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CarGurus Announces Second Quarter 2022 Results
ソース: Nasdaq GlobeNewswire / 08 8 2022 16:01:01 America/New_York
Second Quarter Highlights:
- Total revenue of $511.2 million, an increase of 135% year-over-year
- GAAP operating income of $23.5 million; non-GAAP operating income of $57.7 million
- GAAP consolidated net income of $18.1 million; non-GAAP consolidated net income of $44.7 million
- GAAP net (loss) income attributable to common stockholders of ($10.3) million; non-GAAP net income attributable to common stockholders of $38.0 million
- Cash, cash equivalents and short-term investments of $368.2 million and no debt
- Consolidated Adjusted EBITDA of $61.2 million; Adjusted EBITDA of $54.0 million
CAMBRIDGE, Mass., Aug. 08, 2022 (GLOBE NEWSWIRE) -- CarGurus, Inc. (Nasdaq: CARG), a multinational, online automotive platform for buying and selling vehicles, today announced financial results for the second quarter ended June 30, 2022.
"We have achieved exceptional results for the second quarter of 2022," said Jason Trevisan, Chief Executive Officer of CarGurus. "The strength in our performance was driven by the acquisition of new dealers and reengagement of returning dealers on our foundational listings business, operational improvements for our CarOffer business, and launch of our innovative Digital Retail product offerings. The combination of our foundational listings business, coupled with Digital Wholesale, and Digital Retail allows us to create a transaction-enabled platform that holistically serves both our dealer partners and largest consumer audience. Looking ahead to the second half of 2022, we are marching towards fulfilling our vision of creating the only platform where dealers can source, market, and sell and consumers can shop, finance, buy and sell."
Revenue
- Total revenue was $511.2 million, an increase of 135% compared to $217.7 million in the second quarter of 2021.
- Marketplace revenue was $163.9 million, an increase of 2% compared to $160.5 million in the second quarter of 2021.
- Wholesale revenue was $75.9 million, an increase of 42% compared to $53.5 million in the second quarter of 2021.
- Product revenue was $271.4 million, an increase of 7,087% compared to $3.8 million in the second quarter of 2021.
Operating Income
- GAAP operating income was $23.5 million, a decrease of (39%) compared to $38.5 million in the second quarter of 2021.
- Non-GAAP operating income was $57.7 million, a decrease of (16%) compared to $68.9 million in the second quarter of 2021.
Consolidated Net Income, Net Income Attributable to Common Stockholders, Consolidated Adjusted EBITDA, & Adjusted EBITDA
- GAAP consolidated net income was $18.1 million compared to $27.4 million in the second quarter of 2021.
- Non-GAAP consolidated net income was $44.7 million compared to $51.8 million in the second quarter of 2021.
- GAAP net (loss) income attributable to common stockholders was ($10.3) million, or ($0.09) per fully diluted share, compared to $28.1 million, or $0.23 per fully diluted share, in the second quarter of 2021.
- Non-GAAP net income attributable to common stockholders was $38.0 million, or $0.32 per fully diluted share, compared to $46.9 million, or $0.39 per fully diluted share, in the second quarter of 2021.
- Consolidated Adjusted EBITDA, a non-GAAP metric, was $61.2 million compared to $71.2 million in the second quarter of 2021.
- Adjusted EBITDA, a non-GAAP metric, was $54.0 million compared to $66.4 million in the second quarter of 2021.
Balance Sheet and Cash Flow
- As of June 30, 2022, CarGurus had cash, cash equivalents and short-term investments of $368.2 million and no debt.
- CarGurus used ($5.5) million in cash from operations and ($9.9) million in free cash flow, a non-GAAP metric, during the second quarter of 2022, compared to having generated $37.5 million in cash from operations and $32.9 million in free cash flow during the second quarter of 2021.
Second Quarter Business Metrics(1)
- Total paying dealers were 31,143 at June 30, 2022, an increase of 1% compared to 30,727 at June 30, 2021. Of the total paying dealers at June 30, 2022, U.S. and International accounted for 24,488 and 6,655, respectively, compared to 23,950 and 6,777, respectively, at June 30, 2021.
- Quarterly Average Revenue per Subscribing Dealer (“QARSD”) in the U.S. was $5,771 as of June 30, 2022, an increase of 4% compared to $5,550 as of June 30, 2021.
- QARSD in International markets was $1,533 as of June 30, 2022, an increase of 3% compared to $1,491 as of June 30, 2021.
- Website traffic and consumer engagement metrics for the second quarter of 2022 were as follows:
- U.S. average monthly unique users were 29.5 million, a decrease of (10%) compared to 32.8 million in the second quarter of 2021.
- U.S. average monthly sessions were 80.1 million, a decrease of (1%) compared to 81.1 million in the second quarter of 2021.
