Intersections Inc. (NASDAQ: INTX) today announced financial
results for the quarter ended June 30, 2018 which are consistent
with preliminary results announced on August 16, 2018:
- Revenue of $39 million for the second
quarter and $78 million for the six months ended June 30,
2018.
- $(597) thousand consolidated loss from
continuing operations before income taxes for the second quarter
compared to $(7.8) million loss in the second quarter of 2017.
- $674 thousand consolidated income from
continuing operations before income taxes for the six months ended
June 30, 2018 compared to $(12.0) million loss for the six months
ended June 30, 2017.
- $2.9 million adjusted EBITDA for the
second quarter 2018 compared to $(736) thousand adjusted EBITDA
loss for the second quarter 2017.
- $6.2 million adjusted EBITDA for the
six months ended June 30, 2018 compared to $(1.7) million adjusted
EBITDA loss for the six months ended June 30, 2017.
- $2.4 million cash provided by
continuing operations for the six months ended June 30, 2018
compared to cash used in continuing operations of $(1.9) for the
six months ended June 30, 2017.
“Second quarter and year-to-date 2018 consolidated income from
continuing operations and adjusted EBITDA continue to show
significant improvement compared to the prior year results,” said
Michael R. Stanfield, Executive Chairman and President. “We are
especially pleased to have reached agreement on the material terms
of a proposed financing transaction, the proceeds of which we
expect to use to repay our existing secured debt and support our
continuing growth plans.”
Liquidity and Refinancing Update:
The Company reached agreement with an institutional investor to
the material terms of a proposed preferred equity investment, which
would provide us $29.0 million to $35.0 million of liquidity,
including the conversion of the Bridge Notes the Company entered
into during the second quarter (the “Transaction”). As of June 30,
2018, the outstanding balance of the Company’s secured debt was
$17.5 million, the outstanding balances of the Bridge Notes totaled
$3.0 million, and its cash on hand was approximately $7.7 million.
The Company expects to use the proceeds of the Transaction to fully
satisfy the secured debt, prepayment penalties and transaction
costs and also provide liquidity to continue to execute its
business plan.
The consummation and actual terms of the Transaction (or any
other alternative refinancing transaction) are subject to a number
of factors, including without limitation market conditions,
negotiation and execution of definitive agreements, receipt of
additional funding commitments and satisfaction of customary
closing conditions, including any required shareholder approval.
There can be no assurance that the Company will be able to
consummate the Transaction (or any other alternative refinancing
transaction) on the terms described above or at all. If the
Transaction (or any other alternative refinancing transaction) is
not funded in amounts sufficient to meet the repayment obligations
of Amendment No. 4 to the Company’s Credit Agreement through
December 31, 2018, it will not be able to meet all of the repayment
obligations of the secured debt.
Consolidated Second Quarter and Year-to-Date Results:
Consolidated revenue for the quarter ended June 30, 2018 was
$38.6 million, compared to $39.9 million for the quarter ended June
30, 2017. Loss from continuing operations before income taxes for
the quarter ended June 30, 2018 was $(597) thousand, compared to
$(7.8) million for the quarter ended June 30, 2017. Adjusted EBITDA
(loss) for the quarter ended June 30, 2018 was $2.9 million,
compared to $(736) thousand for the quarter ended June 30, 2017.
Basic and diluted loss from continuing operations per share for the
quarter ended June 30, 2018 was $(0.02), compared to $(0.33) for
the quarter ended June 30, 2017.
Consolidated revenue for the six months ended June 30, 2018 was
$77.7 million, compared to $80.4 million for the six months ended
June 30, 2017. Income (loss) from continuing operations before
income taxes for the six months ended June 30, 2018 was $674
thousand, compared to $(12.0) million for the six months ended June
30, 2017. Adjusted EBITDA (loss) for the six months ended June 30,
2018 was $6.2 million, compared to $(1.7) million for the six
months ended June 30, 2017. Basic and diluted income (loss) from
continuing operations per share for the six months ended June 30,
2018 was $0.05, compared to $(0.50) for the six months ended June
30, 2017.
Consolidated Second Quarter Highlights:
- Identity Guard® subscriber revenue was
$13.4 million for the quarter ended June 30, 2018, compared to
$13.5 million for the quarter ended March 31, 2018 and $12.5
million for the quarter ended June 30, 2017. The Identity Guard®
subscriber base was 357 thousand subscribers as of June 30, 2018,
compared to 329 thousand subscribers as of June 30, 2017. The
increase in the subscriber base was primarily from growth in the
direct to consumer and employee benefits channels.
