UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 14, 2024
(Exact Name of Registrant as Specified in its Charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
| (Address of principal executive offices, including zip code) | |||||||||||
| (Registrant's telephone, including area code) | |||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 Securities Exchange Act of 1934:
| Title of each class | Trading symbol | Name of each exchange on which registered | ||||||
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 14, 2024, the Company issued a press release announcing its financial results for the quarter and year ended December 31, 2023, as well as information regarding a conference call to discuss these financial results and the Company’s recent corporate highlights. The Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information included in this Item 2.02 and Exhibit 99.1 attached hereto 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 of that section, nor shall it be deemed incorporated by reference in 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.
On March 14, 2024, the Company is also posting a slide presentation on its website, which the Company will reference during the conference call described above. A copy of the slide presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The information in this Item 7.01 and Exhibit 99.2 hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
| Exhibit | Exhibit Description | |||||||
| 99.1 | ||||||||
| 99.2 | ||||||||
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 thereunto duly authorized.
| Cardlytics, Inc. | |||||||||||
| Date: | March 14, 2024 | By: | /s/ Alexis DeSieno | ||||||||
| Alexis DeSieno | |||||||||||
Chief Financial Officer (Principal Financial and Accounting Officer) | |||||||||||
Exhibit 99.1
Cardlytics Announces Fourth Quarter and Full Year 2023 Financial Results
Atlanta, GA – March 14, 2024 – Cardlytics, Inc. (NASDAQ: CDLX), a digital advertising platform, today announced financial results for the fourth quarter and full year ended December 31, 2023. Supplemental information is available on the Investor Relations section of the Cardlytics website at http://ir.cardlytics.com/.
"The fourth quarter capped a transformational year for Cardlytics," said Karim Temsamani, CEO of Cardlytics. "With our cost structure rebalanced, we can now focus on building a best-in-class platform with top-tier targeting and a differentiated user experience that will help deliver the best outcomes for our partners, their customers and our advertisers."
"Achieving growth and improving our capital structure are our top priorities," said Alexis DeSieno, CFO of Cardlytics. "In 2023, we turned to full year positive Adjusted EBITDA for the first time since 2019, and our Q1 guidance implies further acceleration. We are on a path to double-digit billings growth in 2024 and positive operating cash flow on an annual basis."
Fourth Quarter 2023 Financial Results
•Total Revenue was $89.2 million, an increase of 8.1% compared to $82.5 million in the fourth quarter of 2022.
•Billings, a non-GAAP metric, was $131.9 million, an increase of 4.6% compared to $126.1 million in the fourth quarter of 2022.
•Adjusted Contribution, a non-GAAP metric, was $47.3 million, an increase of $7.3 million compared to $40.0 million in the fourth quarter of 2022.
•Net Loss attributable to common stockholders was $(100.8) million, or $(2.56) per diluted share, based on 39.5 million weighted-average common shares outstanding, compared to a Net Loss attributable to common stockholders of $(378.3) million, or $(11.32) per diluted share, based on 33.4 million weighted-average common shares outstanding in the fourth quarter of 2022.
•Adjusted EBITDA, a non-GAAP metric, was $10.0 million, an increase of $16.1 million compared to $(6.1) million in the fourth quarter of 2022.
•Adjusted Net Income (Loss), a non-GAAP metric, was $5.7 million, or $0.14 per diluted share, based on 39.5 million weighted-average common shares outstanding in the fourth quarter of 2023, compared to a Adjusted Net Loss of $(9.7) million, or $(0.29) per diluted share, based on 33.4 million weighted-average common shares outstanding in the fourth quarter of 2022.
•Net cash provided by operating activities was $2.9 million, an increase of $16.0 million compared to net cash used in operating activities of $(13.1) million in the fourth quarter of 2022.
•Free Cash Flow, a non-GAAP metric, was $(0.8) million, an increase of $15.5 million compared to $(16.3) million in the fourth quarter of 2022.
Fiscal Year 2023 Financial Results
•Total Revenue was $309.2 million, an increase of 3.6% compared to $298.5 million in 2022.
•Billings, a non-GAAP metric, was $453.4 million, an increase of 2.5% compared to $442.5 million in 2022.
•Adjusted Contribution, a non-GAAP metric, was $158.6 million, an increase of 10.9% compared to $143.0 million in 2022.
•Net Loss attributable to common stockholders was $(134.7) million, or $(3.69) per diluted share, based on 36.5 million weighted-average common shares outstanding, compared to a Net Loss attributable to common stockholders of $(465.3) million, or $(13.92) per diluted share, based on 33.4 million weighted-average common shares outstanding in 2022.
•Adjusted EBITDA, a non-GAAP metric, was $3.8 million, an increase of $48.9 million compared to $(45.2) million in 2022.
•Adjusted Net Loss, a non-GAAP metric, was $(11.4) million, or $(0.31) per diluted share, based on 36.5 million weighted-average common shares outstanding in 2023, compared to a Adjusted Net Loss of $(60.3) million, or $(1.80) per diluted share, based on 33.4 million weighted-average common shares outstanding in 2022.
•Net cash used in operating activities was $(0.2) million, an increase of $53.7 million compared to $(53.9) million in 2022.
•Free Cash Flow, a non-GAAP metric, was $(12.6) million an increase of $54.8 million compared to $(67.4) million in 2022.
Key Metrics
•Cardlytics MAUs in the quarter were 168.0 million, an increase of 7.1% compared to 156.9 million in the fourth quarter of 2022. For full year 2023, Cardlytics MAUs were 162.1 million, an increase of 4.9% compared to 154.6 million in 2022.
