UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
DATE OF REPORT (DATE OF EARLIEST EVENT
REPORTED): May 12, 2014
DEALERTRACK TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware |
000-51653 |
52-2336218 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS. Employer
Identification No.) |
|
1111 Marcus Ave., Suite M04, Lake Success, NY |
11042 |
|
|
(Address of principal executive offices) |
(Zip Code) |
|
|
|
|
|
|
|
Registrant's telephone number, including
area code: (516) 734-3600
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial
Condition
Item 7.01 Regulation FD Disclosure
Item 9.01. Financial Statements and Exhibits
EXHIBIT INDEX
EX-99.1: Registrant’s Press Release dated May
12, 2014
EX-99.2: Registrant’s May 2014 Investor Presentation
Item 2.02 Results of Operations and Financial Condition.
Attached hereto as Exhibit 99.1 and incorporated by reference
herein is financial information for the registrant for the first quarter of 2014 as presented in a press release of May 12, 2014.
The information in this Current Report on Form 8-K is furnished under Item 2.02 - "Results of Operations and Financial Condition."
Such information, including the exhibits attached hereto, shall not be deemed "filed" for any purpose, including for
the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject
to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference
into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language
in such filing.
Item 7.01 Regulation FD Disclosure.
Effective May 12, 2014, senior management of Dealertrack Technologies,
Inc. will begin using the materials included in Exhibit 99.2 to this report (the “Investor Presentation”) in connection
with presentations to existing and prospective investors. The Investor Presentation is attached as Exhibit 99.2 to this report
and is incorporated herein by reference. The registrant undertakes no obligation to update this information, including any forward-looking
statements, to reflect subsequently occurring events or circumstances.
The information furnished pursuant to this Item 7.01 shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference
into any filing of Dealertrack Technologies, Inc. under the Securities Act of 1933, as amended, or the Exchange Act.
Safe Harbor for Forward-Looking Statements
Statements in this Current Report on Form 8-K regarding Dealertrack
Technologies, Inc., including but not limited to the Exhibits attached hereto, other than the recitation of historical facts are
forward-looking statements (as defined in the Private Securities Litigation Reform Act of 1995). These statements involve a number
of risks, uncertainties and other factors that could cause actual results, performance or achievements of Dealertrack to be materially
different from any future results, performance or achievements expressed or implied by these forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. |
|
Description |
|
|
|
99.1 |
|
Registrant’s Press Release dated May 12, 2014 |
99.2 |
|
Registrant’s May 2014 Investor Presentation |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 12, 2014
|
Dealertrack Technologies, Inc. |
|
|
|
By: /s/ Eric D. Jacobs |
|
Eric D. Jacobs |
|
Executive Vice President, Chief Financial and
Administrative Officer |
EXHIBIT INDEX
Exhibit
No. |
|
Description |
|
|
|
99.1 |
|
Registrant’s Press Release dated May 12, 2014 |
99.2 |
|
Registrant’s May 2014 Investor Presentation |
MEDIA CONTACT:
Ken Engberg
kenneth.engberg@dealertrack.com
(516) 734-3692
INVESTOR CONTACT:
Garo Toomajanian
investorrelations@dealertrack.com
(888) 450-0478
Dealertrack Technologies Reports First
Quarter 2014 Financial Results
Reports 46% Year over Year Revenue Growth
Including the Impact of Acquisitions
Raises 2014 Revenue Guidance to Reflect
Strong First Quarter Performance
Lake Success, N.Y., May 12, 2014 – Dealertrack
Technologies, Inc. (NASDAQ: TRAK) today reported financial results for the first quarter ended March 31, 2014.
GAAP Results for the First Quarter 2014
| § | Revenue for
the quarter was $158.8 million, as compared to $109.1 million for 2013. |
| § | GAAP net loss
for the quarter was $(11.6) million, as compared to $(34,000) for 2013. |
| § | Diluted GAAP
net loss per share for the quarter was $(0.25), as compared to $(0.00) for 2013. |
GAAP net loss for the quarter of 2014 was negatively impacted by a $7.5 million, or $0.16 per share, non-cash charges (net of
taxes) relating to changes in expected asset use as we integrate solutions and was positively impacted by a $6.8 million, or $0.14
per share, gain (net of taxes) on the sale of our investment in TrueCar, Inc.