- Revenue from U.S. financial institution
clients was $18.9 million for the quarter ended June 30, 2018,
compared to revenue of $19.6 million for the quarter ended
March 31, 2018. Revenue decreased on average by
approximately 1.2% per month during the second quarter, which the
Company believes is representative of normal attrition given the
discontinuation of marketing and retention efforts for this
population.
- Consolidated general and administrative
expenses were $14.5 million for the quarter ended June 30, 2018,
compared to $18.0 million for the quarter ended June 30, 2017.
Adjusted G&A Expense decreased 5.5% to $13.5 million for the
quarter ended June 30, 2018 compared to $14.3 million for the
quarter ended June 30, 2017.
- (Loss) income from continuing
operations before income taxes for the quarter ended June 30, 2018
was $(597) thousand, compared to $1.3 million for the quarter ended
March 30, 2018 and $(7.8) million for the quarter ended June 30,
2017.
- Adjusted EBITDA (loss) for the quarter
ended June 30, 2018 was $2.9 million, compared to $3.3 million for
the quarter ended March 31, 2017 and $(736) thousand for the
quarter ended June 30, 2017. The second quarter 2018 marked the
fourth consecutive quarter of positive Adjusted EBITDA.
Second Quarter 2018 Business Update Conference Call:
The Company will hold a conference call to provide a second
quarter 2018 business update on Tuesday, August 21, 2018 at 4:30
p.m. Eastern Time.
Interested parties can access the live webcast on the Investor's
page at Intersections Inc.’s website www.intersections.com. The
live call can be accessed by dialing the toll-free numbers below.
Those who wish to participate in the Q&A session must dial
in.
WHAT: Intersections Inc. Second Quarter 2018
Conference Call
WHEN: August 21, 2018 4:30 p.m.
Eastern Time
HOW: Dial in: 888-771-4384
International: 847-585-4409
For a current list of alternate local and
International Freephone telephone numbers, please click here.
To pre-register for the conference and
receive a Participant Pass code, please click here.
The replay of the webcast will be available August 21, 2018 at
7:00 p.m. (Eastern Time) through August 28, 2018 at 11:59 PM
(Eastern Time). The dial-in for the replay is 888-843-7419 or
630-652-3042 with the replay access code of 6821828#.
Non-GAAP Financial Measures:
“Adjusted EBITDA (loss)” represents consolidated income (loss)
from continuing operations before income taxes plus (minus): share
related compensation; non-cash impairment of goodwill, intangibles
and other assets; (gain) loss on sale of Captira Analytical and
Habits at Work; loss on extinguishment of debt; (benefit) from
change in vacation policy; depreciation and amortization; and
interest expense.
“Adjusted G&A Expense” represents consolidated general and
administrative expenses (plus) minus: share related compensation;
and benefit from change in vacation policy.
Intersections' Consolidated Financial Statements, "Other Data"
and reconciliations of these non-GAAP financial measures to the
most directly comparable GAAP financial measures and related notes
can be found in the accompanying tables and footnotes to this
release and in the "GAAP and Non-GAAP Measures" link under the
"Investor & Media" page on our website at
www.intersections.com.
Forward-Looking Statements:
Statements in this release relating to future plans, results,
performance, expectations, achievements and the like are considered
“forward-looking statements” under the Private Securities
Litigation Reform Act of 1995. You can identify forward-looking
statements by the fact that they do not relate strictly to
historical or current facts. These statements may include words
such as “anticipate,” “estimate,” “expect,” “project,” “plan,”
“intend,” “believe,” “may,” “should,” “can have,” “likely” and
other words and terms of similar meaning in connection with any
discussion of the timing or nature of future operating or financial
performance or other events. Those forward-looking statements
involve known and unknown risks and uncertainties and are subject
to change based on various factors and uncertainties that may cause
actual results to differ materially from those expressed or implied
by those statements, including our ability to consummate a
refinancing transaction; our ability to maintain sufficient
liquidity and produce sufficient cash flow to pay our debt service
obligations and fund our business and growth strategy; our needs
for additional capital to grow our business, including our ability
to maintain compliance with the covenants under our term loan or
seek additional sources of debt and/or equity financing; the
success of our strategic objectives; our ability to meet the
targets disclosed by management with respect to costs and revenue,
and that these targets do not represent historical performance,
projected results or guidance; our ability to generate revenue from
our partner sales strategy and business development pipeline with
our distribution partners; the timing and success of new product
launches and other growth initiatives, including our Identity
Guard® with Watson™ service; the continuing impact of the
regulatory environment on our business; the continued dependence on
a small number of financial institutions for a majority of our
revenue and to service our U.S. financial institution customer
base; our ability to execute our strategy and previously announced
transformation plan; our incurring additional restructuring
charges; our incurring additional charges for non-income business
taxes or otherwise, or impairment costs or charges on goodwill
and/or other assets; our ability to control costs; and our failure
to protect private data due to a security breach or other
unauthorized access. Factors and uncertainties that may cause
actual results to differ include but are not limited to the risks
disclosed under “Forward-Looking Statements,” “Item 1.
