bmbl-8k_20210310.htm

 

 

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): March 10, 2021

 

Bumble Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-40054

85-3604367

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1105 West 41st Street, Austin, Texas

 

78756

(Address of principal executive offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (512) 696-1409

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol

 

Name of each exchange on which registered

Class A common stock, par value $0.01 per share

 

BMBL

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 


 

 

Item 2.02 Results of Operations and Financial Condition.

On March 10, 2021, Bumble Inc. issued a press release announcing earnings for the fourth quarter and full year ended December 31, 2020.  A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein in its entirety.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filings under the Securities Act of 1933 or the Securities Exchange Act of 1934.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

 

Description of Exhibit

99.1

 

Press release of Bumble Inc., dated March 10, 2021, announcing earnings for the fourth quarter and full year ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1


 

 

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.

 

 

 

BUMBLE INC.

 

 

 

 

Date:  March 10, 2021

 

By:

/s/ Anuradha B. Subramanian

 

 

Name:

Anuradha B. Subramanian

 

 

Title:

Chief Financial Officer

 

2

bmbl-ex991_6.htm

 

Exhibit 99.1

 

Bumble Inc. Announces Fourth Quarter and Full Year 2020 Results

 

Fourth Quarter Revenue Increased 31% to $165.6 million

Bumble App Fourth Quarter Revenue Increased 47% to $105.8 million

Badoo App and Other Fourth Quarter Revenue Increased 10% to $59.8 million

Fourth Quarter Total Paying Users* Increased 32% to 2.7 million

 

Austin, Texas (March 10, 2021) -­ Bumble Inc. (NASDAQ: BMBL), the parent company of Bumble and Badoo, today reported financial results for the fourth quarter and full year ended December 31, 2020.

“We are committed to our mission, our customers and to advancing the business, which fueled our strong fourth quarter and full year 2020 results,” said Whitney Wolfe Herd, Founder and CEO of Bumble. “Our significant increase in revenue and paying users is a direct result of our team’s dedication and remarkable agility during a challenging pandemic. Looking ahead, we remain focused on driving scale, investing in our users and expanding internationally. Our IPO was a pivotal milestone, but we are just getting started and are excited for the next chapter of our journey.”

 

Full year 2020 revenue increased to $582.2 million from $488.9 million in 2019.  Full year revenue was comprised of $40.0 million for the period from January 1, 2020 to January 28, 2020 and $542.2 million for the period from January 29, 2020 to December 31, 2020.  Full year 2020 Total Paying Users increased 22% year over year to 2.5 million.

 

Fourth Quarter 2020 Operational and Financial Results:

(All comparisons relative to the Fourth Quarter 2019)

 

 

Revenue increased 31.1% to $165.6 million, compared to $126.3 million.  Bumble app revenue increased 46.6% to $105.8 million and Badoo app and other revenue increased 10.5% to $59.8 million.  

 

Total Paying Users increased 32.5% to 2.7 million, compared to 2.0 million.

 

Total ARPPU was $20.02, compared to $19.99.  

 

Net loss was $(26.1) million, or (15.7)% of revenue, compared to net earnings of $17.2 million, or 13.6% of revenue.

 

Adjusted EBITDA was $44.1 million, or 26.6% of revenue, compared to $21.9 million, or 17.3% of revenue.

 

Full Year 2020 Operational and Financial Results:

(All comparisons relative to the Full Year 2019)

 

 

Revenue was $542.2 million for the period from January 29, 2020 to December 31, 2020 and $40.0 million for the period from January 1, 2020 to January 28, 2020, compared to $488.9 million.

 

Bumble App Revenue was $337.2 million for the period from January 29, 2020 to December 31, 2020 and $23.3 million for the period from January 1, 2020 to January 28, 2020, compared to $275.5 million.

 

Badoo App and Other Revenue was $205.0 million for the period from January 29, 2020 to December 31, 2020 and $16.7 million for the period from January 1, 2020 to January 28, 2020, compared to $213.4 million.

 

Total Paying Users increased 22.2% to 2.5 million, compared to 2.1 million.

 

Total ARPPU was $18.89, compared to $19.22.  