•Cardlytics ARPU was $0.53 for each of the fourth quarters for 2023 and 2022. For the full year 2023 Cardlytics ARPU was $1.91, a decrease of 1.3% compared to $1.93 in 2022.
Definitions of MAUs and ARPU are included below under the caption “Non-GAAP Measures and Other Performance Metrics.”
First Quarter 2024 Financial Expectations
Cardlytics anticipates billings, revenue, adjusted contribution and adjusted EBITDA to be in the following ranges (in millions):
| Q1 2024 Guidance | |||||
Billings(1) | $105.0 - $109.0 | ||||
| Revenue | $70.0 - $73.0 | ||||
Adjusted Contribution(2) | $37.0 - $39.0 | ||||
Adjusted EBITDA(3) | ($1.0) - $1.0 | ||||
(1)A reconciliation of billings to GAAP Revenue on a forward-looking basis is presented below under the heading "Reconciliation of Forecasted GAAP Revenue to Billings."
(2)A reconciliation of Adjusted Contribution to GAAP Gross Profit on a forward-looking basis is not available without unreasonable efforts due to the high variability, complexity and low visibility with respect to the items excluded from this non-GAAP measure.
(3)A reconciliation of Adjusted EBITDA to GAAP Net Loss on a forward-looking basis is not available without unreasonable efforts due to the high variability, complexity and low visibility with respect to the items excluded from this non-GAAP measure.
Earnings Teleconference Information
Cardlytics will discuss its fourth quarter and full year 2023 financial results during a teleconference today, March 14, 2024, at 5:00 PM ET / 2:00 PM PT. A live dial-in will be available after registering at http://ir.cardlytics.com/. Shortly after the conclusion of the call, a replay of this conference call will be available through 8:00 PM ET on March 22, 2024 on the Cardlytics Investor Relations website at http://ir.cardlytics.com/. Following the completion of the call, a recorded replay of the webcast will be available on Cardlytics’ website.
About Cardlytics
Cardlytics (NASDAQ: CDLX) is a digital advertising platform. We partner with financial institutions to run their rewards programs that promote customer loyalty and deepen relationships. In turn, we have a secure view into where and when consumers are spending their money. We use these insights to help marketers identify, reach, and influence likely buyers at scale, as well as measure the true sales impact of marketing campaigns. Headquartered in Atlanta, Cardlytics has offices in Menlo Park, Los Angeles, New York, and London. Learn more at www.cardlytics.com.
Cautionary Language Concerning Forward-Looking Statements:
This press release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, our financial guidance for the first quarter of 2024, our billings and positive operating cash flow expectations for 2024, and our platform improvements. These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as "expect," "anticipate," "should," "believe," "hope," "target," "project," "goals," "estimate," "potential," "predict," "may," "will," "might," "could," "intend," or variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond our control.
Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: risks related to unfavorable conditions in the global economy and the industries that we serve; our quarterly operating results have fluctuated and may continue to vary from period to period; our ability to sustain our revenue growth and billings; risks related to our substantial dependence on our Cardlytics platform; risks related to our substantial dependence on JPMorgan Chase Bank, National Association (“Chase”), Bank of America, National Association ("Bank of America"), Wells Fargo Bank, National Association (“Wells Fargo”) and a limited number of other financial institution (“FI”) partners; risks related to our ability to maintain relationships with Chase, Wells Fargo and Bank of America; the amount and timing of budgets by marketers, which are affected by budget cycles, economic conditions and other factors; our ability to generate sufficient revenue to offset contractual commitments to FI partners; our ability to attract new partners, including FI partners, and maintain relationships with bank processors and digital banking providers; our ability to maintain relationships with marketers; our ability to adapt to changing market conditions, including our ability to adapt to changes in consumer habits, negotiate fee arrangements with new and existing partners and retailers, and develop and launch new services and features; and other risks detailed in the “Risk Factors” section of our Form 10-K filed with the Securities and Exchange Commission on March 14, 2024 and in subsequent periodic reports that we file with the Securities and Exchange Commission. Past performance is not necessarily indicative of future results.
The forward-looking statements included in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. We undertake no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.
Non-GAAP Measures and Other Performance Metrics
To supplement the financial measures presented in our press release and related conference call or webcast in accordance with generally accepted accounting principles in the United States (“GAAP”), we also present the following non-GAAP measures of financial performance in this press release: Billings, Adjusted Contribution, Adjusted EBITDA, Adjusted Net Income (Loss), Adjusted Net Income (Loss) per share and Free Cash Flow, as well as certain other performance metrics, such as monthly active users (“MAUs”) and average revenue per user (“ARPU”).
A “non-GAAP financial measure” refers to a numerical measure of our historical or future financial performance or financial position that is included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP in our financial statements. We provide certain non-GAAP measures as additional information relating to our operating results as a complement to results provided in accordance with GAAP. The non-GAAP financial information presented herein should be considered in conjunction with, and not as a substitute for or superior to, the financial information presented in accordance with GAAP and should not be considered a measure of liquidity. There are significant limitations associated with the use of non-GAAP financial measures. Further, these measures may differ from the non-GAAP information, even where similarly titled, used by other companies and therefore should not be used to compare our performance to that of other companies.