Business—Government Regulation” and “Item 1A. Risk Factors” in the
Company’s most recent Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q and in its recent other filings with the U.S.
Securities and Exchange Commission. The Company undertakes no
obligation to revise or update any forward-looking statements
unless required by applicable law.
About Intersections:
Intersections Inc. (Nasdaq: INTX) provides innovative software
solutions to help consumers and businesses manage the potential
risks associated with the proliferation of their data in the
virtual world. Under its IDENTITY GUARD® brand, the company
utilizes advanced data-enabled technologies, including artificial
intelligence, to help monitor, manage and protect sensitive
information. Headquartered in Chantilly, Virginia, the company was
founded in 1996. To learn more, visit www.intersections.com.
Explanatory Note:
The information in the following tables is presented giving
effect to the disposal of Voyce, with its historical financial
results reflected as discontinued operations. Additionally, the
results in the following tables have been updated to reflect an
adjustment to our share based compensation expense, which is
recorded in general and administrative expenses on our condensed
consolidated statements of operations. For additional information,
please see "—Basis of Presentation and Consolidation" as well as
“—Revision to Previously Issued Financial Statements” in Note 2 of
our most recent Form 10-Q.
INTERSECTIONS INC. CONSOLIDATED STATEMENTS
OF OPERATIONS (in thousands, except per share data)
Three Months Ended Six Months Ended June
30, June 30, 2018 2017 2018
2017 REVENUE $ 38,619 39,935 $ 77,698 80,384
OPERATING EXPENSES: Marketing 911 3,163 1,823 6,613 Commission
8,901 9,756 18,206 19,504 Cost of revenue 12,421 13,569 24,803
26,568 General and administrative 14,510 17,962 27,638 34,343 Loss
on disposition of Captira Analytical — (24 ) — 106 Impairment of
intangibles and other assets — (86 ) — — Depreciation 1,564 1,288
3,017 2,588 Amortization 49 47 98 93
Total operating expenses 38,356 45,675 75,585
89,815 INCOME (LOSS) FROM OPERATIONS 263 (5,740 ) 2,113
(9,431 ) Interest expense, net (823 ) (603 ) (1,354 ) (1,195 ) Loss
on extinguishment of debt — (1,525 ) — (1,525 ) Other (expense)
income, net (37 ) 103 (85 ) 137 (LOSS) INCOME FROM
CONTINUING OPERATIONS BEFORE INCOME TAXES (597 ) (7,765 ) 674
(12,014 ) Income tax benefit — 18 523 28
(LOSS) INCOME FROM CONTINUING OPERATIONS (597 ) (7,747 )
1,197 (11,986 ) Loss from discontinued operations, net of tax —
(856 ) — (1,419 ) NET (LOSS) INCOME $ (597 ) $ (8,603
) $ 1,197 $ (13,405 ) Basic (loss) earnings per common
share: (Loss) income from continuing operations $ (0.02 ) $ (0.33 )
$ 0.05 $ (0.50 ) Loss from discontinued operations — (0.03 )
— (0.06 ) Basic net (loss) income per common share $ (0.02 )
$ (0.36 ) $ 0.05 $ (0.56 ) Diluted (loss) earnings per
common share: (Loss) income from continuing operations $ (0.02 ) $
(0.33 ) $ 0.05 $ (0.50 ) Loss from discontinued operations —
(0.03 ) — (0.06 ) Diluted net (loss) income per common share
$ (0.02 ) $ (0.36 ) $ 0.05 $ (0.56 ) Weighted average common
shares outstanding—basic 24,317 23,823 24,260 23,750 Weighted
average common shares outstanding—diluted 24,317 23,823 24,595
23,750
INTERSECTIONS INC.