- International average monthly unique users were 6.6 million, a decrease of (15%) compared to 7.8 million in the second quarter of 2021.
- International average monthly sessions were 14.9 million, a decrease of (17%) compared to 18.0 million in the second quarter of 2021.
(1) CarOffer is excluded from the metrics presented for paying dealers, QARSD, users and sessions.
Updated Non-GAAP Net Income Attributable to Common Stockholders Calculation
(in thousands)Primarily due to our recent strategic transactional activity, we have updated our non-GAAP net income, non-GAAP basic earnings per share, and non-GAAP diluted earnings per share calculation methodology. For each of the quarters ended March 31, 2021, June 30, 2021, September 30, 2021, December 31, 2021, and March 31, 2022, and the year ended December 31, 2021, we have recalculated previously reported figures under our new methodology, as presented below. Our updated calculation methodology now reflects consideration of hypothetical income tax effects on applicable non-GAAP adjustments by creating a separate non-GAAP income tax provision and comparing it to our quarterly GAAP tax provision to isolate the hypothetical tax impact of our aggregate non-GAAP adjustments. None of these updates impact our consolidated financial results as calculated under GAAP. This updated methodology is utilized in the current period and, unless noted otherwise, will be utilized for all future periods.
Three Months Ended
March 31,Three Months Ended
June 30,Three Months Ended
September 30,Three Months Ended
December 31,Year Ended
December 31,Three Months Ended
March 31,2021 2021 2021 2021 2021 2022 GAAP consolidated net income $ 19,551 $ 27,396 $ 29,267 $ 34,159 $ 110,373 $ 18,838 Stock-based compensation expense 15,393 22,540 15,169 24,608 77,710 27,842 Amortization of intangible assets 6,646 7,858 7,854 7,794 30,152 7,705 Acquisition-related expenses 644 65 — — 709 — Income tax effects and adjustments (5,494 ) (6,099 ) (6,135 ) (4,790 ) (22,518 ) (7,864 ) Non-GAAP consolidated net income 36,740 51,760 46,155 61,771 196,426 46,521 Non-GAAP net loss (income) attributable to redeemable noncontrolling interest(1) 25 (4,834 ) (3,259 ) (12,103 ) (20,171 ) (7,073 ) Non-GAAP net income attributable to common stockholders $ 36,765 $ 46,926 $ 42,896 $ 49,668 $ 176,255 $ 39,448 Non-GAAP net income per share attributable to common stockholders: Basic $ 0.32 $ 0.40 $ 0.37 $ 0.42 $ 1.50 $ 0.33 Diluted $ 0.31 $ 0.39 $ 0.36 $ 0.42 $ 1.50 $ 0.33 Shares used in non-GAAP per share calculations Basic 116,316 117,125 117,412 117,697 117,142 118,031 Diluted 117,249 119,454 120,438 117,697 117,142 118,031 (1) See the following table for a reconciliation of this non-GAAP measure. Unaudited Reconciliation of GAAP Net (Loss) Income Attributable to Redeemable Noncontrolling Interest to Non-GAAP Net (Loss) Income Attributable to Redeemable Noncontrolling Interest
(in thousands)Three Months Ended
March 31,Three Months Ended
June 30,Three Months Ended
September 30,Three Months Ended
December 31,Year Ended
December 31,Three Months Ended
March 31,2021 2021 2021 2021 2021 2022 Net (loss) income attributable to redeemable noncontrolling interest $ (2,810 ) $ (656 ) $ 68 $ 4,527 $ 1,129 $ (1,072 ) Stock-based compensation expense(1) 474 2,716 413 4,807 8,410 5,371 Amortization of intangible assets(1) 2,311 2,774 2,778 2,769 10,632 2,774 Non-GAAP net (loss) income attributable to redeemable noncontrolling interest $ (25 ) $ 4,834 $ 3,259 $ 12,103 $ 20,171 $ 7,073 (1) These exclusions are adjusted for redeemable noncontrolling interest. Third Quarter 2022 Guidance
CarGurus anticipates total revenue, non-GAAP Consolidated Adjusted EBITDA, and non-GAAP earnings per share to be in the following ranges for the third quarter 2022:
• Total revenue $460 million to $490 million • Non-GAAP Consolidated Adjusted EBITDA $44.5 million to $52.5 million • Non-GAAP EPS $0.25 to $0.28 The third quarter 2022 non-GAAP earnings per share calculation assumes 119.5 million diluted weighted-average common shares outstanding. This assumed number of shares outstanding excludes the potential dilution from CarGurus utilizing its equity as the sole form of consideration to purchase the remaining 49% interest in CarOffer, which is assumed for accounting purposes. As of June 30, 2022, there were $15.4 million potentially dilutive shares related to the potential future purchase of the remaining 49% interest in CarOffer, all of which have been excluded from the calculation of the third quarter 2022 non-GAAP earnings per share calculation as they were anti-dilutive as of such date.