Non-GAAP Results for the First Quarter 2014
| § | Adjusted EBITDA
for the quarter was $30.5 million, as compared to $24.2 million for 2013. |
| § | Adjusted net
income for the quarter was $11.5 million, as compared to $12.0 million for 2013. |
| § | Diluted adjusted
net income per share for the quarter was $0.23, as compared to $0.27 for 2013. |
Mark F. O’Neil, chairman and chief executive officer
of Dealertrack Technologies, Inc., commented, “We are pleased to report strong first quarter results, with revenue up 46
percent in total and up 18 percent on an organic basis from a year ago. In addition to a strong revenue performance, the quarter
was highlighted by the completion of our transformative acquisition of Dealer.com. With our initial integration efforts successfully
underway, we are off to a strong start to 2014. Continued momentum in our subscription business, combined with advertising revenue
from Dealer.com, is driving an increasing mix of recurring revenue. We are also continuing to drive strong transaction revenue
growth, independent of car sales. We are becoming increasingly optimistic about 2014, as reflected in our increased full year
revenue guidance, and believe we are positioned for continued growth as we realize our vision of transforming automotive retailing.”
Updated
Guidance for 2014
Dealertrack increased its 2014 annual revenue guidance and updated profitability
guidance, as follows:
![](ex99x1_logo.jpg)
Expected GAAP Results
| § | Revenue for
the year is expected to be between $814.0 million and $826.0 million, an increase from
prior guidance of between $800.0 million and $816.0 million. |
| § | GAAP net loss
for the year is expected to be between $(18.0) million and $(12.0) million, a decrease
from prior guidance of between $(13.0) million and $(7.0) million. |
| § | Diluted GAAP
net loss per share for the year is expected to be between $(0.34) and $(0.23),
a decrease from prior guidance of between $(0.24) and $(0.13) per share. |
Expected Non-GAAP Results
Dealertrack has not changed
its prior non-GAAP guidance, which is as follows:
| § | Adjusted EBITDA
for the year is expected to be between $180.0 million and $188.0 million. |
| § | Adjusted net
income for the year is expected to be between $78.0 million and $84.0 million. |
| § | Diluted adjusted
net income per share for the year is expected to be between $1.42 and $1.53. |
Diluted GAAP net loss is based on an estimated diluted share
count of 53 million shares and adjusted net income per share is based on an estimated diluted share count of 55 million shares
guidance for the year. The guidance also continues to assume that new car sales by franchised dealers will be approximately 16.2
million units and used car sales by franchised dealers will be approximately 15.9 million units in 2014.
Conference Call
Dealertrack will host a conference call to discuss its first
quarter 2014 results, as well as its 2014 guidance, on May 12, 2014, at 5:00 p.m. Eastern Time. The conference call will be webcast
live on the Internet at ir.dealertrack.com. In addition, a live audio of the call will be accessible to the public by calling
877-303-6648 (domestic) or 970-315-0443 (international); no access code is necessary. Callers should dial in approximately 10
minutes before the call begins. A webcast replay will be available on the Dealertrack Technologies, Inc. website at www.dealertrack.com.
Non-GAAP Financial Measures
The non-GAAP measures of adjusted EBITDA and adjusted net income
disclosures are not presented in accordance with generally accepted accounting principles (GAAP) and are not intended to be used
in lieu of GAAP presentations of net income (loss). Adjusted EBITDA is a non-GAAP financial measure that represents GAAP
net income (loss) excluding interest, taxes, depreciation and amortization expenses, stock-based compensation, contra-revenue
and certain items, as applicable, such as: impairment charges, restructuring charges, impact of acquisition-related activity
(including contingent consideration changes, compensation expense, basis difference amortization, and professional service fees),
realized gains on sales of previously impaired securities, gains or losses on sales or disposals of subsidiaries and other assets, rebranding
expense and certain other items that we do not believe are indicative of our ongoing operating results.
Adjusted net income is a non-GAAP financial measure that represents
GAAP net income (loss) excluding stock-based compensation expense, the amortization of acquired identifiable intangibles, contra-revenue,
and certain items, as applicable, such as: impairment charges, restructuring charges, impact of acquisition-related activity (including
contingent consideration changes, compensation expense, basis difference amortization, and professional service fees), realized
gains on sales of previously impaired securities, gains or losses on sales or disposals of subsidiaries and other assets, adjustments
to deferred tax asset valuation allowances, non-cash interest expense, rebranding expense and certain other items that we do not
believe are indicative of our ongoing operating results. These adjustments to net income (loss), which are shown before taxes,
are adjusted for their tax impact at their applicable statutory rates.