 

 

Net (loss) earnings was $(110.2) million, or (20.3)% of revenue, for the period from January 29, 2020 to December 31, 2020 and $(32.6) million, or (81.4)% of revenue, for the period from January 1, 2020 to January 28, 2020, compared to $85.8 million, or 17.6% of revenue.

 

Adjusted EBITDA was $143.1 million, or 26.4% of revenue, for the period from January 29, 2020 to December 31, 2020 and $9.4 million, or 23.4% of revenue, for the period from January 1, 2020 to January 28, 2020, compared to $101.8 million, or 20.8% of revenue.

 

During the fourth quarter, we demonstrated our ability to continue to scale the business and rapidly adapt to the pandemic, while expanding Adjusted EBITDA,” added Anu Subramanian, CFO of Bumble. “Looking ahead, we believe we are well positioned to drive growth in users and capitalize on our significant market opportunity.”

 

*Please see Definitions section below for the definition of “Paying Users”

 

Key Operating Metrics:

 

(in thousands, except ARPPU)

 

Quarter

Ended

December

31, 2020

 

 

Quarter

Ended

December

31, 2019

 

Bumble App Paying Users

 

 

1,268.7

 

 

 

890.6

 

Badoo App and Other Paying Users

 

 

1,424.6

 

 

 

1,142.9

 

Total Paying Users

 

 

2,693.3

 

 

 

2,033.5

 

Bumble App Average Revenue per Paying User

 

$

27.79

 

 

$

27.00

 

Badoo App and Other Average Revenue per Paying User

 

$

13.10

 

 

$

14.52

 

Total Average Revenue per Paying User

 

$

20.02

 

 

$

19.99

 

 

Financial Outlook:

 

Bumble anticipates Revenue and Adjusted EBITDA for the quarter ending March 31, 2021 and year ending December 31, 2021 to be:

 

First quarter 2021:

 

Revenue in the range of $163 to $165 million

 

Adjusted EBITDA in the range of $41 to $42 million.

 

Full year 2021:

 

Revenue in the range of $716 to $726 million

 

Adjusted EBITDA in the range of $173 to $178 million.

 

Actual results may differ materially from Bumble’s Financial Outlook as a result of, among other things, the factors described under “Forward-Looking Statements” below.

 

With regards to the Non-GAAP Adjusted EBITDA outlook provided above, a reconciliation to GAAP net earnings (loss) has not been provided as the quantification of certain items included in the calculation of GAAP net earnings (loss) cannot be calculated or predicted at this time without unreasonable efforts. For example, the non-GAAP adjustment for stock-based compensation expense requires additional inputs such as number of shares granted and market price that are not currently ascertainable, and the non-GAAP adjustment for certain legal, tax and regulatory reserves and expenses depends on the timing and magnitude of these expenses and cannot be accurately forecasted. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could have a potentially unpredictable, and potentially significant, impact on its future GAAP financial results.

 

 

 

 

 


 

 

Conference Call and Webcast Information

 

Bumble will host a conference call and live webcast to discuss its fourth quarter and full year 2020 financial results at 4:30 p.m. Eastern Time today, March 10, 2021. To listen to the live conference call, please dial toll free (833) 362-0206 or (914) 987-7675, access code 1162237, approximately 10 minutes prior to the start of the call. A webcast of the call and other information related to the call will be accessible on the Investors section of the Company’s website at https://ir.bumble.com. A webcast replay will be available approximately two hours after the conclusion of the live event.

Definitions

 

Bumble App Average Revenue per Paying User is calculated based on Bumble App Revenue in any measurement period, divided by Bumble App Paying Users in such period divided by the number of months in the period.

Bumble App Paying User is a user that has purchased or renewed a Bumble subscription plan and/or made an in-app purchase on the Bumble app in a given month. We calculate Bumble App Paying Users as a monthly average, by counting the number of Bumble App Paying Users in each month and then dividing by the number of months in the relevant measurement period.

Badoo App and Other Average Revenue per Paying User is calculated based on Badoo App and Other Revenue in any measurement period, excluding any revenue generated from advertising and partnerships or affiliates, divided by Badoo App and Other Paying Users in such period divided by the number of months in the period.