The assumptions that are built into guidance for the third quarter 2022 regarding our pace of paid dealer acquisition, churn, and expansion activity for the relevant period are based on recent market behaviors and industry conditions. Guidance for the third quarter 2022 excludes the effects of significant COVID-19 resurgences, including the reintroduction of lockdowns and/or a slowed pace of recovery, or other macro-level industry issues that result in dealers and consumers materially changing their recent market behaviors or that cause us to enact measures to assist dealers, such as offering fee reductions or waivers as we have done from time to time during the COVID-19 pandemic. Guidance also excludes adjustments to the carrying value of redeemable noncontrolling interests resulting from potential changes in the redemption value of such interests, and any potential impact of foreign currency exchange gains or losses.
CarGurus has not reconciled its guidance of non-GAAP consolidated adjusted EBITDA to GAAP consolidated net income or non-GAAP consolidated EPS to GAAP consolidated EPS because the reconciling items between such GAAP and non-GAAP financial measures, which includes, as applicable, stock-based compensation, amortization of intangible assets, acquisition-related expenses, depreciation expenses, non-intangible amortization, other income (net), the provision for income taxes, income tax effects, and adjustments to the carrying value of redeemable noncontrolling interests resulting from changes in the redemption value of such interests, cannot be reasonably predicted due to, as applicable, the timing, amount, valuation and number of future employee equity awards, and the uncertainty relating to the timing, frequency and effect of acquisitions and the significance of the resulting acquisition-related expenses, including adjustments to the carrying value of redeemable noncontrolling interests resulting from potential changes in the redemption value of such interests, and therefore cannot be determined without unreasonable effort. For more information regarding the non-GAAP financial measures discussed in this release, please see the reconciliations of GAAP financial measures to non-GAAP financial measures and the section titled “Non-GAAP Financial Measures and Other Business Metrics” below.
Conference Call and Webcast Information
CarGurus will host a conference call and live webcast to discuss its second quarter ended 2022 financial results and business outlook at 5:00 p.m. Eastern Time today, August 8, 2022. To access the conference call, dial (877) 451-6152 for callers in the U.S. or Canada, or (201) 389-0879 for international callers. The webcast will be available live on the Investors section of CarGurus’ website at https://investors.cargurus.com.
An audio replay of the call will also be available to investors beginning at approximately 8:00 p.m. Eastern Time today, August 8, 2022, until 11:59 p.m. Eastern Time on August 22, 2022, by dialing (844) 512-2921 for callers in the U.S. or Canada, or (412) 317-6671 for international callers, and entering passcode 13730552. In addition, an archived webcast will be available on the Investors section of CarGurus’ website at https://investors.cargurus.com.
About CarGurus
CarGurus (Nasdaq: CARG) is a multinational, online automotive platform for buying and selling vehicles that is building upon its industry-leading listings marketplace with both digital retail solutions and the CarOffer online wholesale platform. The CarGurus marketplace gives consumers the confidence to purchase or sell a vehicle either online or in-person, and it gives dealerships the power to accurately price, effectively market, instantly acquire and quickly sell vehicles, all with a nationwide reach. The company uses proprietary technology, search algorithms and data analytics to bring trust, transparency, and competitive pricing to the automotive shopping experience. CarGurus is the most visited automotive shopping site in the U.S. (source: Comscore Media Metrix® Multi-Platform, Automotive – Information/Resources, Total Visits, Q2 2022, U.S.).
CarGurus also operates online marketplaces under the CarGurus brand in Canada and the United Kingdom. In the United States and the United Kingdom, CarGurus also operates the Autolist and PistonHeads online marketplaces, respectively, as independent brands.
To learn more about CarGurus, visit www.cargurus.com, and for more information about CarOffer, visit www.caroffer.com.
CarGurus® is a registered trademark of CarGurus, Inc., and CarOffer® is a registered trademark of CarOffer, LLC. All other product names, trademarks and registered trademarks are property of their respective owners.
© 2022 CarGurus, Inc., All Rights Reserved.