Billings represents the gross amount billed to customers and marketers for services in order to generate revenue. Cardlytics platform Billings is recognized gross of both Consumer Incentives and Partner Share. Cardlytics platform GAAP Revenue is recognized net of Consumer Incentives and gross of Partner Share. Bridg platform Billings is the same as Bridg platform GAAP Revenue. We define Adjusted Contribution as a measure by which revenue generated from our marketers exceeds the cost to obtain the purchase data and the digital advertising space from our partners. Adjusted Contribution demonstrates how incremental revenue on our platforms generates incremental amounts to support our sales and marketing, research and development, delivery costs, general and administration and other investments. Adjusted Contribution is calculated by taking our total revenue less our Partner Share and other third-party costs. Adjusted contribution does not take into account all costs associated with generating revenue from advertising campaigns, including sales and marketing expenses, research and development expenses, general and administrative expenses and other expenses, which we do not take into consideration when making decisions on how to manage our advertising campaigns. We define Adjusted EBITDA represents our Net Loss before income tax benefit; interest expense, net; depreciation and amortization; stock-based compensation expense; acquisition, integration and divestiture costs (benefits); change in fair value of contingent consideration; foreign currency (gain) loss; impairment of goodwill and intangible assets; loss on divestiture; and restructuring and reduction of force. We define Adjusted Net Income (Loss) as our Net Loss before stock-based compensation expense; foreign currency (gain) loss; acquisition, integration and divestitures costs (benefits); amortization of acquired intangibles; change in fair value of contingent consideration; impairment of goodwill and intangible assets; loss on divestiture; restructuring and reduction of force; and income tax benefit. We define Adjusted Net Income (Loss) per share as Adjusted Net Income (Loss) divided by our weighted-average common shares outstanding, diluted. We define Free Cash Flow as net cash provided by (used in) operating activities, plus acquisition of property and equipment, acquisition of patents and capitalized software development costs. We believe free cash flow is useful to measure the funds generated in a given period that are available to invest in the business. We believe this supplemental information enhances stockholders' ability to evaluate our performance.
We believe the use of non-GAAP financial measures, as a supplement to GAAP measures, is useful to investors in that they eliminate items that are either not part of our core operations or do not require a cash outlay, such as stock-based compensation expense. Management uses these non-GAAP financial measures when evaluating operating performance and for internal planning and forecasting purposes. We believe that these non-GAAP financial measures help indicate underlying trends in the business, are important in comparing current results with prior period results, and are useful to investors and financial analysts in assessing operating performance.
We define MAUs as targetable customers that have logged in and visited online or mobile applications containing offers, opened an email containing an offer, or redeemed an offer from the Cardlytics platform during a monthly period. We then calculate a monthly average of these MAUs for the periods presented. We define ARPU as the total Revenue generated in the applicable period calculated in accordance with GAAP, divided by the average number of MAUs in the applicable period.
CARDLYTICS, INC.
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
| December 31, | |||||||||||
| 2023 | 2022 | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 91,830 | $ | 121,905 | |||||||
| Restricted cash | — | 80 | |||||||||
| Accounts receivable and contract assets, net | 120,622 | 115,609 | |||||||||
| Other receivables | 5,379 | 4,470 | |||||||||
| Prepaid expenses and other assets | 6,097 | 7,978 | |||||||||
| Total current assets | 223,928 | 250,042 | |||||||||
| Long-term assets: | |||||||||||
| Property and equipment, net | 3,323 | 5,916 | |||||||||
| Right-of-use assets under operating leases, net | 7,310 | 6,571 | |||||||||
| Intangible assets, net | 35,003 | 53,475 | |||||||||
| Goodwill | 277,202 | 352,721 | |||||||||
| Capitalized software development costs, net | 24,643 | 19,925 | |||||||||
| Other long-term assets, net | 2,735 | 2,586 | |||||||||
| Total assets | $ | 574,144 | $ | 691,236 | |||||||
| Liabilities and stockholders' equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 4,425 | $ | 3,765 | |||||||
| Accrued liabilities: | |||||||||||
| Accrued compensation | 11,662 | 10,486 | |||||||||
| Accrued expenses | 9,587 | 21,335 | |||||||||
| Partner Share liability | 48,867 | 48,593 | |||||||||
| Consumer Incentive liability | 52,678 | 53,983 | |||||||||
| Deferred revenue | 2,405 | 1,751 | |||||||||
| Current operating lease liabilities | 2,127 | 4,910 | |||||||||
| Current contingent consideration | 39,398 | 104,121 | |||||||||
| Total current liabilities | 171,149 | 248,944 | |||||||||
| Long-term liabilities: | |||||||||||
| Convertible senior notes, net | 227,504 | 226,047 | |||||||||
| Long-term debt | 30,073 | — | |||||||||
| Long-term deferred revenue | 67 | 334 | |||||||||
| Long-term operating lease liabilities | 6,391 | 4,306 | |||||||||
| Long-term contingent consideration | 4,162 | — | |||||||||
| Total liabilities | 439,346 | 479,631 | |||||||||
| Stockholders’ equity: | |||||||||||
| Common stock | 9 | 9 | |||||||||
| Additional paid-in capital | 1,243,594 | 1,182,568 | |||||||||
| Accumulated other comprehensive income | 2,467 | 5,598 | |||||||||
