Press release

GreenSky, Inc. Reports Fiscal Year 2019 Financial Results

0
Sponsored by Businesswire

GreenSky, Inc. (“GreenSky” or the “Company”) (NASDAQ: GSKY), a leading financial technology company Powering Commerce at the Point of Sale®, reported financial results today for the fourth quarter and fiscal year ended December 31, 2019.

“In 2019, we facilitated approximately $6 billion of transaction volume, nearly $1 billion greater than in 2018, as we continued to expand our ecosystem of quality merchants and providers,” said David Zalik, Chairman and Chief Executive Officer of GreenSky. “Of note, credit performance in the fourth quarter was strong with continuing trends suggesting further improvement in fiscal 2020. This is a reflection of the significant emphasis we have placed on our risk management initiatives as well as our sustained investment in talent and processes. Thirty-day delinquencies reached a three-year, fourth quarter-end low of 1.38%. The markets in which we compete are enormous. We are well positioned to leverage the benefits of these risk management investments to produce improved operating margins as we look to again post double-digit growth in annual originations on our technology platform in fiscal 2020.”

“As previously announced, the Company has reached an agreement in principle for a three-year, $6 billion forward flow arrangement with a leading institutional asset manager, which would complement our current Bank Partner commitments and provide ample funding for the growth in transaction volume we expect in fiscal 2020,” Zalik added.

Financial highlights

  • Transaction Volume: Transaction volume originated on our technology platform in the fourth quarter of fiscal 2019 increased 16% over the fourth quarter of fiscal 2018 to $1.5 billion. Transaction volume for fiscal 2019 increased 18% to $5.95 billion over fiscal 2018. Excluding solar, transaction volume increased 18% quarter over quarter and 21% year over year.
  • Transaction Fee Rate: The average transaction fee rate for the fourth quarter of fiscal 2019 decreased to 6.8% from 6.9% in the third quarter of fiscal 2019 and 7.1% in the fourth quarter of fiscal 2018. For fiscal 2019, the average transaction fee rate was 6.8% compared to 6.9% in fiscal 2018. Excluding solar, the average transaction fee rate for the fiscal year was 6.7% up from 6.6% in fiscal 2018.
  • Revenue: Revenue in the fourth quarter of fiscal 2019 grew 22% over the fourth quarter of fiscal 2018 to $133.8 million from $109.7 million. Commensurate with the Company’s transaction volume growth, transaction fees were up 11% to $100.7 million. Servicing and other revenue of $33.1 million was up $14.4 million, or 77%, of which $9.3 million was primarily due to continued portfolio growth and $5.1 million was due to the recognition of a servicing asset associated with an increase in the contractual fixed servicing fee GreenSky charges certain of its Bank Partners. For fiscal year 2019, revenue grew 28% to $529.6 million from $414.7 million in fiscal 2018. Transaction fees were up 16% to $405.9 million. Servicing and other revenue of $123.7 million was up $58.0 million, or 88%, for fiscal 2019, of which $27.5 million was primarily due to continued portfolio growth and $30.5 million was due to the recognition of a servicing asset.
  • Net Income and Adjusted Pro Forma Net Income(1): GAAP Net Income for the fourth quarter and fiscal year 2019 was $5.3 million and $96.0 million, respectively. Fourth quarter and fiscal year 2019 Adjusted Pro Forma Net Income was $20.5 million and $101.6 million, respectively, which reflected incremental tax expense adjusted for certain items, assuming all of the Company’s noncontrolling interests were subject to corporate income taxation at our full year expected tax rate of 14.8%.
  • GAAP Diluted Earnings per Share and Adjusted Pro Forma Diluted Earnings per Share(1): Fourth quarter 2019 GAAP Diluted Earnings per share was $0.03, compared to $0.11 in the fourth quarter of 2018. Fiscal 2019 GAAP Diluted Earnings per share was $0.49. Adjusted Pro Forma Diluted Earnings per Share was $0.12 compared to $0.11 for the fourth quarter of 2018. For fiscal year 2019, Adjusted Pro Forma Diluted Earnings per Share was $0.57. Given that the Company’s initial public offering occurred in May 2018, there is no comparable equivalent for full year 2018.
  • Adjusted EBITDA(1) and Operating Cash Flow: Fourth quarter 2019 Adjusted EBITDA was $35.3 million, or 26% of revenue, compared to $32.6 million, or 30% of revenue for fourth quarter 2018. For fiscal year 2019, Adjusted EBITDA decreased by 3% to $164.1 million from $170.0 million in 2018. For the year ended December 31, 2019, operating cash flow was $153.3 million.
  • Bank Partner Commitments: As of December 31, 2019, the Company had aggregate Bank Partner commitments of $9.0 billion from its existing Bank Partners, of which $2.2 billion was unused. As a result of loan pay-downs, we anticipate approximately $2.7 billion of additional funding capacity will become available during 2020.
  • Liquidity: As of December 31, 2019, the Company had unrestricted cash of $195.8 million, and maintained an unused $100.0 million working capital line of credit.

