the monthly charge is based on the then-current market value of the shares as to which the Companys repurchase right lapses, adding back this charge eliminates fluctuations in the Companys operating revenues caused by variations in its month- |
end stock prices 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 $1.7 million and $0.8 million for the three months ended September 30, 2010 and 2009, respectively, and approximately $5.2 million and $2.0 million for the nine months ended September 30, 2010 and 2009, respectively. By comparing the Companys adjusted EBITDA, non-GAAP net income and non-GAAP diluted earnings per share in different historical periods, investors can evaluate the Companys operating results without the additional variations caused by employee stock-based compensation expense, which is not comparable from period to period due to changes in the fair market value of the Companys Class A common stock (which is influenced by external factors like the volatility of public markets and the financial performance of the Companys peers), and is not a key measure of the Companys operations; | ||
| Adjusted EBITDA is widely used by investors to measure a companys 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; |
| as measures of operating performance, because they exclude the impact of items not directly resulting from the Companys core operations; | ||
| for planning purposes, including the preparation of the Companys annual operating budget; | ||
| to allocate resources to enhance the financial performance of the Companys business; | ||
| to evaluate the effectiveness of the Companys business strategies; and | ||
| in communications with the Companys board of directors concerning the Companys financial performance. |
| that these measures do not reflect the Companys 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 Companys 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 Companys 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 Companys right to repurchase has lapsed pursuant to the terms of the May 2010 agreement under which they were issued to Walmart Stores, Inc., a contra-revenue component of the Companys 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 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 Companys Class A common stock (which is influenced by external factors like the volatility of public markets and the financial performance of the Companys peers) and is not a key measure of the Companys 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. |