Cautionary Language Concerning Forward-Looking Statements
This press release includes forward-looking statements. All statements contained in this press release other than statements of historical facts, including, without limitation, statements regarding: our future financial and business performance for the third quarter 2022; our belief that the presentation of non-GAAP financial measures and other business metrics is helpful to our investors; our business and growth strategies, including plans to create the only platform where dealers can source, market, and sell and consumers can shop, finance, buy and sell; and the impact of the COVID-19 pandemic and other macro-level issues on our industry, business and financial results, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “guide,” “intend,” “likely,” “may,” “will” and similar expressions and their negatives are intended to identify forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of risks and uncertainties, including, without limitation, risks related to: our growth and ability to grow our revenue; our relationships with dealers; competition in the markets in which we operate; market growth; our ability to innovate; our ability to realize benefits from our acquisitions and successfully implement the integration strategies in connection therewith; natural disasters, epidemics or pandemics, like COVID-19 that has negatively impacted our business; global supply chain challenges, the semiconductor chip shortage and other macroeconomic issues; the material weakness identified in our internal controls over financial reporting; changes in our key personnel; our ability to operate in compliance with applicable laws, as well as other risks and uncertainties as may be detailed from time to time in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q and other reports we file with the Securities and Exchange Commission. Moreover, we operate in very competitive and rapidly changing environments. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, we cannot guarantee that future results, levels of activity, performance, achievements or events and circumstances reflected in the forward-looking statements will occur. We are under no duty to update any of these forward-looking statements after the date of this press release to conform these statements to actual results or revised expectations, except as required by law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.
Unaudited Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)At
June 30,
2022At
December 31,
2021Assets Current assets Cash and cash equivalents $ 338,238 $ 231,944 Investments 30,000 90,000 Accounts receivable, net of allowance for doubtful accounts of $1,084
and $420, respectively193,431 189,324 Inventory 21,684 19,656 Prepaid expenses, prepaid income taxes and other current assets 24,599 16,430 Deferred contract costs 8,271 9,045 Restricted cash 13,291 6,709 Total current assets 629,514 563,108 Property and equipment, net 35,343 32,210 Intangible assets, net 68,338 83,915 Goodwill 157,073 158,287 Operating lease right-of-use assets 59,226 60,609 Restricted cash 9,627 9,627 Deferred tax assets 36,816 13,378 Deferred contract costs, net of current portion 6,631 5,867 Other non-current assets 7,138 4,573 Total assets $ 1,009,706 $ 931,574 Liabilities, redeemable noncontrolling interest and stockholders’ equity Current liabilities Accounts payable $ 74,171 $ 66,153 Accrued expenses, accrued income taxes and other current liabilities 74,391 78,586 Deferred revenue 15,071 12,784 Operating lease liabilities 12,340 13,186 Total current liabilities 175,973 170,709 Operating lease liabilities 56,110 57,519 Deferred tax liabilities 32 58 Other non–current liabilities 51,251 23,639 Total liabilities 283,366 251,925 Redeemable noncontrolling interest 264,505 162,808 Stockholders’ equity: Preferred stock, $0.001 par value; 10,000,000 shares authorized;
no shares issued and outstanding— — Class A common stock, $0.001 par value per share; 500,000,000 shares
authorized; 102,465,807 and 101,773,034 shares issued and outstanding
at June 30, 2022 and December 31, 2021, respectively102 102 Class B common stock, $0.001 par value per share; 100,000,000 shares
authorized; 15,999,173 and 15,999,173 shares issued and outstanding
at June 30, 2022 and December 31, 2021, respectively16 16 Additional paid-in capital 407,363 387,868 Retained earnings 56,832 129,258 Accumulated other comprehensive loss (2,478 ) (403 ) Total stockholders’ equity 461,835 516,841 Total liabilities, redeemable noncontrolling interest and stockholders’ equity $ 1,009,706 $ 931,574
Unaudited Condensed Consolidated Income Statements
(in thousands, except share and per share data)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Revenue Marketplace $ 163,926 $ 160,458 $ 327,215 $ 316,259 Wholesale 75,937 53,514 166,931 67,317 Product 271,366 3,776 447,691 5,540 Total revenue 511,229 217,748 941,837 389,116 Cost of revenue(1) Marketplace 13,257 11,311 25,466 22,299 Wholesale 46,518 35,226 104,700 46,352 Product 263,603 3,780 441,945 5,724 Total cost of revenue 323,378 50,317 572,111 74,375 Gross profit 187,851 167,431 369,726 314,741 Operating expenses: Sales and marketing 95,605 66,135 183,186 134,309 Product, technology, and development 31,354 27,630 62,007 52,794 General and administrative 33,514 26,167 66,635 46,681 Depreciation and amortization 3,836 9,022 7,697 16,689 Total operating expenses 164,309 128,954 319,525 250,473 Income from operations 23,542 38,477 50,201 64,268 Other (expense) income, net (156 ) 61 (275 ) 283 Income before income taxes 23,386 38,538 49,926 64,551 Provision for income taxes 5,325 11,142 13,027 17,604 Consolidated net income 18,061 27,396 36,899 46,947 Net loss attributable to redeemable noncontrolling interest (1,223 ) (656 ) (2,295 ) (3,466 ) Net income attributable to CarGurus, Inc. 19,284 28,052 39,194 50,413 Accretion of redeemable noncontrolling interest to redemption value 29,620 — 111,620 — Net (loss) income attributable to common stockholders $ (10,336 ) $ 28,052 $ (72,426 ) $ 50,413 Basic $ (0.09 ) $ 0.24 $ (0.61 ) $ 0.43 Diluted $ (0.09 ) $ 0.23 $ (0.61 ) $ 0.42 Weighted-average number of shares of common stock used in
computing net (loss) income per share attributable to common
stockholders:Basic 118,390,641 117,124,895 118,211,975 116,722,913 Diluted 118,390,641 119,454,104 118,211,975 118,353,969 (1) Includes depreciation and amortization expense for the three months ended June 30, 2022 and 2021 and for the six months ended June 30, 2022 and 2021 of $7,398, $1,143, $14,722, and $2,142, respectively.