| Accumulated deficit | (1,111,272) | (976,570) | |||||||||
| Total stockholders’ equity | 134,798 | 211,605 | |||||||||
| Total liabilities and stockholders’ equity | $ | 574,144 | $ | 691,236 | |||||||
CARDLYTICS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands except per share amounts)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Revenue | $ | 89,167 | $ | 82,503 | $ | 309,204 | $ | 298,542 | |||||||||||||||
| Costs and expenses: | |||||||||||||||||||||||
| Partner Share and other third-party costs | 41,880 | 42,511 | 150,578 | 155,507 | |||||||||||||||||||
| Delivery costs | 7,797 | 6,583 | 28,248 | 30,403 | |||||||||||||||||||
| Sales and marketing expense | 14,111 | 16,825 | 57,425 | 74,745 | |||||||||||||||||||
| Research and development expense | 12,512 | 14,801 | 51,352 | 54,435 | |||||||||||||||||||
| General and administration expense | 13,904 | 20,065 | 58,810 | 81,446 | |||||||||||||||||||
| Acquisition, integration and divestiture costs (benefits) | 1,833 | 1,395 | (6,313) | (2,874) | |||||||||||||||||||
| Change in fair value of contingent consideration | 16,291 | (14,030) | 1,246 | (128,174) | |||||||||||||||||||
| Impairment of goodwill and intangible assets | 70,518 | 370,139 | 70,518 | 453,288 | |||||||||||||||||||
| Loss on divestiture | 6,550 | — | 6,550 | — | |||||||||||||||||||
| Depreciation and amortization expense | 6,695 | 6,849 | 26,460 | 37,544 | |||||||||||||||||||
| Total costs and expenses | 192,091 | 465,138 | 444,874 | 756,320 | |||||||||||||||||||
| Operating loss | (102,924) | (382,635) | (135,670) | (457,778) | |||||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Interest expense, net | (839) | (150) | (2,336) | (2,556) | |||||||||||||||||||
| Foreign currency gain (loss) | 2,925 | 4,506 | 3,304 | (6,376) | |||||||||||||||||||
| Total other income (expense) | 2,086 | 4,356 | 968 | (8,932) | |||||||||||||||||||
| Loss before income taxes | (100,838) | (378,279) | (134,702) | (466,710) | |||||||||||||||||||
| Income tax benefit | — | — | — | 1,446 | |||||||||||||||||||
| Net Loss | (100,838) | (378,279) | (134,702) | (465,264) | |||||||||||||||||||
| Net Loss attributable to common stockholders | $ | (100,838) | $ | (378,279) | $ | (134,702) | $ | (465,264) | |||||||||||||||
| Net Loss per share attributable to common stockholders, basic and diluted | $ | (2.56) | $ | (11.32) | $ | (3.69) | $ | (13.92) | |||||||||||||||
| Weighted-average common shares outstanding, basic and diluted | 39,454 | 33,419 | 36,488 | 33,419 | |||||||||||||||||||
CARDLYTICS, INC.
STOCK-BASED COMPENSATION EXPENSE
(Amounts in thousands)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Delivery costs | $ | 627 | $ | 266 | $ | 2,427 | $ | 2,682 | |||||||||||||||
| Sales and marketing expense | 3,137 | 3,170 | 12,624 | 11,935 | |||||||||||||||||||
| Research and development expense | 4,144 | 3,843 | 16,392 | 13,262 | |||||||||||||||||||
| General and administration expense | 3,116 | 5,213 | 9,537 | 16,807 | |||||||||||||||||||
| Total stock-based compensation expense | $ | 11,024 | $ | 12,492 | $ | 40,980 | $ | 44,686 | |||||||||||||||
CARDLYTICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
| Year Ended December 31, | |||||||||||
| 2023 | 2022 | ||||||||||
| Operating activities | |||||||||||
| Net Loss | $ | (134,702) | $ | (465,264) | |||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||||
| Credit loss expense | 1,704 | 2,399 | |||||||||
| Depreciation and amortization | 26,460 | 37,544 | |||||||||
| Amortization of financing costs charged to interest expense | 1,648 | 1,595 | |||||||||
| Amortization of right-of-use assets | 3,055 | 6,196 | |||||||||
| Impairment of goodwill and intangible assets | 70,518 | 453,288 | |||||||||
| Loss on divestiture | 6,550 | — | |||||||||
| Stock-based compensation expense | 40,980 | 44,686 | |||||||||
| Change in fair value of contingent consideration | 1,246 | (128,174) | |||||||||
| Other non-cash (income) expense, net | (4,170) | 6,589 | |||||||||
| Income tax benefit | — | (1,446) | |||||||||
| Change in operating assets and liabilities: | |||||||||||
| Accounts receivable and contract assets, net | (7,725) | (4,546) | |||||||||
| Prepaid expenses and other assets | 2,492 | 535 | |||||||||
| Accounts payable | 239 | (893) | |||||||||
| Other accrued expenses | (7,492) | (9,516) | |||||||||
| Partner Share liability | 405 | 1,721 | |||||||||
| Customer Incentive liability | (1,393) | 1,382 | |||||||||
| Net cash used in operating activities | (185) | (53,904) | |||||||||
| Investing activities | |||||||||||
| Acquisition of property and equipment | (667) | (1,171) | |||||||||
| Acquisition of patents | — | (175) | |||||||||
| Capitalized software development costs | (11,725) | (12,140) | |||||||||
| Business acquisitions, net of cash acquired | — | (2,274) | |||||||||
| Proceeds from divestitures, net of cash divested | 2,330 | — | |||||||||
| Net cash used in investing activities | (10,062) | (15,760) | |||||||||
| Financing activities | |||||||||||
| Proceeds from issuance of debt | 30,000 | — | |||||||||
| Principal payments of debt | (31) | (35) | |||||||||
| Proceeds from issuance of common stock | 55 | 379 | |||||||||
| Settlement of contingent consideration | (50,050) | — | |||||||||
| Deferred equity issuance costs | — | (157) | |||||||||
| Repurchase of common stock | — | (40,000) | |||||||||
| Debt issuance costs | — | (174) | |||||||||
| Net cash used in financing activities | (20,026) | (39,987) | |||||||||
| Effect of exchange rates on cash, cash equivalents and restricted cash | 118 | (1,926) | |||||||||
| Net decrease in cash, cash equivalents and restricted cash | (30,155) | (111,577) | |||||||||
| Cash, cash equivalents, and restricted cash — Beginning of period | 121,985 | 233,562 | |||||||||
| Cash, cash equivalents, and restricted cash — End of period | $ | 91,830 | $ | 121,985 | |||||||
CARDLYTICS, INC.