CONSOLIDATED BALANCE SHEETS (in thousands, except par
value) June 30, 2018 December 31, 2017
ASSETS CURRENT ASSETS: Cash and cash equivalents $ 7,665 $
8,502 Accounts receivable, net of allowance for doubtful accounts
of $50 (2018) and $34 (2017) 6,321 8,225 Contract assets 529 —
Prepaid expenses and other current assets 3,959 3,232 Income tax
receivable 1,308 2,545 Deferred subscription solicitation and
commission costs — 1,655 Total current assets 19,782
24,159 PROPERTY AND EQUIPMENT, net 9,594 11,040 GOODWILL 9,763
9,763 INTANGIBLE ASSETS, net 200 58 CONTRACT COSTS 401 — OTHER
ASSETS 1,323 1,459 TOTAL ASSETS $ 41,063 $
46,479
LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT
LIABILITIES: Accounts payable $ 2,366 $ 3,498 Accrued expenses and
other current liabilities 9,150 8,533 Accrued payroll and employee
benefits 1,029 1,501 Commissions payable 353 141 Current portion of
long-term debt, net 19,929 — Capital leases, current portion 345
423 Contract liabilities, current 4,770 7,759 Total
current liabilities 37,942 21,855 LONG-TERM DEBT, net — 20,736
OBLIGATIONS UNDER CAPITAL LEASES, non-current 214 392 OTHER
LONG-TERM LIABILITIES 1,891 2,895 DEFERRED TAX LIABILITY, net 7
7 TOTAL LIABILITIES 40,054 45,885
STOCKHOLDERS’ EQUITY: Common stock at $0.01 par value,
shares authorized 50,000; shares issued 28,438 (2018) and 28,194
(2017); shares outstanding 24,331 (2018) and 24,102 (2017) 284 282
Additional paid-in capital 151,108 150,305 Warrants 2,840 2,840
Treasury stock, shares at cost; 4,107 (2018) and 4,092 (2017)
(35,781 ) (35,745 ) Accumulated deficit (117,442 ) (117,088 ) TOTAL
STOCKHOLDERS’ EQUITY 1,009 594 TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY $ 41,063 $ 46,479
NTERSECTIONS INC. CONSOLIDATED STATEMENTS OF CASH
FLOWS (in thousands) Six Months Ended June
30, 2018 2017 CASH FLOWS FROM OPERATING
ACTIVITIES: Net income (loss) $ 1,197 $ (13,405 ) Less: loss
from discontinued operations, net of tax — (1,419 ) Income
(loss) from continuing operations 1,197 (11,986 ) Adjustments to
reconcile net income (loss) to cash flows from operating
activities: Depreciation and amortization 3,115 2,681 Amortization
of debt issuance costs 63 168 Accretion of debt discount 148 29
Provision for doubtful accounts 16 (4 ) Share based compensation
1,019 4,772 Amortization of deferred subscription solicitation
costs — 6,053 Amortization of contract costs 424 — Loss on
disposition of Captira Analytical — 130 Gain on disposition of
Habits at Work — (24 ) Loss on extinguishment of debt — 1,525
Changes in assets and liabilities: Accounts receivable 1,426 808
Contract assets (1,429 ) — Prepaid expenses, other current assets
and other assets (779 ) (672 ) Income tax receivable, net 1,237 760
Deferred subscription solicitation and commission costs — (5,316 )
Contract costs (503 ) — Accounts payable and accrued liabilities
(872 ) 638 Commissions payable (5 ) 46 Contract liabilities,
current (1,628 ) (1,290 ) Other long-term liabilities (1,004 ) (218
) Cash flows provided by (used in) continuing operations 2,425
(1,900 ) Cash flows used in discontinued operations — (1,623
) Net cash provided by (used in) operating activities 2,425
(3,523 )
CASH FLOWS FROM INVESTING ACTIVITIES: Net cash paid
for the disposition of Captira Analytical — (315 ) Decrease
(increase) in restricted cash — 25 Acquisition of property and
equipment (1,760 ) (2,748 ) Cash flows used in continuing
operations (1,760 ) (3,038 ) Cash flows provided by discontinued
operations — 94 Net cash used in investing activities
(1,760 ) (2,944 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of debt 3,000 — Repayments of debt
(including fees of $45 thousand) (4,045 ) (13,920 ) Repurchase of
common stock — (1,510 ) Proceeds from issuance of warrants — 21,500
Cash paid for debt and equity issuance costs (22 ) (323 ) Capital
lease payments (256 ) (286 ) Withholding tax payment on vesting of
restricted stock units (179 ) (667 ) Cash flows (used in) provided
by financing activities (1,502 ) 4,794 DECREASE IN CASH AND
CASH EQUIVALENTS (837 ) (1,673 ) CASH AND CASH EQUIVALENTS —
beginning of period 8,502 10,797 Cash reclassified to assets held
for sale at beginning of period — 381 CASH AND CASH
EQUIVALENTS — end of period $ 7,665 $ 9,505
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING AND INVESTING
ACTIVITIES: Equipment additions accrued but not paid $ 36
$ 133 Withholding tax payments accrued on vesting of
restricted stock units and stock option exercises $ 71
$ 185 Intangible asset placed in service but paid in prior
year $ 240 $ — Shares withheld in lieu of withholding
taxes on vesting of restricted stock awards $ — $ 163
Debt issuance costs accrued but not paid $ 48 $ —
INTERSECTIONS INC.