Badoo App and Other Paying User is a user that has purchased or renewed a subscription plan and/or made an in-app purchase on the Badoo app in a given month (or made a purchase on one of our other apps that we owned and operated in a given month, or purchase on other third-party apps that used our technology in the relevant period). We calculate Badoo App and Other Paying Users as a monthly average, by counting the number of Badoo App and Other Paying Users in each month and then dividing by the number of months in the relevant measurement period.

 

Predecessor refers to Worldwide Vision Limited and its consolidated subsidiaries.  Worldwide Vision Limited operated the trade of Bumble Inc. prior to the consummation of the acquisition (the “Sponsor Acquisition”) on January 29, 2020 of a majority stake in Worldwide Vision Limited by a group of investment funds managed by The Blackstone Group Inc.

 

Successor refers to Buzz Holdings L.P. and its consolidated subsidiaries.  Buzz Holdings L.P. was formed primarily as a vehicle to finance the Sponsor Acquisition. Following completion of the initial public offering on February 16, 2021, Bumble Inc. is now the holding company of the group.

 

Non-GAAP Financial Measures

 

We report our financial results in accordance with GAAP, however, management believes that certain non-GAAP financial measures provide users of our financial information with useful supplemental information that enables a better comparison of our performance across periods. These measures include: Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow and Free Cash Flow Conversion. We believe Adjusted EBITDA and Adjusted EBITDA Margin provide visibility to the underlying continuing operating performance by excluding the impact of certain expenses, including income tax provision, interest (income) expense, depreciation and amortization, stock-based compensation expense, foreign exchange loss (gain), changes in fair value of contingent earn-out liability and interest rate swaps, transaction costs and one-time litigation costs, as management does not believe these expenses are representative of our core earnings. In addition to Adjusted EBITDA and Adjusted EBITDA Margin, we believe Free Cash Flow and Free Cash Flow Conversion provide useful information regarding how cash provided by operating activities compares to the capital expenditures required to maintain and grow our business, and our available liquidity, after funding such capital expenditures, to service our debt, fund strategic initiatives and strengthen our balance sheet, as well as our ability to convert our earnings to cash. Additionally, we believe such metrics are widely used by investors, securities analysis, ratings agencies and other parties in evaluating liquidity and debt-service capabilities.

 


We calculate Free Cash Flow and Free Cash Flow Conversion using methodologies that we believe can provide useful supplemental information to help investors better understand underlying trends in our business.

 

Our non-GAAP financial measures may not be comparable to similarly titled measures used by other companies, have limitations as analytical tools and should not be considered in isolation, or as substitutes for analysis of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP financial measures as superior to, or a substitute for, the equivalent measures calculated and presented in accordance with GAAP.

 

Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”) is defined as net earnings (loss) excluding income tax (benefit) provision, interest expense (income), depreciation and amortization, stock-based compensation expense, foreign exchange loss (gain), changes in fair value of contingent earn-out liability, changes in fair value of interest rate swaps, transaction costs and one-time litigation costs.

 

Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of revenue.

 

Free Cash Flow is defined as net cash provided by (used in) operating activities less capital expenditures.

 

Free Cash Flow Conversion represents Free Cash Flow as a percentage of Adjusted EBITDA.

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements include without limitation statements reflecting our current views with respect to, among other things, our operations, our financial performance and our industry and other non-historical statements, including without limitation the statements in the “Financial Outlook” section of this press release.  In some cases, you can identify these forward-looking statements by the use of words such as “outlook,” “believe(s),” “expect(s),” “potential,” “continue(s),” “may,” “will,” “should,” “could,” “would,” “seek(s),” “predict(s),” “intend(s),” “trends,” “plan(s),” “estimate(s),” “anticipates,” “projection,” “will likely result” and or the negative version of these words or other comparable words of a future or forward-looking nature. Such forward-looking statements are subject to various risks and uncertainties.  Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements.  These factors include, but are not limited to, the following:

 

 

our ability to retain existing users or attract new users and to convert users to paying users

 

competition and changes in the competitive landscape of our market

 

our ability to distribute our dating products through third parties, such as Apple App Store or Google Play Store, and offset related fees

 

the impact of data security breaches or cyber attacks on our systems and the costs of remediation related to any such incidents

 

the continued development and upgrading of our technology platform and our ability to adapt to rapid technological developments and changes in a timely and cost-effective manner

 

our ability to obtain, maintain, protect and enforce intellectual property rights and successfully defend against claims of infringement, misappropriation or other violations of third-party intellectual property