Key business metrics

 

 

Year Ended December 31,

 

 

 

 

2019

 

2018

 

Growth

Transaction Volume ($ millions)

 

$

5,954

 

 

$

5,030

 

 

18%

Loan Servicing Portfolio ($ millions, at end of period)(2)

 

$

9,150

 

 

$

7,341

 

 

25%

Active Merchants (at end of period)

 

17,216

 

 

14,907

 

 

15%

Cumulative Consumer Accounts (millions, at end of period)

 

3.03

 

 

2.24

 

 

35%

Origination Productivity Index(3)

 

21.3

%

 

22.2

%

 

n/m

__________________________

(1)

Adjusted Pro Forma Net Income, Adjusted Pro Forma Diluted Earnings per Share and Adjusted EBITDA are non-GAAP measures. Refer to “Non-GAAP Financial Measures” for important additional information.

(2)

The average loan servicing portfolio for the years ended December 31, 2019 and 2018 was $8,213 million and $6,303 million, respectively.

(3)

This index captures projected future gross cash flows related to the respective period’s originations, expressed as a percentage of the period’s originations. Refer to the Fiscal 2019 Investor Presentation for additional information.

 

Business update

  • Funding diversification. GreenSky reached an agreement in principle relating to a three-year, $6 billion forward flow arrangement with a leading institutional asset manager, which would complement the Company’s current Bank Partner funding group. The Company expects to finalize the agreement in the second quarter of fiscal 2020.
  • Solid credit quality. The Company maintained an attractive consumer profile. For all loans originated on the GreenSky platform during fiscal 2019, the credit-line weighted average consumer credit score was 770. Furthermore, as of December 31, 2019, 37% of all loans on the GreenSky platform were held by consumers with credit scores over 780 and over 85% of all loans on the GreenSky platform were held by consumers with credit scores over 700.
  • Strategic Alternatives Review Process. As previously announced, the Company’s Board of Directors, working together with its senior management team and legal and financial advisors, has commenced a process to explore, review and evaluate a range of potential strategic alternatives focused on maximizing stockholder value. The Board’s review is ongoing, and the Company does not intend to make further public comment regarding these matters unless and until the Board has approved a specific transaction or alternative or otherwise concludes its review. We would expect to make an announcement in this regard no later than the second quarter of fiscal 2020.

Conference call and webcast

As previously announced, the Company’s management will host a conference call to discuss 2019 results at 8:00 a.m. EST on March 3, 2020. A live webcast of the conference call, together with a slide presentation that includes supplemental financial information and reconciliations of certain non-GAAP measures to their most directly comparable GAAP measures, will be accessible through the Company’s Investor Relations website at http://investors.greensky.com. A replay of the webcast will be available within two hours of the completion of the call and will be archived at the same location for one year.

About GreenSky, Inc.