Unaudited Condensed Consolidated Statements of Cash Flows
(in thousands)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Operating Activities Consolidated net income $ 18,061 $ 27,396 $ 36,899 $ 46,947 Adjustments to reconcile consolidated net income to net cash (used in) provided
by operating activities:Depreciation and amortization 11,234 10,165 22,419 18,831 Currency loss (gain) on foreign denominated transactions 270 21 354 (30 ) Deferred taxes (10,373 ) 2,276 (23,464 ) 2,336 Provision for doubtful accounts 549 71 699 450 Stock-based compensation expense 13,432 14,387 27,579 28,747 Amortization of deferred contract costs 2,758 3,259 5,564 6,454 Changes in operating assets and liabilities: Accounts receivable, net (51,995 ) (45,559 ) (12,022 ) (47,982 ) Inventory (692 ) (1,968 ) (2,028 ) (2,533 ) Prepaid expenses, prepaid income taxes, and other assets (8,307 ) 167 (10,434 ) (1,485 ) Deferred contract costs (2,749 ) (1,604 ) (5,746 ) (5,098 ) Accounts payable 12,230 10,457 8,168 15,333 Accrued expenses, accrued income taxes, and other liabilities 8,087 17,212 38,174 15,580 Deferred revenue 2,307 1,132 2,302 3,989 Lease obligations (277 ) 61 (869 ) (204 ) Net cash (used in) provided by operating activities (5,465 ) 37,473 87,595 81,335 Investing Activities Purchases of property and equipment (1,431 ) (3,445 ) (2,661 ) (4,672 ) Capitalization of website development costs (2,996 ) (1,143 ) (5,502 ) (2,109 ) Cash paid for acquisitions, net of cash acquired — 1,626 — (64,273 ) Investments in certificates of deposit — (45,000 ) — (45,000 ) Maturities of certificates of deposit 30,000 60,000 60,000 60,000 Net cash provided by (used in) investing activities 25,573 12,038 51,837 (56,054 ) Financing Activities Proceeds from exercise of stock options 25 140 705 398 Payment of finance lease obligations (16 ) (3 ) (35 ) (13 ) Payment of withholding taxes on net share settlement of equity awards (5,830 ) (3,167 ) (11,260 ) (8,208 ) Repayment of line of credit — — — (14,250 ) Payment of tax distributions to redeemable noncontrolling interest holders (4,172 ) — (12,691 ) — Payments received in advance from (made to) third party payment processor 21,243 — (2,363 ) — Net cash provided by (used in) financing activities 11,250 (3,030 ) (25,644 ) (22,073 ) Impact of foreign currency on cash, cash equivalents, and restricted cash (700 ) (16 ) (912 ) (135 ) Net increase in cash, cash equivalents, and restricted cash 30,658 46,465 112,876 3,073 Cash, cash equivalents, and restricted cash at beginning of period 330,498 157,534 248,280 200,926 Cash, cash equivalents, and restricted cash at end of period $ 361,156 $ 203,999 $ 361,156 $ 203,999
Unaudited Reconciliation of GAAP Operating Income to Non-GAAP Operating Income and GAAP Operating Margin to Non-GAAP Operating Margin
(in thousands, except percentages)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 GAAP operating income $ 23,542 $ 38,477 $ 50,201 $ 64,268 Stock-based compensation expense 26,457 22,540 54,299 37,933 Amortization of intangible assets 7,672 7,858 15,377 14,504 Acquisition-related expenses — 65 — 709 Non-GAAP operating income $ 57,671 $ 68,940 $ 119,877 $ 117,414 GAAP operating margin 5 % 18 % 5 % 17 % Non-GAAP operating margin 11 % 32 % 13 % 30 %
Unaudited Reconciliation of GAAP Consolidated Net Income to Non-GAAP Consolidated Net Income and Non-GAAP Net Income Attributable to Common Stockholders