Adjusted EBITDA and adjusted net income are presented because
management believes that they provide additional information with respect to the performance of our fundamental business activities
and are also frequently used by securities analysts, investors and other interested parties in the evaluation of comparable companies. Adjusted
EBITDA and adjusted net income are also presented because the acquisition method of accounting can have a negative impact on our
GAAP results because the depreciation and amortization expenses associated with acquired assets, in particular intangibles which
tend to have a relatively short useful life, can be substantial in the first several years following an acquisition. As a result,
we monitor our adjusted EBITDA and adjusted net income and other business statistics as a measure of operating performance in
addition to net income and the other measures included in our consolidated financial statements. Management believes the
adjusted EBITDA and adjusted net income information is useful to investors for these reasons. Adjusted EBITDA and adjusted
net income are non-GAAP financial measures and should not be viewed as an alternative to GAAP measures of performance. Management
believes the most directly comparable GAAP financial measure for adjusted EBITDA and adjusted net income is GAAP net income (loss)
and has provided a reconciliation of adjusted EBITDA to GAAP net income (loss) and adjusted net income to GAAP net income (loss)
in this press release.
About Dealertrack Technologies (www.dealertrack.com)
Dealertrack Technologies' intuitive and high-value web-based
software solutions and services enhance efficiency and profitability for all major segments of the automotive retail industry,
including dealers, lenders, OEMs, third-party retailers, aftermarket providers and other service providers. In addition to the
industry's largest online credit application network, connecting more than 20,000 dealers with more than 1,400 lenders, Dealertrack
Technologies delivers the industry's most comprehensive solution set for automotive retailers, including Dealer Management System
(DMS), Inventory, Sales and F&I, Digital Marketing and Registration and Titling solutions. For more information visit www.dealertrack.com.
Safe Harbor for Forward-Looking and Cautionary Statements
Statements in this press release regarding Dealertrack’s
expected 2014 performance based on both GAAP and non-GAAP measures, the long-term outlook for its business and all other statements
in this release other than the recitation of historical facts are forward-looking statements (as defined in the Private Securities
Litigation Reform Act of 1995). These statements involve a number of risks, uncertainties and other factors that could cause actual
results, performance or achievements of Dealertrack to be materially different from any future results, performance or achievements
expressed or implied by these forward-looking statements.
Factors that might cause such a difference include: economic
trends that affect the automotive retail industry or the indirect automotive financing industry including the number of new and
used cars sold; credit availability; reductions in automotive dealerships; increased competitive pressure from other industry
participants, including Open Dealer Exchange, RouteOne, CUDL, Finance Express and AppOne; the impact of some vendors of software
products for automotive dealers making it more difficult for Dealertrack’s customers to use Dealertrack’s solutions
and services; security breaches, interruptions, failures and/or other errors involving Dealertrack’s systems or networks;
the failure or inability to execute any element of Dealertrack’s business strategy, including selling additional products
and services to existing and new customers; Dealertrack’s success in implementing an ERP system; the volatility of Dealertrack’s
stock price; new regulations or changes to existing regulations; the integration of recent acquisitions and the expected benefits,
as well as the integration and expected benefits of any future acquisitions that Dealertrack may pursue; Dealertrack’s success
in expanding its customer base and product and service offerings, the impact of recent economic trends, and difficulties and increased
costs associated with raising additional capital; the impairment of intangible assets, such as trademarks and goodwill; and other
risks listed in Dealertrack’s reports filed with the Securities and Exchange Commission (SEC), including its most recent
Annual Report on Form 10-K. These filings can be found on Dealertrack’s website at www.dealertrack.com and the SEC’s
website at www.sec.gov. Forward-looking statements included herein speak only as of the date hereof and Dealertrack disclaims
any obligation to revise or update such statements to reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events or circumstances, except as required by law.