GreenSky, Inc. (NASDAQ: GSKY) is a leading technology company Powering Commerce at the Point of Sale® for a growing ecosystem of merchants, consumers and banks. Our highly scalable, proprietary technology platform enables over 17,000 merchants to offer frictionless promotional payment options to consumers, driving increased sales volume and accelerated cash flow. Bank Partners leverage GreenSky’s technology to provide loans to super-prime and prime consumers nationwide. Since our inception, over 3 million consumers have financed over $22 billion of commerce using our paperless, real time “apply and buy” technology. GreenSky is headquartered in Atlanta, Georgia. For more information, visit https://www.greensky.com.

Forward-Looking Statements

This press release contains forward-looking statements that reflect the Company’s current views with respect to, among other things, the outcome of its exploration of strategic alternatives, including the terms, structure and timing of any resulting transactions; its operations, including transaction volume and credit performance; its financial performance; and bank partner commitments and other funding initiatives, including the timing and availability of the proposed forward flow arrangement. You generally can identify these statements by the use of words such as “outlook,” “potential,” “continue,” “may,” “seek,” “approximately,” “predict,” “believe,” “expect,” “plan,” “intend,” “estimate” or “anticipate” and similar expressions or the negative versions of these words or comparable words, as well as future or conditional verbs such as “will,” “should,” “would,” “likely” and “could.” These statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those included in the forward-looking statements. These risks and uncertainties include those risks described in GreenSky’s filings with the Securities and Exchange Commission and include, but are not limited to, risks related to the Company’s ability to retain existing, and attract new, merchants and bank partners or other funding partners; its future financial performance, including trends in revenue, cost of revenue, gross profit or gross margin, operating expenses, and free cash flow; changes in market interest rates; increases in loan delinquencies; its ability to operate successfully in a highly regulated industry; the effect of management changes; cyberattacks and security vulnerabilities in its products and services; and its ability to compete successfully in highly competitive markets. The forward-looking statements speak only as of the date on which they are made, and, except to the extent required by federal securities laws, GreenSky disclaims any obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In light of these risks and uncertainties, there is no assurance that the events or results suggested by the forward-looking statements will in fact occur, and you should not place undue reliance on these forward-looking statements.

Non-GAAP Financial Measures

This press release presents information about the Company’s Adjusted EBITDA, Adjusted Pro Forma Net Income and Adjusted Pro Forma Diluted Earnings per Share, which are non-GAAP financial measures provided as supplements to the results provided in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that Adjusted EBITDA is one of the key financial indicators of its business performance over the long term and provides useful information regarding whether cash provided by operating activities is sufficient to maintain and grow its business. The Company believes that this methodology for determining Adjusted EBITDA can provide useful supplemental information to help investors better understand the economics of its platform.

The Company believes that Adjusted Pro Forma Net Income is a useful measure because it makes its results more directly comparable to public companies that have the vast majority of their earnings subject to corporate income taxation. The Company is presenting these non-GAAP measures to assist investors in evaluating its financial performance and because it believes that these measures provide an additional tool for investors to use in comparing its core financial performance over multiple periods with other companies in its industry.

These non-GAAP measures are presented for supplemental informational purposes only. These non-GAAP measures have limitations as analytical tools and should not be considered in isolation from, or as substitutes for, the analysis of other GAAP financial measures, such as net income. The non-GAAP measures GreenSky uses may differ from the non-GAAP measures used by other companies. A reconciliation of each of the foregoing non-GAAP financial measures to the most directly comparable GAAP financial measure is provided below for each of the fiscal periods indicated.

(tables follow)

 

   

GreenSky, Inc.

Consolidated Balance Sheets

(United States Dollars in thousands, except share data)

   

 

 

December 31,

 

 

2019

 

2018

Assets

 

 

 

 

Cash and cash equivalents

 

$

195,760

 

 

$

303,390

 

Restricted cash

 

250,081

 

 

155,109

 

Loan receivables held for sale, net

 

51,926

 

 

2,876

 

Accounts receivable, net

 

19,493

 

 

15,400

 

Related party receivables

 

156

 

 

142

 

Property, equipment and software, net

 

18,309

 

 

10,232

 

Operating lease right-of-use assets

 

11,268

 

 

 

Deferred tax assets, net

 

364,841

 

 

306,979

 

Other assets

 

39,214

 

 

8,777

 

Total assets

 