(in thousands, except per share data)Three Months Ended Six Months Ended June 30, June 30, 2022 2021(1) 2022 2021(1) GAAP consolidated net income $ 18,061 $ 27,396 $ 36,899 $ 46,947 Stock-based compensation expense 26,457 22,540 54,299 37,933 Amortization of intangible assets 7,672 7,858 15,377 14,504 Acquisition-related expenses — 65 — 709 Income tax effects and adjustments (7,497 ) (6,099 ) (15,361 ) (11,593 ) Non-GAAP consolidated net income 44,693 51,760 91,214 88,500 Non-GAAP net income attributable to redeemable noncontrolling interest (6,679 ) (4,834 ) (13,752 ) (4,809 ) Non-GAAP net income attributable to common stockholders $ 38,014 $ 46,926 $ 77,462 $ 83,691 Non-GAAP net income per share attributable to common stockholders: Basic $ 0.32 $ 0.40 $ 0.66 $ 0.72 Diluted $ 0.32 $ 0.39 $ 0.66 $ 0.71 Shares used in Non-GAAP per share calculations Basic 118,391 117,125 118,212 116,723 Diluted 118,391 119,454 118,212 118,354 (1) In June 2022, we revised our calculation of non-GAAP net income attributable to common stockholders for income tax effects and adjustments. This revised calculation more accurately reflects management's view of our business and financial performance. Non-GAAP consolidated net income, non-GAAP net income attributable to redeemable noncontrolling interest, non-GAAP net income attributable to common stockholders, non-GAAP net income per share attributable to common stockholders for the three and six months ended June 30, 2021 has been restated for comparison purposes.
Unaudited Reconciliation of GAAP Net Loss Attributable to Redeemable Noncontrolling Interest to Non-GAAP Net Income Attributable to Redeemable Noncontrolling Interest
(in thousands)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Net loss attributable to redeemable noncontrolling interest $ (1,223 ) $ (656 ) $ (2,295 ) $ (3,466 ) Stock-based compensation expense(1) 5,127 2,716 10,498 3,190 Amortization of intangible assets(1) 2,775 2,774 5,549 5,085 Non-GAAP net income attributable to redeemable noncontrolling interest $ 6,679 $ 4,834 $ 13,752 $ 4,809 (1) These exclusions are adjusted for redeemable noncontrolling interest.
Unaudited Reconciliation of GAAP Gross Profit to Non-GAAP Gross Profit and GAAP Gross Profit Margin to Non-GAAP Gross Profit Margin
(in thousands, except percentages)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Revenue $ 511,229 $ 217,748 $ 941,837 $ 389,116 Cost of revenue 323,378 50,317 572,111 74,375 Gross profit 187,851 167,431 369,726 314,741 Stock-based compensation expense included in Cost of revenue 69 109 205 201 Amortization of acquired intangible assets included in Cost of revenue 5,350 — 10,700 — Non-GAAP gross profit $ 193,270 $ 167,540 $ 380,631 $ 314,942 GAAP gross profit margin 37 % 77 % 39 % 81 % Non-GAAP gross profit margin 38 % 77 % 40 % 81 % Unaudited Reconciliation of GAAP Expense to Non-GAAP Expense
(in thousands)Three Months Ended
June 30,2022 2021 GAAP expense Stock-based
compensation
expenseAmortization of
intangible assetsAcquisition-related expenses Non-GAAP
expenseGAAP expense Stock-based
compensation
expenseAmortization of
intangible assetsAcquisition-related expenses Non-GAAP
expenseCost of revenue $ 323,378 $ (69 ) $ (5,350 ) $ — $ 317,959 $ 50,317 $ (109 ) $ — $ — $ 50,208 S&M 95,605 (4,086 ) — — 91,519 66,135 (3,571 ) — — 62,564 P,T&D(1) 31,354 (6,151 ) — — 25,203 27,630 (6,230 ) — — 21,400 G&A 33,514 (16,151 ) — — 17,363 26,167 (12,630 ) — (65 ) 13,472 Depreciation & amortization 3,836 — (2,322 ) — 1,514 9,022 — (7,858 ) — 1,164 Operating expenses(2) $ 164,309 $ (26,388 ) $ (2,322 ) $ — $ 135,599 $ 128,954 $ (22,431 ) $ (7,858 ) $ (65 ) 98,600 Total expenses $ 487,687 $ (26,457 ) $ (7,672 ) $ — $ 453,558 $ 179,271 $ (22,540 ) $ (7,858 ) $ (65 ) $ 148,808 (1) Product, Technology, & Development (2) Operating expenses include S&M, P,T&D, G&A, and depreciation & amortization Six Months Ended
June 30,2022 2021 GAAP expense Stock-based
compensation
expenseAmortization of
intangible assetsAcquisition-related expenses Non-GAAP
expenseGAAP expense Stock-based
compensation
expenseAmortization of
intangible assetsAcquisition-related expenses Non-GAAP