DEALERTRACK TECHNOLOGIES, INC. |
Consolidated Statements of Operations |
(In thousands, except per share amounts) |
(Unaudited) |
| |
| | |
| |
| |
Three Months Ended March 31, | |
| |
2014 | | |
2013 | |
| |
| | |
| |
Net revenue | |
$ | 158,808 | | |
$ | 109,059 | |
Cost of revenue | |
| 89,907 | | |
| 48,210 | |
Research and development | |
| 24,048 | | |
| 17,630 | |
Selling, general and administrative | |
| 67,486 | | |
| 42,468 | |
Total operating expenses | |
| 181,441 | | |
| 108,308 | |
Income (loss) from operations | |
| (22,633 | ) | |
| 751 | |
Interest expense, net | |
| (5,810 | ) | |
| (3,240 | ) |
Other income, net | |
| 709 | | |
| 66 | |
Gain on sale of investment | |
| 9,828 | | |
| — | |
Earnings from equity method investment, net | |
| 1,625 | | |
| 1,219 | |
Loss before benefit from income taxes, net | |
| (16,281 | ) | |
| (1,204 | ) |
Benefit from income taxes, net | |
| 4,639 | | |
| 1,170 | |
Net loss | |
$ | (11,642 | ) | |
$ | (34 | ) |
| |
| | | |
| | |
Basic net loss per share | |
$ | (0.25 | ) | |
$ | (0.00 | ) |
Diluted net loss per share | |
$ | (0.25 | ) | |
$ | (0.00 | ) |
Weighted average common stock outstanding (basic) | |
| 47,351 | | |
| 43,173 | |
Weighted average common stock outstanding (diluted) | |
| 47,351 | | |
| 43,173 | |
| |
| | | |
| | |
Adjusted EBITDA (non-GAAP) (a) | |
$ | 30,514 | | |
$ | 24,229 | |
Adjusted EBITDA margin (non-GAAP) (b) | |
| 19 | % | |
| 22 | % |
Adjusted net income (non-GAAP) (a) | |
$ | 11,487 | | |
$ | 12,036 | |
Shares used for diluted adjusted net income per
share (c) | |
| 49,576 | | |
| 44,624 | |
Diluted adjusted net income per share (non-GAAP) | |
$ | 0.23 | | |
$ | 0.27 | |
| |
| | | |
| | |
Stock-based compensation expense was classified as follows: | |
| | |
Cost of revenue | |
$ | 276 | | |
$ | 271 | |
Research and development | |
| 752 | | |
| 589 | |
Selling, general and administrative | |
| 3,095 | | |
| 2,411 | |
| |
$ | 4,123 | | |
$ | 3,271 | |
| |
| | | |
| | |
(a) See Reconciliation Data.
(b) Represents adjusted EBITDA as a percentage of net revenue.
(c) For the three months ended March 31, 2014, the diluted
weighted average shares outstanding of 49,576,000 does not include 1,366,000 shares related to our senior convertible notes.
DEALERTRACK TECHNOLOGIES, INC. |
Condensed Consolidated Balance Sheets |
(Dollars in thousands) |
(Unaudited) |
| |
| | |
| |
| |
March 31, | | |
December 31, | |
| |
2014 | | |
2013 | |
ASSETS | |
| | | |
| | |
Cash and cash equivalents | |
$ | 144,267 | | |
$ | 122,373 | |
Marketable securities | |
| 5,147 | | |
| 10,589 | |
Customer funds and customer funds receivable | |
| 35,601 | | |
| 25,901 | |
Accounts receivable, net | |
| 97,529 | | |
| 48,349 | |
Deferred tax assets, net | |
| 22,938 | | |
| 6,331 | |
Prepaid expenses and other current assets | |
| 29,878 | | |
| 21,314 | |
Total current assets | |
| 335,360 | | |
| 234,857 | |
| |
| | | |
| | |
Property and equipment, net | |
| 77,043 | | |
| 31,866 | |
Investments – cost and equity | |
| 36,652 | | |
| 119,318 | |
Software and website development costs, net | |
| 70,648 | | |
| 62,513 | |
Intangible assets, net | |
| 580,545 | | |
| 136,754 | |
Goodwill | |
| 1,051,559 | | |
| 316,130 | |
Deferred tax assets, net | |
| 56,862 | | |
| 40,421 | |
Other assets – long-term | |
| 20,743 | | |
| 14,616 | |
Total assets | |
$ | 2,229,412 | | |
$ | 956,475 | |
| |
| | | |
| | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
Accounts payable and accrued expenses | |
$ | 100,226 | | |
$ | 56,942 | |
Customer funds payable | |
| 35,601 | | |
| 25,901 | |
Senior convertible notes, net | |
| 172,399 | | |
| — | |
Deferred revenue | |
| 14,758 | | |
| 9,958 | |
Deferred tax liabilities | |
| 4,277 | | |
| 4,278 | |
Notes payable | |
| 2,577 | | |
| 2,000 | |
Total current liabilities | |
| 329,838 | | |
| 99,079 | |