$

951,048

 

 

$

802,905

 

 

 

 

 

 

Liabilities and Equity (Deficit)

 

 

 

 

Liabilities

 

 

 

 

Accounts payable

 

$

11,912

 

 

$

5,357

 

Accrued compensation and benefits

 

10,734

 

 

8,484

 

Other accrued expenses

 

3,244

 

 

1,015

 

Finance charge reversal liability

 

206,035

 

 

138,589

 

Term loan

 

384,497

 

 

386,822

 

Tax receivable agreement liability

 

311,670

 

 

260,901

 

Related party liabilities

 

 

 

825

 

Operating lease liabilities

 

13,884

 

 

 

Financial guarantee liability

 

16,698

 

 

626

 

Other liabilities

 

47,317

 

 

35,051

 

Total liabilities

 

1,005,991

 

 

837,670

 

 

 

 

 

 

Commitments, Contingencies and Guarantees

 

 

 

 

 

 

 

 

 

Equity (Deficit)

 

 

 

 

Class A common stock, par value $0.01 and 80,089,738 shares issued and 66,424,838 shares outstanding at December 31, 2019 and 59,197,863 shares issued and 54,504,902 shares outstanding at December 31, 2018

 

800

 

 

591

 

Class B common stock, par value $0.001 and 113,517,198 and 128,549,555 shares issued and outstanding at December 31, 2019 and 2018, respectively

 

114

 

 

129

 

Additional paid-in capital

 

115,782

 

 

44,524

 

Retained earnings

 

56,109

 

 

24,218

 

Treasury stock

 

(146,234)

 

 

(43,878)

 

Accumulated other comprehensive income (loss)

 

(756)

 

 

 

Noncontrolling interest

 

(80,758)

 

 

(60,349)

 

Total equity (deficit)

 

(54,943)

 

 

(34,765)

 

Total liabilities and equity (deficit)

 

$

951,048

 

 

$

802,905

 

 

GreenSky, Inc.

Consolidated Statements of Operations

(United States Dollars in thousands, except per share data)

 

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

2019

 

2018

 

2019

 

2018

 

 

(unaudited)

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

Transaction fees

 

$

100,710

 

 

 

$

90,997

 

 

 

$

405,905

 

 

 

$

348,904

 

 

Servicing and other

 

33,126

 

 

 

18,734

 

 

 

123,741

 

 

 

65,769

 

 

Total revenue

 

133,836

 

 

 

109,731

 

 

 

529,646

 

 

 

414,673

 

 

Costs and expenses

 

 

 

 

 

 

 

 

Cost of revenue (exclusive of depreciation and amortization shown separately below)

 

69,358

 

 

 

55,170

 

 

 

248,580

 

 

 

160,439

 

 

Compensation and benefits

 

22,161

 

 

 

16,106

 

 

 

84,052

 

 

 

62,360

 

 

Sales and marketing

 

753

 

 

 

940

 

 

 

4,089

 

 

 

3,781

 

 

Property, office and technology

 

4,156

 

 

 

3,548

 

 

 

17,099

 

 

 

13,199

 

 

Depreciation and amortization

 

2,187

 

 

 

1,249

 

 

 

7,304

 

 

 

4,478

 

 

General and administrative

 

7,379

 

 

 

3,208

 

 

 

24,458

 

 

 

13,807

 

 

Financial guarantee

 

16,664

 

 

 

827

 

 

 

20,699

 

 

 

1,607

 

 

Related party

 

617

 

 

 

535

 

 

 

2,412

 

 

 

2,212

 

 

Total costs and expenses

 

123,275

 

 

 

81,583

 

 

 

408,693

 

 

 

261,883

 

 

Operating profit

 

10,561

 

 

 

28,148

 

 

 

120,953

 

 

 

152,790

 

 

Other income (expense), net

 

 

 

 

 

 

 

 

Interest and dividend income

 

2,698

 

 

 

1,397

 

 

 

6,057

 

 

 

6,111

 

 

Interest expense

 

(5,660

)

 

 

(6,193

)

 

 

(23,860

)

 

 

(23,584

)