 

our ability to comply with complex and evolving U.S. and international laws and regulations relating to our business, including data privacy laws

 

foreign currency exchange rate fluctuations

 

risks relating to certain of our international operations, including successful expansion into new markets

 

Affiliates of The Blackstone Group Inc.’s (“Blackstone”) and our Founder’s control of us

 

the outsized voting rights of affiliates of Blackstone and our Founder

 


 

 

the inability to attract hire and retain a highly qualified and diverse workforce, or maintain our corporate culture

 

changes in business or macroeconomic conditions, including the impact of the Coronavirus Disease 2019 (“COVID-19”) (and other widespread health emergencies or pandemics) and measures taken in response, lower consumer confidence in our business or in the online dating industry generally, recessionary conditions, increased unemployment rates, stagnant or declining wages, political unrest, armed conflicts or natural disasters

 

For additional information on these and other factors that could cause Bumble’s actual results to differ materially from expected results, please see our prospectus, dated February 10, 2021, filed with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 424(b)(4) of the Securities Act of 1933, as amended, on February 12, 2021, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov.  The forward-looking statements included in this press release are made only as of the date of this press release, and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

 

About Bumble

Bumble Inc. is the parent company of Badoo and Bumble, two of the world’s highest-grossing dating apps with millions of users worldwide. The Bumble platform enables people to connect and build equitable and healthy relationships. Founded by CEO Whitney Wolfe Herd in 2014, the Bumble app is one of the first dating apps built with women at the center, and the Badoo app, which was founded in 2006, is one of the pioneers of web and mobile dating products. Bumble currently employs over 700 people in offices in Austin, Barcelona, London, and Moscow.

 

For more information about Bumble, please visit bumble.com and follow @Bumble on social platforms.

 

 

Source: Bumble Inc.

 

Investor Contact

ir@team.bumble.com

 

Media Contact

press@team.bumble.com

 


 

Buzz Holdings L.P.

Consolidated Balance Sheets

(in thousands, except par value amounts)

 

 

 

Successor

 

 

 

Predecessor

 

 

 

December 31,

2020

 

 

 

December 31,

2019

 

ASSETS

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

128,029

 

 

 

$

57,449

 

Accounts receivable

 

 

41,595

 

 

 

 

34,234

 

Loans to related companies

 

 

 

 

 

 

42,043

 

Other current assets

 

 

81,387

 

 

 

 

36,106

 

Total current assets

 

 

251,011

 

 

 

 

169,832

 

Right-of-use assets

 

 

11,711

 

 

 

 

16,291

 

Lease receivable

 

 

1,069

 

 

 

 

1,011

 

Property and equipment, net

 

 

16,833

 

 

 

 

14,033

 

Goodwill

 

 

1,540,915

 

 

 

 

 

Intangible assets, net

 

 

1,812,410

 

 

 

 

1,241

 

Deferred tax assets, net

 

 

 

 

 

 

7,055

 

Other noncurrent assets

 

 

3,319

 

 

 

 

835

 

Total assets

 

$

3,637,268

 

 

 

$

210,298

 

LIABILITIES AND BUZZ HOLDINGS L.P. OWNERS’ /

   WORLDWIDE VISION LIMITED SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

23,741

 

 

 

$

8,066

 

Deferred revenue

 

 

31,269

 

 

 

 

24,749

 

Accrued expenses and other current liabilities

 

 

180,986

 

 

 

 

88,649

 

Current portion of long-term debt, net

 

 

5,338

 

 

 

 

 

Total current liabilities

 

 

241,334

 

 

 

 

121,464

 

Long-term debt, net

 

 

820,876

 

 

 

 

 

Deferred tax liabilities

 

 

428,087

 

 

 

 

 

Other liabilities

 

 

62,190

 

 

 

 

59,152

 

Total liabilities

 

$

1,552,487

 

 

 

$

180,616

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

Buzz Holdings L.P. owners’ / Worldwide Vision Limited

   shareholders’ equity:

 

 

 

 

 

 

 

 

 

Limited Partners’ interest (2,453,785 Class A units and 153,274 Class B

   units issued and outstanding as of December 31, 2020)

 

 

1,903,121

 

 

 

 

 