RECONCILIATION OF GAAP REVENUE TO BILLINGS
(Amounts in thousands)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Consolidated | |||||||||||||||||||||||
| Revenue | $ | 89,167 | $ | 82,503 | $ | 309,204 | $ | 298,542 | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Consumer Incentives | 42,780 | 43,613 | 144,222 | 143,935 | |||||||||||||||||||
| Billings | $ | 131,947 | $ | 126,116 | $ | 453,426 | $ | 442,477 | |||||||||||||||
| Cardlytics platform | |||||||||||||||||||||||
| Revenue | $ | 82,604 | $ | 76,647 | $ | 285,425 | $ | 277,185 | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Consumer Incentives | 42,780 | 43,613 | 144,222 | 143,935 | |||||||||||||||||||
| Billings | $ | 125,384 | $ | 120,260 | $ | 429,647 | $ | 421,120 | |||||||||||||||
| Bridg platform | |||||||||||||||||||||||
| Revenue | $ | 6,563 | $ | 5,856 | $ | 23,779 | $ | 21,357 | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Consumer Incentives | — | — | — | — | |||||||||||||||||||
| Billings | $ | 6,563 | $ | 5,856 | $ | 23,779 | $ | 21,357 | |||||||||||||||
CARDLYTICS, INC.
RECONCILIATION OF GAAP GROSS PROFIT TO ADJUSTED CONTRIBUTION
(Amounts in thousands)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Consolidated | |||||||||||||||||||||||
| Revenue | $ | 89,167 | $ | 82,503 | $ | 309,204 | $ | 298,542 | |||||||||||||||
| Minus: | |||||||||||||||||||||||
| Partner Share and other third-party costs | 41,880 | 42,511 | 150,578 | 155,507 | |||||||||||||||||||
Delivery costs(1) | 7,797 | 6,583 | 28,248 | 30,403 | |||||||||||||||||||
| Gross Profit | 39,490 | 33,409 | 130,378 | 112,632 | |||||||||||||||||||
| Plus: | |||||||||||||||||||||||
Delivery costs(1) | 7,797 | 6,583 | 28,248 | 30,403 | |||||||||||||||||||
| Adjusted Contribution | $ | 47,287 | $ | 39,992 | $ | 158,626 | $ | 143,035 | |||||||||||||||
| Cardlytics platform | |||||||||||||||||||||||
| Revenue | $ | 82,604 | $ | 76,647 | $ | 285,425 | $ | 277,185 | |||||||||||||||
| Minus: | |||||||||||||||||||||||
| Partner Share and other third-party costs | 41,635 | 42,375 | 149,907 | 154,204 | |||||||||||||||||||
Delivery costs(1) | 6,027 | 5,271 | 21,447 | 24,112 | |||||||||||||||||||
| Gross Profit | 34,942 | 29,001 | 114,071 | 98,869 | |||||||||||||||||||
| Plus: | |||||||||||||||||||||||
Delivery costs(1) | 6,027 | 5,271 | 21,447 | 24,112 | |||||||||||||||||||
| Adjusted Contribution | $ | 40,969 | $ | 34,272 | $ | 135,518 | $ | 122,981 | |||||||||||||||
| Bridg platform | |||||||||||||||||||||||
| Revenue | $ | 6,563 | $ | 5,856 | $ | 23,779 | $ | 21,357 | |||||||||||||||
| Minus: | |||||||||||||||||||||||
| Partner Share and other third-party costs | 245 | 136 | 671 | 1,303 | |||||||||||||||||||
Delivery costs(1) | 1,770 | 1,312 | 6,801 | 6,291 | |||||||||||||||||||
| Gross Profit | 4,548 | 4,408 | 16,307 | 13,763 | |||||||||||||||||||
| Plus: | |||||||||||||||||||||||
Delivery costs(1) | 1,770 | 1,312 | 6,801 | 6,291 | |||||||||||||||||||
| Adjusted Contribution | $ | 6,318 | $ | 5,720 | $ | 23,108 | $ | 20,054 | |||||||||||||||
(1)Stock-based compensation expense recognized in consolidated delivery costs totaled $0.6 million and $0.3 million during the three months ended December 31, 2023 and 2022, respectively. Stock-based compensation expense recognized in consolidated delivery costs totaled $2.4 million and $2.7 million during the year ended December 31, 2023 and 2022, respectively.
CARDLYTICS, INC.
RECONCILIATION OF GAAP NET LOSS TO ADJUSTED EBITDA
(Amounts in thousands)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Net Loss | $ | (100,838) | $ | (378,279) | $ | (134,702) | $ | (465,264) | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Interest expense, net | 839 | 150 | 2,336 | 2,556 | |||||||||||||||||||
| Depreciation and amortization | 6,695 | 6,849 | 26,460 | 37,544 | |||||||||||||||||||
| Stock-based compensation expense | 11,024 | 12,492 | 40,980 | 44,686 | |||||||||||||||||||
| Acquisition, integration and divestiture costs (benefits) | 1,833 | 1,395 | (6,313) | (2,874) | |||||||||||||||||||
| Change in fair value of contingent consideration | 16,291 | (14,030) | 1,246 | (128,174) | |||||||||||||||||||
| Foreign currency (gain) loss | (2,925) | (4,506) | (3,304) | 6,376 | |||||||||||||||||||
| Impairment of goodwill and intangible assets | 70,518 | 370,139 | 70,518 | 453,288 | |||||||||||||||||||
| Loss on divestiture | 6,550 | — | 6,550 | — | |||||||||||||||||||
| Restructuring and reduction of force | — | (347) | — | 8,139 | |||||||||||||||||||
| Income tax benefit | — | — | — | (1,446) | |||||||||||||||||||
| Adjusted EBITDA | $ | 9,987 | $ | (6,137) | $ | 3,771 | $ | (45,169) | |||||||||||||||
CARDLYTICS, INC.