 

Other gains (losses), net

 

(5,892

)

 

 

61

 

 

 

(14,302

)

 

 

(1,803

)

 

Total other income (expense), net

 

(8,854

)

 

 

(4,735

)

 

 

(32,105

)

 

 

(19,276

)

 

Income before income tax expense (benefit)

 

1,707

 

 

 

23,413

 

 

 

88,848

 

 

 

133,514

 

 

Income tax expense (benefit)

 

(3,597

)

 

 

565

 

 

 

(7,125

)

 

 

5,534

 

 

Net income

 

$

5,304

 

 

 

$

22,848

 

 

 

$

95,973

 

 

 

$

127,980

 

 

Less: Net income attributable to noncontrolling interests

 

3,265

 

 

 

16,143

 

 

 

63,993

 

 

 

103,724

 

 

Net income attributable to GreenSky, Inc.

 

$

2,039

 

 

 

$

6,705

 

 

 

$

31,980

 

 

 

$

24,256

 

 

 

 

 

 

 

 

 

 

 

Earnings per share of Class A common stock(1):

 

 

 

 

 

 

 

 

Basic

 

$

0.03

 

 

 

$

0.12

 

 

 

$

0.52

 

 

 

$

0.43

 

 

Diluted

 

$

0.03

 

 

 

$

0.11

 

 

 

$

0.49

 

 

 

$

0.41

 

 

(1)

For the year ended December 31, 2018, basic and diluted earnings per share of Class A common stock are applicable only for the period from May 24, 2018 through December 31, 2018, which is the period following the initial public offering and related Reorganization Transactions.

   

GreenSky, Inc.

Consolidated Statements of Cash Flows

(United States Dollars in thousands)

   

 

 

Year Ended December 31,

 

2019

 

2018

Cash flows from operating activities

 

 

 

 

Net income

 

$

95,973

 

 

 

$

127,980

 

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

Depreciation and amortization

 

7,304

 

 

 

4,478

 

 

Share-based compensation expense

 

13,754

 

 

 

6,038

 

 

Equity-based payments to non-employees

 

15

 

 

 

16

 

 

Fair value change in servicing assets and liabilities

 

(29,679

)

 

 

945

 

 

Operating lease liability payments

 

(394

)

 

 

(392

)

 

Financial guarantee losses (gains)

 

16,072

 

 

 

(94

)

 

Amortization of debt related costs

 

1,675

 

 

 

1,684

 

 

Original issuance discount on term loan payment

 

(42

)

 

 

(31

)

 

Loss on extinguishment of debt

 

 

 

 

 

 

Impairment losses

 

 

 

 

19

 

 

Deferred tax expense (benefit)

 

(7,125

)

 

 

5,525

 

 

Loss on remeasurement of tax receivable agreement liability

 

9,790

 

 

 

 

 

Changes in assets and liabilities:

 

 

 

 

(Increase) decrease in loan receivables held for sale

 

(49,050

)

 

 

70,730

 

 

(Increase) decrease in accounts receivable

 

(4,049

)

 

 

2,958

 

 

(Increase) decrease in related party receivables

 

(14

)

 

 

76

 

 

(Increase) decrease in other assets

 

(434

)

 

 

1,574

 

 

Increase (decrease) in accounts payable

 

6,860

 

 

 

(1,488

)

 

Increase (decrease) in finance charge reversal liability

 

67,446

 

 

 

44,441

 

 

Increase (decrease) in related party liabilities

 

 

 

 

(722

)

 

Increase (decrease) in other liabilities

 

25,225

 

 

 

(7,311

)

 

Net cash provided by operating activities

 

$

153,327

 

 

 

$

256,426

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Purchases of property, equipment and software

 

$

(15,381

)

 

 

$

(6,581

)

 

Net cash used in investing activities

 

$

(15,381

)

 

 

$

(6,581

)

 

 

GreenSky, Inc.