Long-term liabilities | |
| 822,463 | | |
| 256,172 | |
Total liabilities | |
| 1,152,301 | | |
| 355,251 | |
Total stockholders' equity | |
| 1,077,111 | | |
| 601,224 | |
Total liabilities and stockholders'
equity | |
$ | 2,229,412 | | |
$ | 956,475 | |
DEALERTRACK TECHNOLOGIES, INC. |
Consolidated Statements of Cash Flows |
(Dollars in thousands) |
(Unaudited) |
| |
| | |
| |
| |
Three Months Ended March 31, | |
| |
2014 | | |
2013 | |
Operating activities: | |
| | | |
| | |
Net loss | |
$ | (11,642 | ) | |
$ | (34 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
Depreciation and amortization | |
| 31,291 | | |
| 13,897 | |
Deferred tax benefit | |
| (34,603 | ) | |
| (1,158 | ) |
Stock-based compensation expense | |
| 4,123 | | |
| 3,271 | |
Provision for doubtful accounts and sales credits | |
| 3,114 | | |
| 1,682 | |
Earnings from equity method investment, net | |
| (1,625 | ) | |
| (1,219 | ) |
Deferred compensation | |
| 50 | | |
| 38 | |
Stock-based compensation windfall tax benefit | |
| (8,685 | ) | |
| (3,587 | ) |
Gain on sale of investment | |
| (9,828 | ) | |
| — | |
Realized gain on sale of securities | |
| — | | |
| (11 | ) |
Amortization of debt issuance costs and debt discount | |
| 3,170 | | |
| 2,302 | |
Change in contingent consideration | |
| (250 | ) | |
| (500 | ) |
Forfeited customer deposits | |
| (648 | ) | |
| — | |
Amortization of deferred interest | |
| 53 | | |
| 279 | |
Changes in operating assets and liabilities, net of effects
of acquisitions: | |
| | | |
| | |
Accounts receivable | |
| (12,534 | ) | |
| (6,339 | ) |
Prepaid expenses and other current assets | |
| 4,236 | | |
| (2,186 | ) |
Other assets – long-term | |
| (4,227 | ) | |
| 3,166 | |
Accounts payable and accrued expenses | |
| (68,213 | ) | |
| (13,518 | ) |
Deferred rent | |
| (6 | ) | |
| 51 | |
Deferred revenue | |
| 1,714 | | |
| (60 | ) |
Other liabilities – long-term | |
| 11,646 | | |
| (1,074 | ) |
Net cash used in operating activities | |
| (92,864 | ) | |
| (5,000 | ) |
| |
| | | |
| | |
Consolidated Statements of Cash Flows (continued) |
| |
| |
| |
Three Months Ended March 31, | |
| |
2014 | | |
2013 | |
Investing activities: | |
| | | |
| | |
Capital expenditures | |
| (5,108 | ) | |
| (2,027 | ) |
Capitalized software and website development costs | |
| (10,645 | ) | |
| (5,296 | ) |
Proceeds from sale of investment in TrueCar | |
| 92,518 | | |
| — | |
Purchases of marketable securities | |
| (2,150 | ) | |
| (18,037 | ) |
Proceeds from sales and maturities of marketable securities | |
| 7,539 | | |
| 12,539 | |
Payment for acquisition of businesses, net of acquired
cash | |
| (541,288 | ) | |
| — | |
Net cash used in investing activities | |
| (459,134 | ) | |
| (12,821 | ) |
| |
| | | |
| | |
Financing activities: | |
| | | |
| | |
Principal payments on capital lease obligations and financing arrangements | |
| (29 | ) | |
| (38 | ) |
Proceeds from stock purchase plan and exercise of stock options | |
| 10,729 | | |
| 3,109 | |
Proceeds from issuance of term loan B credit facility | |
| 575,000 | | |
| — | |
Proceeds from note receivable | |
| 500 | | |
| — | |
Payments for debt issuance costs | |
| (15,501 | ) | |
| — | |
Purchases of treasury stock | |
| (4,412 | ) | |
| (678 | ) |
Stock-based compensation windfall tax benefit | |
| 8,685 | | |
| 3,587 | |
Net cash provided by financing activities | |
| 574,972 | | |
| 5,980 | |
| |
| | | |
| | |
Net increase (decrease) in cash and cash equivalents | |
| 22,974 | | |
| (11,841 | ) |
Effect of exchange rate changes on cash and cash equivalents | |
| (1,080 | ) | |
| (393 | ) |
Cash and cash equivalents, beginning of period | |
| 122,373 | | |
| 143,811 | |
Cash and cash equivalents, end of period | |
$ | 144,267 | | |
$ | 131,577 | |
| |
| | | |
| | |
| |
| | | |
| | |
Supplemental disclosure: | |
| | | |
| | |
Cash paid for: | |