RECONCILIATION OF ADJUSTED CONTRIBUTION TO ADJUSTED EBITDA
(Amounts in thousands)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Consolidated | |||||||||||||||||||||||
| Adjusted Contribution | $ | 47,287 | $ | 39,992 | $ | 158,626 | $ | 143,034 | |||||||||||||||
| Minus: | |||||||||||||||||||||||
| Delivery costs | 7,797 | 6,583 | 28,248 | 30,402 | |||||||||||||||||||
| Sales and marketing expense | 14,111 | 16,825 | 57,425 | 74,745 | |||||||||||||||||||
| Research and development expense | 12,512 | 14,801 | 51,352 | 54,435 | |||||||||||||||||||
| General and administration expense | 13,904 | 20,065 | 58,810 | 81,446 | |||||||||||||||||||
| Stock-based compensation expense | (11,024) | (12,492) | (40,980) | (44,686) | |||||||||||||||||||
| Restructuring and reduction of force | — | 347 | — | (8,139) | |||||||||||||||||||
| Adjusted EBITDA | $ | 9,987 | $ | (6,137) | $ | 3,771 | $ | (45,169) | |||||||||||||||
| Cardlytics platform | |||||||||||||||||||||||
| Adjusted Contribution | $ | 40,969 | $ | 34,272 | $ | 135,518 | $ | 122,981 | |||||||||||||||
| Minus: | |||||||||||||||||||||||
| Delivery costs | 6,027 | 5,271 | 21,447 | 24,112 | |||||||||||||||||||
| Sales and marketing expense | 12,249 | 14,484 | 48,671 | 67,830 | |||||||||||||||||||
| Research and development expense | 10,975 | 13,002 | 45,746 | 47,579 | |||||||||||||||||||
| General and administration expense | 13,222 | 19,070 | 56,542 | 79,069 | |||||||||||||||||||
| Stock-based compensation expense | (9,947) | (12,309) | (37,782) | (43,490) | |||||||||||||||||||
| Restructuring and reduction of force | — | 347 | — | (8,139) | |||||||||||||||||||
| Adjusted EBITDA | $ | 8,443 | $ | (5,593) | $ | 894 | $ | (43,980) | |||||||||||||||
| Bridg platform | |||||||||||||||||||||||
| Adjusted Contribution | $ | 6,318 | $ | 5,720 | $ | 23,108 | $ | 20,053 | |||||||||||||||
| Minus: | |||||||||||||||||||||||
| Delivery costs | 1,770 | 1,312 | 6,801 | 6,290 | |||||||||||||||||||
| Sales and marketing expense | 1,862 | 2,341 | 8,754 | 6,915 | |||||||||||||||||||
| Research and development expense | 1,537 | 1,799 | 5,606 | 6,856 | |||||||||||||||||||
| General and administration expense | 682 | 995 | 2,268 | 2,377 | |||||||||||||||||||
| Stock-based compensation expense | (1,077) | (183) | (3,198) | (1,196) | |||||||||||||||||||
| Restructuring and reduction of force | — | — | — | — | |||||||||||||||||||
| Adjusted EBITDA | $ | 1,544 | $ | (544) | $ | 2,877 | $ | (1,189) | |||||||||||||||
CARDLYTICS, INC.
RECONCILIATION OF GAAP NET LOSS TO ADJUSTED NET INCOME (LOSS) AND ADJUSTED NET INCOME (LOSS) PER SHARE
(Amounts in thousands except per share amounts)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Net Loss | $ | (100,838) | $ | (378,279) | $ | (134,702) | $ | (465,264) | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Stock-based compensation expense | 11,024 | 12,492 | 40,980 | 44,686 | |||||||||||||||||||
| Foreign currency (gain) loss | (2,925) | (4,506) | (3,304) | 6,376 | |||||||||||||||||||
| Acquisition, integration and divestiture costs (benefits) | 1,833 | 1,395 | (6,313) | (2,874) | |||||||||||||||||||
| Amortization of acquired intangibles | 3,258 | 3,459 | 13,589 | 25,019 | |||||||||||||||||||
| Change in fair value of contingent consideration | 16,291 | (14,030) | 1,246 | (128,174) | |||||||||||||||||||
| Impairment of goodwill and intangible assets | 70,518 | 370,139 | 70,518 | 453,288 | |||||||||||||||||||
| Loss on divestiture | 6,550 | — | 6,550 | — | |||||||||||||||||||
| Restructuring and reduction of force | — | (347) | — | 8,139 | |||||||||||||||||||
| Income tax benefit | — | — | — | (1,446) | |||||||||||||||||||
| Adjusted Net Income (Loss) | $ | 5,711 | $ | (9,677) | $ | (11,436) | $ | (60,250) | |||||||||||||||
| Weighted-average number of shares of common stock used in computing Adjusted Net Income (Loss) per share: | |||||||||||||||||||||||
| Weighted-average common shares outstanding, diluted | 39,454 | 33,419 | 36,488 | 33,419 | |||||||||||||||||||
| Adjusted Net Income (Loss) per share attributable to common stockholders, diluted | $ | 0.14 | $ | (0.29) | $ | (0.31) | $ | (1.80) | |||||||||||||||
CARDLYTICS, INC.