expenseCost of revenue $ 572,111 $ (205 ) $ (10,700 ) $ — $ 561,206 $ 74,375 $ (201 ) $ — $ — $ 74,174 S&M 183,186 (8,069 ) — — 175,117 134,309 (6,323 ) — — 127,986 P,T&D(1) 62,007 (12,519 ) — — 49,488 52,794 (12,002 ) — — 40,792 G&A 66,635 (33,506 ) — — 33,129 46,681 (19,407 ) — (709 ) 26,565 Depreciation & amortization 7,697 — (4,677 ) — 3,020 16,689 — (14,504 ) — 2,185 Operating expenses(2) $ 319,525 $ (54,094 ) $ (4,677 ) $ — $ 260,754 $ 250,473 $ (37,732 ) $ (14,504 ) $ (709 ) $ 197,528 Total expenses $ 891,636 $ (54,299 ) $ (15,377 ) $ — $ 821,960 $ 324,848 $ (37,933 ) $ (14,504 ) $ (709 ) $ 271,702 (1) Product, Technology, & Development (2) Operating expenses include S&M, P,T&D, G&A, and depreciation & amortization
Unaudited Reconciliation of GAAP Consolidated Net Income to Consolidated Adjusted EBITDA and Adjusted EBITDA
(in thousands)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Consolidated net income $ 18,061 $ 27,396 $ 36,899 $ 46,947 Depreciation and amortization 11,234 10,165 22,419 18,831 Stock-based compensation expense 26,457 22,540 54,299 37,933 Acquisition-related expenses — 65 — 709 Other expense (income), net 156 (61 ) 275 (283 ) Provision for income taxes 5,325 11,142 13,027 17,604 Consolidated Adjusted EBITDA 61,233 71,247 126,919 121,741 Adjusted EBITDA attributable to redeemable noncontrolling interest (7,265 ) (4,805 ) (15,001 ) (4,737 ) Adjusted EBITDA $ 53,968 $ 66,442 $ 111,918 $ 117,004
Unaudited Reconciliation of Net Loss Attributable to Redeemable Noncontrolling Interest to Adjusted EBITDA Attributable to Redeemable Noncontrolling Interest
(in thousands)Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Net loss attributable to redeemable noncontrolling interest $ (1,223 ) $ (656 ) $ (2,295 ) $ (3,466 ) Depreciation and amortization(1) 2,917 2,797 5,827 5,122 Stock-based compensation expense(1) 5,127 2,716 10,498 3,190 Other expense (income), net(1) 444 (52 ) 880 (109 ) Provision for income taxes(1) — — 91 — Adjusted EBITDA attributable to redeemable noncontrolling interest $ 7,265 $ 4,805 $ 15,001 $ 4,737 (1) These exclusions are adjusted for redeemable noncontrolling interest.
Unaudited Reconciliation of GAAP Net Cash and Cash Equivalents (Used in) Provided by Operating Activities to Non-GAAP Free Cash Flow
(in thousands)
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 GAAP net cash and cash equivalents (used in) provided by
operating activities$ (5,465 ) $ 37,473 $ 87,595 $ 81,335 Purchases of property and equipment (1,431 ) (3,445 ) (2,661 ) (4,672 ) Capitalization of website development costs (2,996 ) (1,143 ) (5,502 ) (2,109 ) Non-GAAP free cash flow $ (9,892 ) $ 32,885 $ 79,432 $ 74,554
Non-GAAP Financial Measures and Other Business MetricsTo supplement our consolidated financial statements, which are prepared and presented in accordance with Generally Accepted Accounting Principles in the United States ("GAAP"), we provide investors with certain non-GAAP financial measures and other business metrics, which we believe are helpful to our investors. We use these non-GAAP financial measures and other business metrics for financial and operational decision-making purposes and as a means to evaluate period-to-period comparisons. We believe that these non-GAAP financial measures and other business metrics provide useful information about our operating results, enhance the overall understanding of past financial performance and future prospects and allow for greater transparency with respect to metrics used by our management in its financial and operational decision-making.
The presentation of non-GAAP financial information and other business metrics is not meant to be considered in isolation or as a substitute for the directly comparable financial measures prepared in accordance with GAAP. While our non-GAAP financial measures and other business metrics are an important tool for financial and operational decision-making and for evaluating our own operating results over different periods of time, we urge investors to review the reconciliation of these financial measures to the comparable GAAP financial measures included above, and not to rely on any single financial measure to evaluate our business.