| | | |
| | |
Income taxes | |
$ | 2,210 | | |
$ | 702 | |
Interest | |
| 3,424 | | |
| 1,646 | |
Non-cash investing and financing activities: | |
| | | |
| | |
Accrued capitalized hardware, software and fixed assets | |
| 6,771 | | |
| 2,224 | |
Assets acquired under capital leases and financing arrangements | |
| 35 | | |
| 34 | |
Non-cash consideration issued for investment in Dealer.com | |
| 471,220 | | |
| — | |
| |
| | | |
| | |
DEALERTRACK TECHNOLOGIES, INC. |
Reconciliation of GAAP Net Income to Non-GAAP Adjusted
EBITDA |
(Dollars in thousands) |
(Unaudited) |
|
| |
Three Months
Ended March 31, | |
| |
2014 | | |
2013 | |
| |
| | |
| |
GAAP net loss | |
$ | (11,642 | ) | |
$ | (34 | ) |
Interest income | |
| (100 | ) | |
| (124 | ) |
Interest expense – cash | |
| 2,740 | | |
| 1,062 | |
Interest expense – non-cash | |
| 3,170 | | |
| 2,302 | |
Benefit from income taxes, net | |
| (4,639 | ) | |
| (1,170 | ) |
Depreciation of property and equipment and amortization of capitalized software
and website costs | |
| 10,595 | | |
| 6,581 | |
Amortization of acquired identifiable intangibles | |
| 20,696 | | |
| 7,316 | |
EBITDA (non-GAAP) | |
| 20,820 | | |
| 15,933 | |
Adjustments: | |
| | | |
| | |
Stock-based compensation | |
| 4,123 | | |
| 3,271 | |
Contra-revenue | |
| 1,157 | | |
| 1,354 | |
Acquisition-related and other professional
fees | |
| 6,974 | | |
| 483 | |
Acquisition-related contingent consideration changes and
compensation expense, net | |
| 929 | | |
| 35 | |
Integration and other related costs | |
| 5,792 | | |
| 799 | |
Gain on sale of investment | |
| (9,828 | ) | |
| — | |
Amortization of equity method investment basis difference | |
| 547 | | |
| 706 | |
Rebranding expense | |
| — | | |
| 1,648 | |
Adjusted EBITDA (non-GAAP) | |
$ | 30,514 | | |
$ | 24,229 | |
![](ex99x1_logo.jpg)
DEALERTRACK TECHNOLOGIES, INC. |
Reconciliation of GAAP Net Income to Non-GAAP
Adjusted Net Income |
(Dollars in thousands) |
(Unaudited) |
|
| |
Three Months
Ended March 31, | |
| |
2014 | | |
2013 | |
| |
| | |
| |
GAAP net loss | |
$ | (11,642 | ) | |
$ | (34 | ) |
Adjustments: | |
| | | |
| | |
Interest expense – non-cash (not tax-impacted) | |
| 3,170 | | |
| 2,302 | |
Amortization of acquired identifiable intangibles | |
| 20,696 | | |
| 7,316 | |
Stock-based compensation | |
| 4,123 | | |
| 3,271 | |
Contra-revenue | |
| 1,157 | | |
| 1,354 | |
Gain on sale of investment | |
| (9,828 | ) | |
| — | |
Acquisition-related and other professional fees | |
| 6,974 | | |
| 483 | |
Acquisition-related contingent consideration changes and
compensation expense, net | |
| 929 | | |
| 35 | |
Integration and other related costs | |
| 6,481 | | |
| 799 | |
Rebranding expense | |
| — | | |
| 1,648 | |
Amortization of equity method investment basis difference | |
| 547 | | |
| 706 | |
Amended state tax returns impact (non-taxable) | |
| — | | |
| 56 | |
Tax impact
of adjustments (a) | |
| (11,120 | ) | |
| (5,900 | ) |
Adjusted net income (non-GAAP) | |
$ | 11,487 | | |
$ | 12,036 | |
(a) The tax impact of adjustments for the three months ended
March 31, 2014 are based on a U.S. statutory tax rate of 38.7% applied to taxable adjustments other than amortization of acquired
identifiable intangibles, stock-based compensation expense and gain on sale of investment, which are based on a blended tax rate
of 38.6%, 38.3% and 31.0%, respectively. Additionally, the tax impact of adjustments includes $1.6 million of incremental deferred
taxes related to the acquisition of Dealer.com. The tax impact of adjustments for the three months ended March 31, 2013 are based
on a U.S. statutory tax rate of 38.2% applied to taxable adjustments other than amortization of acquired identifiable intangibles
and stock-based compensation expense, which are based on a blended tax rate of 38.1% and 37.7%, respectively.