Consolidated Statements of Cash Flows (Continued)

(United States Dollars in thousands)

 

 

Year Ended December 31,

2019

 

2018

Cash flows from financing activities

 

 

 

Proceeds from term loan

$

 

 

 

$

399,000

 

 

Repayments of term loan

(3,958

)

 

 

(352,094

)

 

Payment of debt issuance costs

 

 

 

 

 

Class A common stock repurchases

(104,272

)

 

 

(41,847

)

 

Member distributions

(23,468

)

 

 

(141,518

)

 

Proceeds from option exercises after Reorganization Transactions

307

 

 

 

59

 

 

Payment of option exercise taxes after Reorganization Transactions

(12,351

)

 

 

(4,869

)

 

Payment of taxes on Class B common stock exchanges

(2,198

)

 

 

 

 

Payments under tax receivable agreement

(4,664

)

 

 

 

 

Proceeds from IPO, net of underwriters discount and commissions

 

 

 

954,845

 

 

Purchases of GreenSky Holdings, LLC units

 

 

 

(901,833

)

 

Purchases of Class A common stock

 

 

 

(53,012

)

 

Issuances of Class B common stock

 

 

 

129

 

 

Redemptions of GreenSky Holdings, LLC units prior to Reorganization Transactions

 

 

 

(496

)

 

Payment of IPO related expenses

 

 

 

(3,855

)

 

Member contributions

 

 

 

 

 

Equity option and warrant exercises prior to Reorganization Transactions

 

 

 

339

 

 

Payment of equity transaction expenses prior to Reorganization Transactions

 

 

 

(32

)

 

Net cash used in financing activities

$

(150,604

)

 

 

$

(145,184

)

 

Net increase (decrease) in cash and cash equivalents and restricted cash

(12,658

)

 

 

104,661

 

 

Cash and cash equivalents and restricted cash at beginning of period

458,499

 

 

 

353,838

 

 

Cash and cash equivalents and restricted cash at end of period

$

445,841

 

 

 

$

458,499

 

 

 

 

 

 

Supplemental cash flow information

 

 

 

Interest paid

$

22,429

 

 

 

$

21,892

 

 

Income taxes paid

11

 

 

 

 

 

Supplemental non-cash investing and financing activities

 

 

 

Equity transaction costs accrued but not paid

$

 

 

 

$

82

 

 

Leasehold improvements acquired but not paid

 

 

 

300

 

 

Distributions accrued but not paid

5,978

 

 

 

10,086

 

 

Treasury stock traded but not settled

 

 

 

2,031

 

 

   

Reconciliation of Adjusted EBITDA

(United States Dollars in thousands)

   

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2019

 

2018

 

2019

 

2018

Net income

 

$

5,304

 

 

 

$

22,848

 

 

$

95,973

 

 

 

$

127,980

 

Interest expense

 

5,660

 

 

 

6,193

 

 

23,860

 

 

 

23,584

 

Tax expense (benefit)

 

(3,597

)

 

 

565

 

 

(7,125

)

 

 

5,534

 

Depreciation and amortization

 

2,187

 

 

 

1,249

 

 

7,304

 

 

 

4,478

 

Equity-based compensation expense(1)

 

4,045

 

 

 

1,738

 

 

13,769

 

 

 

6,054

 

Change in financial guarantee liability(2)

 

16,215

 

 

 

 

 

16,215

 

 

 

 

Transaction expenses(3)

 

4,962

 

 

 

 

 

11,345

 

 

 

2,393

 

Non-recurring expenses(4)

 

515

 

 

 

 

 

2,804

 

 

 

 

Adjusted EBITDA

 

$

35,291

 

 

 

$

32,593

 

 

$

164,145

 

 

 

$

170,023

 

(1)

Includes equity-based compensation to employees and directors, as well as equity-based payments to non-employees.

(2)

Includes losses recorded in the fourth quarter of 2019 associated with the financial guarantee arrangement for a Bank Partner that did not renew its loan origination agreement.

(3)

For the three months and year ended December 31, 2019, includes loss on remeasurement of the Company’s tax receivable agreement liability of $3.4 million and $9.8 million, respectively, and professional fees associated with its strategic alternatives review process of $1.5 million and $1.5 million, respectively. For the year ended December 31, 2018, includes certain costs associated with the Company’s IPO, which were not deferrable against the proceeds of the IPO. Further, includes certain costs, such as legal and debt arrangement costs, related to the Company’s March 2018 term loan upsizing.