RECONCILIATION OF NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES TO FREE CASH FLOW
(Amounts in thousands)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2023 | 2022 | 2023 | 2022 | ||||||||||||||||||||
| Net cash provided by (used in) operating activities | $ | 2,934 | $ | (13,101) | $ | (185) | $ | (53,904) | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Acquisition of property and equipment | (274) | (82) | (667) | (1,171) | |||||||||||||||||||
| Acquisition of patents | — | (101) | — | (175) | |||||||||||||||||||
| Capitalized software development costs | (3,423) | (2,970) | (11,725) | (12,140) | |||||||||||||||||||
| Free Cash Flow | $ | (763) | $ | (16,254) | $ | (12,577) | $ | (67,390) | |||||||||||||||
CARDLYTICS, INC.
RECONCILIATION OF FORECASTED GAAP REVENUE TO BILLINGS
(Amounts in millions)
| Q1 2024 Guidance | |||||
| Revenue | $70.0 - $73.0 | ||||
| Plus: | |||||
| Consumer Incentives | $35.0 - $36.0 | ||||
| Billings | $105.0 - $109.0 | ||||
Contacts:
Public Relations:
pr@cardlytics.com
Investor Relations:
ir@cardlytics.com
CARDLYTICS Q4 2023 Earnings Presentation March 14, 2024
Disclaimer This presentation includes forward-looking statements. All statements contained in this presentation other than statements of historical facts, including statements regarding expectations about future financial performance or results of Cardlytics, Inc. (“Cardlytics,” “we,” “us,” or “our), including our earnings guidance for the first quarter of 2024, are forward looking statements. The words “anticipate”,” believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. The future events and trends discussed in this presentation may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond our control. Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: risks related to unfavorable conditions in the global economy and the industries that we serve; our quarterly operating results have fluctuated and may continue to vary from period to period; our ability to sustain our revenue growth and billings; risks related to our substantial dependence on our Cardlytics platform; risks related to our substantial dependence on JPMorgan Chase Bank, National Association (“Chase”), Bank of America, National Association ("Bank of America"), Wells Fargo Bank, National Association (“Wells Fargo”) and a limited number of other financial institution (“FI”) partners; risks related to our ability to maintain relationships with Chase, Wells Fargo and Bank of America; the amount and timing of budgets by marketers, which are affected by budget cycles, economic conditions and other factors; our ability to generate sufficient revenue to offset contractual commitments to FIs; our ability to attract new partners, including FI partners, and maintain relationships with bank processors and digital banking providers; our ability to maintain relationships with marketers; our ability to adapt to changing market conditions, including our ability to adapt to changes in consumer habits, negotiate fee arrangements with new and existing partners and retailers, and develop and launch new services and features; and other risks detailed in the “Risk Factors” section of our Form 10-K filed with the Securities and Exchange Commission on March 14, 2024. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee 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 presentation to conform these statements to actual results or revised expectations, except as required by law. In addition to U.S. GAAP financial information, this presentation includes Billings, Adjusted Contribution, Adjusted partner share and other third-party costs, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income (Loss), Adjusted Net Income (Loss) per share and Free Cash flow, each of which is a non-GAAP financial measure. These non-GAAP financial measures are in addition to, and not a substitute for or superior to, measures of financial performance prepared in accordance with U.S. GAAP. Reconciliations of Billings, Adjusted Contribution, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income (Loss), Adjusted Net Income (Loss) per share and Free Cash Flow to the most directly comparable GAAP measures are included in the appendix to this presentation. Please see appendix for definitions.
Company overview
We power a native ad platform in our partners’ digital channels.
Cardlytics provides a scaled solution based on purchase intelligence 168M+ Monthly Active Users(1) $4.7T+ in Annual Spend(2) 1 in 2 U.S. Purchase Transactions(3) Distinctive benefits for marketers + Reach valuable banking customers + Operate in a brand-safe, privacy-protected, trusted digital channel + Market to the most valuable customers based on their actual spending + Drive in-store and online traffic + Closed-loop solution measures marketing results to the penny
Financial information & operating metrics
Trended consolidated results Q4 Adj. Contribution 18.2% y/y Q4 Revenue 8.1% y/y Q4 Billings 4.6% y/y Revenue Adjusted Contribution(1) Billings(1) $107.7 $110.4 $126.1 $109.4 $116.4 $98.4 $85.3 $76.3 $109.4 $116.4 $131.9