A reconciliation of GAAP to non-GAAP measures is included in
our investor presentation, which also includes the impact of reconciled items on individual income statement classifications.
![](ex99x1_logo.jpg)
DEALERTRACK TECHNOLOGIES, INC. |
Reconciliation of Forward-looking GAAP Net Income to Forward-looking
Non-GAAP Adjusted EBITDA |
(Dollars in millions) |
(Unaudited) |
| |
Year Ending December 31, 2014 | |
| |
Expected Range | |
| |
| | |
| |
GAAP net income | |
$ | (18.0 | ) | |
$ | (12.0 | ) |
Interest, net | |
| 34.0 | | |
| 34.0 | |
Income taxes, net | |
| (10.0 | ) | |
| (6.8 | ) |
Amortization of basis difference from joint venture | |
| 2.2 | | |
| 2.2 | |
Depreciation and amortization | |
| 43.5 | | |
| 42.3 | |
Amortization of acquired identifiable intangibles | |
| 83.0 | | |
| 83.0 | |
EBITDA (non-GAAP) | |
| 134.7 | | |
| 142.7 | |
Adjustments: | |
| | | |
| | |
Stock-based compensation | |
| 18.2 | | |
| 18.2 | |
Gain on sale of investment | |
| (9.8 | ) | |
| (9.8 | ) |
Non-recurring
costs (a) | |
| 32.0 | | |
| 32.0 | |
Contra-revenue | |
| 4.9 | | |
| 4.9 | |
Adjusted EBITDA - (non-GAAP) | |
$ | 180.0 | | |
$ | 188.0 | |
______________________________________________
(a) Includes
certain professional fees, integration and other related costs, acquisition-related compensation expense and fair value adjustments.
Reconciliation
of Forward-looking GAAP Net Income to Forward-looking Non-GAAP Adjusted Net Income
(Dollars in
millions)
(Unaudited)
| |
Year Ending December 31, 2014 | |
| |
Expected Range | |
| |
| | | |
| | |
GAAP net income | |
$ | (18.0 | ) | |
$ | (12.0 | ) |
Adjustments: | |
| | | |
| | |
Stock-based compensation | |
| 18.2 | | |
| 18.2 | |
Amortization of acquired identifiable intangibles | |
| 83.0 | | |
| 83.0 | |
Amortization of basis difference from joint venture | |
| 2.2 | | |
| 2.2 | |
Non-cash interest expense (not tax-impacted) | |
| 13.0 | | |
| 13.0 | |
Gain on sale of investment | |
| (9.8 | ) | |
| (9.8 | ) |
Non-recurring costs (a) | |
| 32.0 | | |
| 32.0 | |
Contra-revenue | |
| 4.9 | | |
| 4.9 | |
Tax impact
of adjustments (b) | |
| (47.5 | ) | |
| (47.5 | ) |
Adjusted net income (non-GAAP) | |
$ | 78.0 | | |
$ | 84.0 | |
______________________________________________
(a) Includes
certain professional fees, integration and other related costs, acquisition-related compensation expense, accelerated depreciation
and fair value adjustments.
(b) The
tax impact of adjustments are based on a blended tax rate of 36% applied to taxable adjustments.
![](ex99x1_logo.jpg)
DEALERTRACK
TECHNOLOGIES, INC.