OTHER DATA
(in thousands)
(unaudited)
Revenue
The following tables provide comparative details of our revenue
information for the quarters ended June 30, 2018, March 31, 2018
and June 30, 2017, and for the six months ended June 30, 2018 and
2017:
Quarter Ended June 30, March
31, June 30, 2018 2018
Change 2017 Change Identity
Guard® Services (1) $ 13,393 $ 13,514 (0.9 )% $ 12,482 7.3 %
Canadian business 3,166 3,231 (2.0 )% 3,220 (1.7 )% U.S. financial
institutions 18,855 19,559 (3.6 )% 21,365 (11.7 )% Breach services
& other (1) 1,680 1,269 32.4 % 1,311 28.1
% Personal Information Services revenue 37,094 37,573 (1.3 )%
38,378 (3.3 )% Other business units 1,525 1,505 1.3 %
1,557 (2.1 )% Consolidated revenue $ 38,619 $ 39,078 (1.2 )%
$ 39,935 (3.3 )%
Six Months Ended June 30,
2018 2017 Change Identity Guard® (1) $
26,908 $ 24,494 9.9 % Canadian business 6,397 6,279 1.9 % U.S.
financial institutions 38,414 42,268 (11.2 )% Breach services &
other (1) 2,949 2,947 0.1 % Personal Information
Services revenue 74,668 76,988 (3.0 )% Other business units
3,030 11,890 (10.8 )% Consolidated revenue $ 77,698 $ 80,384
(3.3 )% ___________________________________
(1)
We periodically refine the criteria used
to calculate and report our subscriber data. In 2017, we determined
that certain subscribers who receive our breach response services
should no longer be included in the presentation of Identity Guard®
Services subscribers or revenue due to the nonrecurring nature of
our breach response services. For comparability, all periods
presented have been recast to reflect this change in subscribers
and revenue.
INTERSECTIONS INC.
OTHER DATA, continued
(in thousands)
(unaudited)
Personal Information Services Segment Subscribers
The following tables provide details of our Personal Information
Services segment subscriber information for the three and six
months ended June 30, 2018:
FinancialInstitution
Identity Guard®Services
(1)
CanadianBusiness Lines
Total Balance at March 31, 2018 620 357 150 1,109 Additions
— 18 33 51 Cancellations (22 ) (18 ) (24 ) (64 ) Balance at June
30, 2018 580 357 159 1,096
FinancialInstitution
Identity Guard®Services
(1)
CanadianBusiness Lines
Total Balance at December 31, 2017 620 359 161 1,140
Additions — 37 50 87 Cancellations (40 ) (39 ) (52 ) (131 ) Balance
at June 30, 2018 580 357 159 1,096
____________________________ (1) We periodically
refine the criteria used to calculate and report our subscriber
data. In 2017, we determined that certain subscribers who receive
our breach response services should no longer be included in the
presentation of Identity Guard® Services subscribers or revenue due
to the nonrecurring nature of our breach response services. For
comparability, all periods presented have been recast to reflect
this change in subscribers and revenue.
INTERSECTIONS INC.