We define Consolidated Adjusted EBITDA as consolidated net income, adjusted to exclude: depreciation and amortization, stock-based compensation expense, acquisition-related expenses, other expense (income) net, and the provision for income taxes. We define Adjusted EBITDA as Consolidated Adjusted EBITDA adjusted to exclude Adjusted EBITDA attributable to redeemable noncontrolling interests, adjusted for all prior limitations to Consolidated Adjusted EBITDA as previously described. We define Adjusted EBITDA attributable to redeemable noncontrolling interests as net loss attributable to redeemable noncontrolling interests, adjusted to exclude: depreciation and amortization, stock-based compensation expense, other expense (income), net, and the provision for income taxes. These exclusions are adjusted for redeemable noncontrolling interest. We have presented Consolidated Adjusted EBITDA, Adjusted EBITDA, and Adjusted EBITDA attributable to redeemable noncontrolling interests because they are key measures used by our management and board of directors to understand and evaluate our operating performance, generate future operating plans, and make strategic decisions regarding the allocation of capital. In particular, we believe that the exclusion of certain items in calculating each of Consolidated Adjusted EBITDA, Adjusted EBITDA, and Adjusted EBITDA attributable to redeemable noncontrolling interests can produce a useful measure for period-to-period comparisons of our business.
We define Free Cash Flow as cash flow from operations, adjusted to include purchases of property and equipment and capitalization of website development costs. We have presented Free Cash Flow because it is a measure of our financial performance that represents the cash that we are able to generate after expenditures required to maintain or expand our asset base.
We also monitor operating measures of certain non-GAAP items including non-GAAP gross profit, non-GAAP gross margin, non-GAAP expense, non-GAAP operating income, non-GAAP operating margin, non-GAAP consolidated net income, non-GAAP net income attributable to common stockholders, and non-GAAP net income attributable to common stockholders per share. These non-GAAP financial measures exclude the effect of stock-based compensation expense, amortization of acquired intangible assets, acquisition-related expenses, and non-GAAP net loss (income) attributable to redeemable noncontrolling interests. We define non-GAAP net (loss) income attributable to redeemable noncontrolling interests as net (loss) income attributable to redeemable noncontrolling interests, adjusted to exclude: stock-based compensation expenses and amortization of acquired intangible assets. These exclusions are adjusted for redeemable noncontrolling interest. Non-GAAP consolidated net income, non-GAAP net income attributable to common stockholders, and non-GAAP net income attributable to common stockholders per share also exclude certain income tax effects and adjustments. Our calculations of non-GAAP net income attributable to common stockholders per share utilize applicable GAAP share counts as included in the accompanying financial statement tables included in this press release. We believe that these non-GAAP financial measures provide useful information about our operating results, enhance the overall understanding of past financial performance and future prospects and allow for greater transparency with respect to metrics used by our management in its financial and operational decision-making.
While a reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to, as applicable, the timing, amount, valuation and number of future employee equity awards, and the uncertainty relating to the timing, frequency and effect of acquisitions and the significance of the resulting acquisition-related expenses, or associated income or losses attributable to redeemable noncontrolling interests, we have provided a reconciliation of non-GAAP financial measures and other business metrics to the nearest comparable GAAP measures in the accompanying financial statement tables included in this press release.
We define a paying dealer as a dealer account with an active, paid marketplace subscription at the end of a defined period.
We define QARSD, which is measured at the end of a fiscal quarter, as the marketplace revenue primarily from subscriptions to our Listings packages and Real-time Performance Marketing digital advertising suite during that trailing quarter divided by the average number of paying dealers in that marketplace during the quarter. We calculate the average number of paying dealers for a period by adding the number of paying dealers at the end of such period and the end of the prior period and dividing by two.
For each of our websites, we define a monthly unique user as an individual who has visited any such website within a calendar month, based on data as measured by Google Analytics. We calculate average monthly unique users as the sum of the monthly unique users of each of our websites in a given period, divided by the number of months in that period. We count a unique user the first time a computer or mobile device with a unique device identifier accesses any of our websites during a calendar month. If an individual accesses a website using a different device within a given month, the first access by each such device is counted as a separate unique user. If an individual uses multiple browsers on a single device and/or clears their cookies and returns to our site within a calendar month, we count each such visit as a unique user.
We define monthly sessions as the number of distinct visits to our websites that take place each month within a given time frame, as measured and defined by Google Analytics. We calculate average monthly sessions as the sum of the monthly sessions in a given period, divided by the number of months in that period. A session is defined as beginning with the first page view from a computer or mobile device and ending at the earliest of when a user closes their browser window, after 30 minutes of inactivity, or each night at midnight (i) Eastern Time for our United States and Canada websites, other than the Autolist website, (ii) Pacific Time for the Autolist website, and (iii) Greenwich Mean Time for our U.K. websites. A session can be made up of multiple page views and visitor actions, such as performing a search, visiting vehicle detail pages, and connecting with a dealer.
We define leads as user inquiries via our marketplace to dealers by phone calls, email, or managed text and chat.
Investor Contact:
Kirndeep Singh
Vice President, Investor Relations
investors@cargurus.com