Summary
of Business Statistics
Three
months ended
(Unaudited)
| |
| | |
| | |
| | |
| | |
| |
| |
Mar 31, | | |
Dec 31, | | |
Sep 30, | | |
Jun 30, | | |
Mar 31, | |
| |
2014 | | |
2013 | | |
2013 | | |
2013 | | |
2013 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Transaction services revenue (in thousands) | |
$ | 77,735 | | |
$ | 70,338 | | |
$ | 73,514 | | |
$ | 71,645 | | |
$ | 61,364 | |
Subscription services revenue (in thousands) | |
$ | 61,969 | | |
$ | 49,107 | | |
$ | 45,223 | | |
$ | 44,623 | | |
$ | 42,778 | |
Advertising and other revenue (in thousands) | |
$ | 19,104 | | |
$ | 6,666 | | |
$ | 5,845 | | |
$ | 5,514 | | |
$ | 4,917 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Active dealers in our U.S. network as of end of
the period (a) | |
| 20,719 | | |
| 20,046 | | |
| 20,238 | | |
| 20,205 | | |
| 20,041 | |
Active lenders in our U.S. network as of end of
the period (b) | |
| 1,443 | | |
| 1,410 | | |
| 1,378 | | |
| 1,355 | | |
| 1,291 | |
Active lender to dealer relationships as of end
of the period (c) | |
| 202,984 | | |
| 191,135 | | |
| 191,548 | | |
| 184,273 | | |
| 181,578 | |
Transactions processed (in thousands) (d)
| |
| 28,560 | | |
| 24,471 | | |
| 27,172 | | |
| 26,176 | | |
| 24,106 | |
Average transaction price (e) | |
$ | 2.76 | | |
$ | 2.91 | | |
$ | 2.74 | | |
$ | 2.79 | | |
$ | 2.60 | |
Transaction revenue per car sold (f) | |
$ | 11.20 | | |
$ | 8.63 | | |
$ | 7.70 | | |
$ | 7.38 | | |
$ | 8.99 | |
Subscribing dealers in U.S. and Canada as of end
of the period (g) | |
| 23,624 | | |
| 18,464 | | |
| 18,255 | | |
| 18,076 | | |
| 17,832 | |
Average monthly subscription revenue per subscribing
dealership (h) | |
$ | 956 | | |
$ | 815 | | |
$ | 758 | | |
$ | 757 | | |
$ | 737 | |
Active dealerships on advertising platform as
of end of the period (i) | |
| 7,053 | | |
| * | | |
| * | | |
| * | | |
| * | |
Average advertising spend
per dealer rooftop (j) | |
$ | 1,708 | | |
| * | | |
| * | | |
| * | | |
| * | |
* Historical amounts not applicable
(a) We consider a dealer to be active in our U.S. network as
of a date if the dealer completed at least one revenue-generating credit application processing transaction using the U.S. Dealertrack
network during the most recently ended calendar month. The number of active U.S. dealers is based on the number of dealer accounts
as communicated by lenders on the U.S. Dealertrack network.
(b) We consider a lender to be active
in our U.S. network as of a date if it is accepting credit application data electronically from U.S. dealers in the U.S. Dealertrack
network.
(c) Each lender to dealer relationship
represents a pair between an active U.S. lender and an active U.S. dealer at the end of a given period.
(d) Represents revenue-generating transactions
processed in the U.S. Dealertrack, Dealertrack Aftermarket Services, Registration and Titling Solutions, Collateral Management
Solutions and Dealertrack Canada networks at the end of a given period.
(e) Represents the average revenue
earned per transaction processed in the U.S. Dealertrack, Dealertrack Aftermarket Services, Registration and Titling Solutions,
Collateral Management Solutions and Dealertrack Canada networks during a given period. Revenue used in the calculation adds back
(excludes) transaction related contra-revenue.
(f) Represents transaction services revenue divided by our
estimate of total new and used car sales for the period in the U.S. and Canada. Revenue used in calculation adds back (excludes)
transaction related contra-revenue.
(g) Represents the number of dealerships in the U.S. and Canada
with one or more active subscriptions at the end of a given period. Subscriptions to Dealertrack CentralDispatch have been excluded
as these customers include brokers and carriers in addition to dealers.
(h) Represents subscription services revenue divided by average
subscribing dealers for a given period in the U.S. and Canada. Revenue used in the calculation adds back (excludes) subscription
related contra-revenue. In addition, subscribing dealers and subscription services revenue from Dealertrack CentralDispatch have
been excluded from the calculation as a majority of these customers are not dealers.
(i) We consider a dealership to be active on our advertising
platform as of a date if they incurred advertising spend in that month.
(j) Represents advertising services revenue divided by average
active dealerships on our advertising platform for a given period.
TRAK-E ###
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(MM) (NASDAQ:TRAK)
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(MM) (NASDAQ:TRAK)
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