OTHER DATA, continued
(unaudited)
Intersections Inc. Reconciliation of Non-GAAP Financial
Measures
The tables below include financial information prepared in
accordance with accounting principles generally accepted in the
United States (“GAAP”), as well as other financial measures
referred to as non-GAAP financial measures. Adjusted EBITDA and
Adjusted G&A Expense (as defined below) are presented in a
manner consistent with the way management evaluates operating
results and which management believes is useful to investors and
others. Share related compensation includes non-cash share based
compensation. An explanation regarding the Company’s use of
non-GAAP financial measures and a reconciliation of non-GAAP
financial measures used by the Company to GAAP measures is provided
below. These non-GAAP financial measures should be considered in
addition to, but not as a substitute for, net income (loss),
general and administrative expense, and the other information
prepared in accordance with GAAP, and may not be comparable to
similarly titled measures reported by other companies. Management
strongly encourages shareholders to review our financial statements
and publicly-filed reports in their entirety and not to rely on any
single financial measure.
Adjusted EBITDA represents consolidated (loss) income from
continuing operations before income taxes plus (minus): share
related compensation; non-cash impairment of goodwill, intangibles
and other assets; (gain) loss on sale of Captira Analytical and
Habits at Work; loss on extinguishment of debt; (benefit) from
change in vacation policy; depreciation and amortization; and
interest expense. We believe that the consolidated Adjusted EBITDA
calculation provides useful information to investors because they
are indicators of our operating performance, and we use these
measures in communications with our board of directors, creditors,
investors and others concerning our financial performance. Adjusted
EBITDA is commonly used as a basis for investors and analysts to
evaluate and compare the periodic and future operating performance
and value of companies within our industry. Our Board of Directors
and management use Adjusted EBITDA to evaluate the operating
performance of the Company. In addition, consolidated Adjusted
EBITDA, as defined in our Credit Agreement with PEAK6 Investments,
L.P., as amended, is used to measure covenant compliance.
We provide this information to show the impact of share related
compensation on our operating results, as it is excluded from our
internal operating and budgeting plans and measurements of
financial performance; however, we do consider the dilutive impact
to our shareholders when awarding share related compensation and
consider both the Black-Scholes value and GAAP value (to the extent
applicable) in connection therewith, and value such awards
accordingly.
INTERSECTIONS INC.
OTHER DATA, continued
(unaudited)
We do not consider share related compensation charges when we
evaluate the performance of our individual business groups or
formulate our short and long-term operating plans. Due to its
nature, individual managers generally are unable to project the
impact of share related compensation and accordingly we do not hold
them accountable for the impact of equity award grants. When we
consider making share related compensation grants, we primarily
take into account the need to attract and retain high quality
employees, overall shareholder dilution and the Black-Scholes
values of the equity grant to the recipient, rather than the
potential accounting charges associated with such grants. For
comparability purposes, we believe it is useful to provide a
non-GAAP financial measure that excludes share related compensation
in order to better understand the long-term performance of our core
business and to compare our results to the results of our peer
companies because of varying available valuation methodologies and
the variety of award types that companies can use under GAAP.
Furthermore, the value of share related compensation is determined
using a complex formula that incorporates factors, such as market
volatility, that are beyond our control. Accordingly, we believe
that the presentation of Adjusted EBITDA when read in conjunction
with our reported GAAP results can provide useful supplemental
information to our management, to investors and to our lenders
regarding financial and business trends relating to our financial
condition and results of operations.
Adjusted EBITDA has limitations due to the fact it does not
include all compensation related expenses. For example, if we only
paid cash based compensation as opposed to a portion in share
related compensation, the cash compensation expense included in our
general and administrative expenses would be higher. We compensate
for this limitation by providing information required by GAAP about
outstanding share based awards in the footnotes to our financial
statements in our SEC filings. We believe equity based compensation
is an important element of our compensation program and all forms
of share related awards are valued and included as appropriate in
our operating results.
Adjusted G&A Expense represents consolidated general and
administrative expenses (plus) minus: share related compensation;
and benefit from change in vacation policy. We believe that the
consolidated Adjusted G&A Expense calculation provides useful
information to investors because they are indicators of our
operating performance, and we use these measures in communications
with our board of directors, creditors, investors and others
concerning our financial performance.