Issued share capital ($0.0001 par value; 126,424 shares authorized; 108,431

   shares issued and outstanding as of December 31, 2019)

 

 

 

 

 

 

11

 

Additional paid-in capital

 

 

 

 

 

 

3,449

 

Accumulated other comprehensive income

 

 

180,852

 

 

 

 

644

 

Treasury stock (6,940 shares as of December 31, 2019)

 

 

 

 

 

 

(3,788

)

Retained earnings

 

 

 

 

 

 

23,352

 

Total Buzz Holdings L.P. owners’ / Worldwide Vision Limited

   shareholders’ equity

 

 

2,083,973

 

 

 

 

23,668

 

Noncontrolling interests

 

 

808

 

 

 

 

6,014

 

Total owners’ / shareholders’ equity

 

 

2,084,781

 

 

 

 

29,682

 

Total liabilities and owners’ / shareholders’ equity

 

$

3,637,268

 

 

 

$

210,298

 

 

 


Buzz Holdings L.P.

Consolidated Statements of Operations

(in thousands, except per unit data)

 

 

 

Successor

 

 

 

Predecessor

 

 

Successor

 

 

 

Predecessor

 

 

 

Quarter

Ended

December

31, 2020

 

 

 

Quarter

Ended

December

31, 2019

 

 

Period from

January 29,

through

December

31, 2020

 

 

 

Period from

January 1,

through

January

28, 2020

 

 

Year

Ended

December

31, 2019

 

Revenue

 

$

165,605

 

 

 

$

126,301

 

 

$

542,192

 

 

 

$

39,990

 

 

$

488,940

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

 

44,612

 

 

 

 

34,713

 

 

 

146,629

 

 

 

 

10,790

 

 

 

139,767

 

Selling and marketing expense

 

 

48,077

 

 

 

 

40,561

 

 

 

152,588

 

 

 

 

11,157

 

 

 

142,902

 

General and administrative expense

 

 

50,495

 

 

 

 

19,706

 

 

 

178,615

 

 

 

 

44,907

 

 

 

67,079

 

Product development expense

 

 

17,079

 

 

 

 

10,195

 

 

 

46,994

 

 

 

 

4,087

 

 

 

39,205

 

Depreciation and amortization expense

 

 

25,996

 

 

 

 

1,831

 

 

 

91,767

 

 

 

 

408

 

 

 

6,734

 

Total operating costs and expenses

 

 

186,259

 

 

 

 

107,006

 

 

 

616,593

 

 

 

 

71,349

 

 

 

395,687

 

Operating (loss) income

 

 

(20,654

)

 

 

 

19,295

 

 

 

(74,401

)

 

 

 

(31,359

)

 

 

93,253

 

Interest (expense) income

 

 

(7,430

)

 

 

 

156

 

 

 

(22,134

)

 

 

 

50

 

 

 

202

 

Other expense, net

 

 

(8,999

)

 

 

 

(1,989

)

 

 

(5,525

)

 

 

 

(882

)

 

 

(1,473

)

(Loss) earnings before tax

 

 

(37,083

)

 

 

 

17,462

 

 

 

(102,060

)

 

 

 

(32,191

)

 

 

91,982

 

Income tax benefit (provision)

 

 

11,017

 

 

 

 

(250

)

 

 

(8,126

)

 

 

 

(365

)

 

 

(6,138

)

Net (loss) earnings

 

 

(26,066

)

 

 

 

17,212

 

 

 

(110,186

)

 

 

 

(32,556

)

 

 

85,844

 

Net earnings attributable to noncontrolling interests

 

 

908

 

 

 

 

5,111

 

 

 

808

 

 

 

 

1,917

 

 

 

19,698

 

Net (loss) earnings attributable to Buzz Holdings

   L.P. owners / Worldwide Vision Limited

   shareholders

 

$

(26,974

)

 

 

$

12,101

 

 

$

(110,994

)

 

 

$

(34,473

)

 

$

66,146

 

Net loss per unit attributable to Buzz Holdings

   L.P. owners

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic loss per unit

 

$

(0.01

)

 

 

 

 

 

$

(0.05

)

 

 

 

 

 

 

 

Diluted loss per unit

 

$

(0.01

)

 

 

 

 

 

$

(0.05

)

 

 

 

 

 

 

 

 

 

 


 

 

Buzz Holdings L.P.

Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Successor

 

 

 

Predecessor

 

 

Successor

 

 

 

Predecessor

 

 

 

Quarter Ended

December

31, 2020

 

 

 

Quarter Ended

December

31, 2019

 

 

Period from

January 29,

through

December

31, 2020

 

 

 

Period from

January 1,

through

January

28, 2020

 

 

Year

Ended

December

31, 2019

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) earnings

 

$

(26,066

)

 

 

$

17,212

 

 

$

(110,186

)

 

 

$

(32,556

)

 

$

85,844

 

Adjustments to reconcile net (loss) earnings to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

25,996

 

 

 

 

1,831

 

 

 

91,767

 

 

 

 

408

 

 

 

6,734

 

Change in fair value of interest swap

 

 

(242

)

 

 

 

 

 

 

1,586

 

 

 

 

 

 

 

 

Change in fair value of contingent consideration

 

 

8,700

 

 

 

 

 

 

 

27,800

 

 

 

 

 

 

 

 

Non-cash lease expense

 

 

442

 

 

 

 

666

 

 

 

(109

)

 

 

 

(226

)

 

 

952

 

Deferred income tax

 

 

(22,935

)

 

 

 

201

 

 

 

(789

)

 

 

 

26

 

 

 

201

 

Stock-based compensation expense

 

 

14,350

 

 

 

 

1,080

 

 

 

27,468

 

 

 

 

4,156

 

 

 

2,160

 

Net foreign exchange difference

 

 

1,965

 

 

 

 

600

 

 

 

6,945

 

 

 

 

(198

)

 

 

600

 

Research and development tax credit

 

 

(307

)

 

 

 

(593

)

 

 

(1,211

)

 

 

 

 

 

 

(2,374

)

Other, net

 

 

169

 

 

 

 

221

 

 

 

3,604

 

 

 

 

31

 

 

 

201

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

19,933

 

 

 

 

15,192

 

 

 

10,737

 

 

 

 

(17,599

)

 

 

(5,971

)

Other current assets

 

 

(23,261

)

 

 

 

(24,802

)

 

 

(46,949

)

 

 

 

(2,175

)

 

 

(21,144

)

Accounts payable

 

 

9,649

 

 

 

 

(1,556

)

 

 

2,970

 

 

 

 

12,984

 

 

 

(252

)

Deferred revenue

 

 

1,479

 

 

 

 

287

 

 

 

22,169

 

 

 

 

289

 

 

 

1,360

 

Legal liabilities

 

 

(5,249

)

 

 

 

(268

)

 

 

(18,374

)

 

 

 

(521

)

 

 

(1,811

)

Accrued expenses and other current liabilities

 

 

50,576

 

 

 

 

20,357

 

 

 

38,806

 

 

 

 

32,075

 

 

 

34,523

 

Other liabilities

 

 

21

 

 

 

 

369

 

 

 

27

 

 

 

 

 

 

 

369

 

Net cash provided by (used in) operating activities

 

 

55,220

 

 

 

 

30,797

 

 

 

56,261

 

 

 

 

(3,306

)

 

 

101,392

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(4,853

)

 

 

 

(3,337

)

 

 

(10,632

)

 

 

 

(1,045

)

 

 

(9,674

)

Acquisition of business, net of cash acquired

 

 

(36,444

)

 

 

 

 

 

 

(2,837,706

)

 

 

 

 

 

 

 

Other, net

 

 

(1,866

)

 

 

 

25

 

 

 

(2,313

)

 

 

 

16

 

 

 

(1,722

)

Net cash used in investing activities

 

 

(43,163

)

 

 

 

(3,312

)

 

 

(2,850,651

)

 

 

 

(1,029

)

 

 

(11,396

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from repayments of loans to related companies

 

 

 

 

 

 

 

 

 

41,929

 

 

 

 

 

 

 

 

Debt issuance costs

 

 

(4,824

)

 

 

 

 

 

 

(21,105

)

 

 

 

 

 

 

 

Limited Partners’ interest

 

 

25,626

 

 

 

 

 

 

 

2,360,412

 

 

 

 

 

 

 

 

Proceeds from term loan

 

 

275,000

 

 

 

 

 

 

 

850,000

 