(4)

For the three months ended December 31, 2019, includes legal fees associated with IPO related litigation. For the year ended December 31, 2019, includes (i) legal fees associated with IPO related litigation of $2.0 million, (ii) one-time tax compliance fees related to filing the final tax return for the Former Corporate Investors associated with the Reorganization Transactions of $0.2 million, and (iii) lien filing expenses related to certain Bank Partner solar loans of $0.6 million.

   

Reconciliation of Adjusted Pro Forma Net Income

(United States Dollars in thousands)

   

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2019

 

2018

 

2019

 

2018

Net income

 

$

5,304

 

 

 

$22,848

 

 

 

$

95,973

 

 

 

$

127,980

 

 

Change in financial guarantee liability(1)

 

16,215

 

 

 

 

 

 

16,215

 

 

 

 

 

Transaction expenses(2)

 

4,962

 

 

 

 

 

 

11,345

 

 

 

2,393

 

 

Non-recurring expenses(3)

 

515

 

 

 

 

 

 

2,804

 

 

 

 

 

Incremental pro forma tax expense(4)

 

(6,543

)

 

 

(1,395

)

 

 

(24,768

)

 

 

(21,248

)

 

Adjusted Pro Forma Net Income

 

$

20,453

 

 

 

$21,453

 

 

 

$

101,569

 

 

 

$

109,125

 

 

(1)

Includes losses recorded in the fourth quarter of 2019 associated with the financial guarantee arrangement for a Bank Partner that did not renew its loan origination agreement.

(2)

For the three months and year ended December 31, 2019, includes loss on remeasurement of the Company’s tax receivable agreement liability of $3.4 million and $9.8 million, respectively, and professional fees associated with its strategic alternatives review process of $1.5 million and $1.5 million, respectively. For the year ended December 31, 2018, includes certain costs associated with the Company’s IPO, which were not deferrable against the proceeds of the IPO. Further, includes certain costs, such as legal and debt arrangement costs, related to the Company’s March 2018 term loan upsizing.

(3)

For the three months ended December 31, 2019, includes legal fees associated with IPO related litigation. For the year ended December 31, 2019, includes (i) legal fees associated with IPO related litigation of $2.0 million, (ii) one-time tax compliance fees related to filing the final tax return for the Former Corporate Investors associated with the Reorganization Transactions of $0.2 million, and (iii) lien filing expenses related to certain Bank Partner solar loans of $0.6 million.

(4)

Represents the incremental tax effect on net income, adjusted for the items noted above, assuming that all consolidated net income was subject to corporate taxation for the periods presented. For the years ended December 31, 2019 and 2018, we assumed effective tax rates of 14.8% and 19.7%, respectively.

   

Reconciliation of Adjusted Pro Forma Diluted Earnings per Share

   

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2019

 

2018

 

2019

GAAP Diluted EPS

 

$

0.03

 

 

 

$

0.11

 

 

$

0.49

 

 

Change in financial guarantee liability

 

0.09

 

 

 

 

 

0.09

 

 

Transaction expenses

 

0.03

 

 

 

 

 

0.06

 

 

Non-recurring expenses

 

 

 

 

 

 

0.02

 

 

Incremental tax expense(1)

 

(0.03

)

 

 

 

 

(0.09

)

 

Adjusted Pro Forma Diluted EPS(2)

 

$

0.12

 

 

 

$

0.11

 

 

$

0.57

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding – diluted

 

176,776,337

 

 

 

188,898,658

 

 

179,448,045

 

 

(1)

Represents the incremental tax effect on GAAP diluted EPS of the items noted above, and assuming that all consolidated net income was subject to corporate taxation for the periods presented. For the full year 2019, we assumed a tax rate of 14.8%.

(2)

Adjusted Pro Forma Diluted EPS represents Adjusted Pro Forma Net Income divided by GAAP weighted average diluted shares outstanding.