The following tables reconcile 1) consolidated income (loss)
from continuing operations before income taxes to Adjusted EBITDA,
and 2) consolidated general and administrative expenses to Adjusted
G&A Expense for the previous six quarters through June 30,
2018. The information in the following tables is presented giving
effect to the disposal of Voyce, with its historical financial
results reflected as discontinued operations. We made adjustments
to our historical financial results for certain costs and overhead
allocations to either discontinued or continuing operations for the
year ended December 31, 2017; for additional information, please
see "Note 2 — Basis of Presentation and Consolidation" in our most
recent Form 10-Q. In managing our business, we analyze our
performance quarterly on a consolidated income (loss) before income
tax basis.
INTERSECTIONS INC. OTHER DATA,
continued (in thousands, unaudited)
Consolidated Adjusted EBITDA (as recast
and revised):
2018 Quarter Ended 2017 Quarter Ended June
30 March 31 December 31
September 30 June 30 March 31
Reconciliation from consolidated (loss) income from continuing
operations before income taxes to consolidated Adjusted EBITDA:
Consolidated (loss) income from continuing operations before income
taxes (1) $ (597 ) $ 1,271 $ 1,270 $ (2,960 ) $ (7,765 ) $ (4,249 )
Non-cash share based compensation (1) 1,015 4 1,948 1,809 3,676
1,096 Impairment of goodwill, intangibles and other assets — — — —
(86 ) 86 (Gain) loss on sales of Captira Analytical and Habits at
Work — — — — (24 ) 130 Loss on extinguishment of debt — — — — 1,525
— Benefit from change in vacation policy — — (1,113 ) — — —
Depreciation and amortization 1,613 1,502 1,548 1,407 1,335 1,346
Interest expense, net 823 531 332
701 603 592
Consolidated Adjusted EBITDA $ 2,854 $ 3,308 $ 3,985
$ 957 $ (736 ) $ (999 )
Six Months Ended
June 30, 2018 2017 Reconciliation from
consolidated income (loss) from continuing operations before income
taxes to consolidated Adjusted EBITDA: Consolidated income (loss)
from continuing operations before income taxes $ 674 $ (12,014 )
Non-cash share based compensation 1,019 4,772 Loss on sales of
Captira Analytical and Habits at Work — 106 Loss on extinguishment
of debt — 1,525 Benefit from change in vacation policy — —
Depreciation and amortization 3,115 2,681 Interest expense, net
1,354 1,195 Consolidated Adjusted
EBITDA $ 6,162 $ (1,735 ) Consolidated Revenue from
Continuing Operations $ 77,698 $ 80,384 Consolidated
Adjusted EBITDA % of Revenue 7.9 % (2.2 )%
Note (1): The results of operations for the year ended December
31, 2017 have been recast to show the effects of our discontinued
operations and to reflect an adjustment to our share based
compensation expense. For additional information, please see Note
21 to our consolidated financial statements in our most recent Form
10-K.
INTERSECTIONS INC. OTHER DATA,
continued (in thousands, unaudited)
Consolidated Adjusted G&A Expense
(as recast and revised):
2018 Quarter Ended 2017 Quarter Ended June
30 March 31 December 31
September 30 June 30 March 31
Reconciliation from consolidated general and administrative
expenses to Adjusted G&A Expense: Consolidated general
and administrative expenses (1) $ 14,510 $ 13,128 $ 13,361 $ 14,826
$ 17,962 $ 16,381 Non-cash share based compensation (1) (1,015 ) (4
) (1,948 ) (1,809 ) (3,676 ) (1,096 ) Benefit from change in
vacation policy — — 1,113
— — — Adjusted
G&A Expense $ 13,495 $ 13,124 $ 12,526
$ 13,017 $ 14,286 $ 15,285
Year Ended December 31, 2018
2017 Reconciliation from consolidated general and
administrative expenses to Adjusted G&A Expense: Consolidated
general and administrative expenses $ 27,638 $ 34,343 Non-cash
share based compensation (1,019 ) (4,772 ) Benefit from change in
vacation policy — — Adjusted G&A
Expense $ 26,619 $ 29,571
Note (1): The results of operations for the year ended December
31, 2017 have been recast to show the effects of our discontinued
operations and to reflect an adjustment to our share based
compensation expense. For additional information, please see Note
21 to our consolidated financial statements in our most recent Form
10-K.
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version on businesswire.com: https://www.businesswire.com/news/home/20180820005626/en/
Intersections Inc.Ron Barden,
CFO703-488-6810IR@intersections.com
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