 

 

 

 

 

 

 

Repayment of term loan

 

 

(2,125

)

 

 

 

 

 

 

(5,000

)

 

 

 

 

 

 

 

Issuance of loans

 

 

 

 

 

 

(41,965

)

 

 

 

 

 

 

 

 

 

(41,965

)

Proceeds from issuance of shares

 

 

 

 

 

 

104

 

 

 

 

 

 

 

 

 

 

104

 

Dividends paid

 

 

(360,000

)

 

 

 

 

 

 

(360,000

)

 

 

 

 

 

 

(23,359

)

Other, net

 

 

 

 

 

 

24

 

 

 

 

 

 

 

 

 

 

24

 

Net cash (used in) provided by financing activities

 

 

(66,323

)

 

 

 

(41,837

)

 

 

2,866,236

 

 

 

 

 

 

 

(65,196

)

Effects of exchange rate changes on cash and cash equivalents

 

 

6,199

 

 

 

 

(1,151

)

 

 

2,513

 

 

 

 

813

 

 

 

(640

)

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

 

 

(48,067

)

 

 

 

(15,503

)

 

 

74,359

 

 

 

 

(3,522

)

 

 

24,160

 

Cash and cash equivalents and restricted cash, beginning of the period

 

 

176,353

 

 

 

 

72,952

 

 

 

53,927

 

 

 

 

57,449

 

 

 

33,289

 

Cash and cash equivalents and restricted cash, end of the period

 

$

128,286

 

 

 

$

57,449

 

 

$

128,286

 

 

 

$

53,927

 

 

$

57,449

 

Less restricted cash

 

 

257

 

 

 

 

 

 

 

257

 

 

 

 

 

 

 

 

Cash and cash equivalents, end of the period

 

$

128,029

 

 

 

$

57,449

 

 

$

128,029

 

 

 

$

53,927

 

 

$

57,449

 

 

 


 

 

 

Reconciliation of GAAP to NON-GAAP Measures

 

Reconciliation of Net (Loss) Earnings to Adjusted EBITDA

 

 

 

Successor

 

 

 

Predecessor

 

 

Successor

 

 

 

Predecessor

 

(in thousands, except percentages)

 

Quarter

Ended

December 31,

2020

 

 

 

Quarter

Ended

December 31,

2019

 

 

Period from

January 29,

through

December 31,

2020

 

 

 

Period from

January 1,

through

January 28,

2020

 

 

Year

Ended

December 31,

2019

 

Net (loss) earnings

 

$

(26,066

)

 

 

$

17,212

 

 

$

(110,186

)

 

 

$

(32,556

)

 

$

85,844

 

Add back:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax (benefit) provision

 

 

(11,017

)

 

 

 

250

 

 

 

8,126

 

 

 

 

365

 

 

 

6,138

 

Interest expense (income)

 

 

7,430

 

 

 

 

(156

)

 

 

22,134

 

 

 

 

(50

)

 

 

(202

)

Depreciation and amortization

 

 

25,996

 

 

 

 

1,831

 

 

 

91,767

 

 

 

 

408

 

 

 

6,734

 

Stock-based compensation expense

 

 

14,350

 

 

 

 

1,080

 

 

 

27,468

 

 

 

 

336

 

 

 

2,160

 

Litigation costs (recoveries), net of insurance

   proceeds(1)

 

 

1,357

 

 

 

 

 

 

 

(6,008

)

 

 

 

 

 

 

 

Foreign exchange loss (2)

 

 

9,212

 

 

 

 

1,654

 

 

 

14,133

 

 

 

 

523

 

 

 

1,160

 

Changes in fair value of interest rate swaps(3)

 

 

(242

)

 

 

 

 

 

 

1,586

 

 

 

 

 

 

 

 

Transaction costs(4)

 

 

14,403

 

 

 

 

 

 

 

66,251

 

 

 

 

40,345

 

 

 

 

Changes in fair value of contingent earn-out

   liability

 

 

8,700

 

 

 

 

 

 

 

27,800

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

44,123

 

 

 

$

21,871

 

 

$

143,071

 

 

 

$

9,371

 

 

$

101,834

 

Net (loss) earnings margin

 

 

(15.7

)%

 

 

 

13.6

%

 

 

(20.3

)%