Billings and adjusted contribution best reflect performance Billings Total in aggregate paid by marketers Consumer Incentive Set by CDLX to achieve marketing objectives; can fluctuate based on desired outcome Enhanced Consumer Incentive Additional Consumer Incentives funded by our partners GAAP Revenue Recognized as revenue; to be split between CDLX & our partners Partner Share Portion of revenue shared with our partners Adjusted Contribution Amount retained by CDLX; net of partner share
Q4 2023 and full year 2023 year-over-year consolidated results Three Months Ended December 31, Change Twelve Months Ended December 31, Change 2023 2022 $ % 2023 2022 $ % Billings(1) $131,947 $126,116 $5,831 4.6% $453,426 $442,477 $10,949 2.5% Consumer Incentives 42,780 43,613 (833) (1.9%) 144,222 143,935 287 0.2% Revenue $89,167 $82,503 $6,664 8.1% $309,204 $298,542 $10,662 3.6% Partner Share and other third-party costs 41,880 42,511 (631) (1.5%) 150,578 155,507 (4,929) (3.2%) Adjusted Contribution(1) $47,287 $39,992 $7,295 18.2% $158,626 $143,035 $15,591 10.9% Delivery costs 7,797 6,583 1,214 18.4% 28,248 30,403 (2,155) (7.1%) Gross Profit $39,490 $33,409 $6,081 18.2% $130,378 $112,632 $17,746 15.8% Net Loss ($100,838) ($378,279) $277,441 (73.3%) ($134,702) ($465,264) $330,562 (71.0%) Adjusted EBITDA(1) $9,987 ($6,137) $16,124 (262.7%) $3,771 ($45,169) $48,940 (108.3%) Adjusted Contribution Margin (% Revenue) 53.0% 48.5% 4.6% 9.4% 51.3% 47.9% 3.4% 7.1% Adjusted EBITDA Margin (% Revenue) 11.2% (7.4%) 18.6% (250.6%) 1.2% (15.1%) 16.3% (108.1%)
Q4 2023 and full year 2023 year-over-year reportable segments Three Months Ended December 31, Change Twelve Months Ended December 31, Change 2023 2022 $ % 2023 2022 $ % Cardlytics platform Revenue $ 82,604 $ 76,647 $ 5,957 7.8% $ 285,425 $ 277,185 $ 8,240 3.0% Minus: Partner Share and other third-party costs 41,635 42,375 (740) (1.7%) 149,907 154,204 (4,297) (2.8%) Adjusted Contribution $ 40,969 $ 34,272 $ 6,697 19.5% $ 135,518 $ 122,981 $ 12,537 10.2% Bridg platform Revenue $ 6,563 $ 5,856 $ 707 12.1% $ 23,779 $ 21,357 $ 2,422 11.3% Minus: Partner Share and other third-party costs 245 136 109 80.1% 671 1,303 (632) (48.5%) Adjusted Contribution $ 6,318 $ 5,720 $ 598 10.5% $ 23,108 $ 20,054 $ 3,054 15.2% Consolidated Revenue $ 89,167 $ 82,503 $ 6,664 8.1% $ 309,204 $ 298,542 $ 10,662 3.6% Minus: Partner Share and other third-party costs 41,880 42,511 (631) (1.5%) 150,578 155,507 (4,929) (3.2%) Adjusted Contribution $ 47,287 $ 39,992 $ 7,295 18.2% $ 158,626 $ 143,035 $ 15,591 10.9%
Cardlytics platform advertiser spend by industry Industry % Change % of Advertiser Spend Three Months Ended December 31, Three Months Ended December 31, vs 2022 vs 2021 2023 2022 2021 Grocery & Gas(1) > 50% > 30% < 20% < 10% > 10% Restaurant > 5% > (35%) > 10% > 10% > 20% Retail < (10%) > (10%) > 30% < 40% > 35% Travel & Entertainment > 25% > 125% > 15% < 15% < 10% DTC < (15%) > (15%) > 20% > 25% < 25% Other n/a n/a < 5% > 0% > 0%
Historical MAU and ARPU Cardlytics Monthly Active Users(1) Cardlytics Average Revenue Per User(1) Prior to September 30, 2023, we reported total number of unique targetable accounts and customers within each FI. As of September 30, 2023, we are reporting only the total number of unique targetable customers within each FI, which we have applied to our reporting for current and prior periods. $0.53 $0.36
Guidance Q1 2024 Guidance Billings(1) $105.0 - $109.0 Revenue $70.0 - $73.0 Adjusted Contribution(1) $37.0 - $39.0 Adjusted EBITDA(1) ($1.0) - $1.0
Appendix
Q4 2023 results Three Months Ended December 31, Twelve Months Ended December 31, 2023 2022 % 2023 2022 % Revenue $89,167 $82,503 8.1% $309,204 $298,542 3.6% Billings(1) 131,947 126,116 4.6% 453,426 442,477 2.5% Gross Profit 39,490 33,409 18.2% 130,378 112,632 15.8% Adjusted Contribution(1) 47,287 39,992 18.2% 158,626 143,035 10.9% Net Loss attributable to common stockholders (100,838) (378,279) (73.3%) (134,702) (465,264) (71.0%) Net Loss per share (EPS), diluted ($2.56) ($11.32) (77.4%) ($3.69) ($13.92) (73.5%) Adjusted EBITDA(1) $9,987 ($6,137) N/A $3,771 ($45,169) N/A Adjusted EBITDA margin(1)(2) 11.2% (7.4%) N/A 1.2% (15.1%) N/A Adjusted Net Income (Loss)(1) $5,711 ($9,677) N/A ($11,436) ($60,250) (81.0%) Adjusted Net Income (Loss) per share(1) $0.14 ($0.29) N/A ($0.31) ($1.80) (82.8%) Net cash provided by (used in) operating activities $2,821 ($3,345) N/A ($185) ($53,904) N/A Free Cash Flow ($763) ($16,254) (95.3%) ($12,577) ($67,390) (81.3%) Cardlytics MAUs (in millions) 168.0 156.9 7.1% 162.1 154.6 4.9% Cardlytics ARPU $0.53 $0.53 0.0% $1.91 $1.93 (1.0%)
Reconciliation of GAAP Revenue to Billings Three Months Ended Dec 31, 2023 Sept 30, 2023 Jun 30, 2023 Mar 31, 2023 Dec 31, 2022 Sept 30, 2022 Jun 30, 2022 Mar 31, 2022 Dec 31, 2021 Sept 30, 2021 Jun 30, 2021 Mar 31, 2021 Consolidated Revenue $89,167 $79,005 $76,701 $64,331 $82,503 $72,706 $75,405 $67,928 $90,049 $64,984 $58,853 $53,230 Plus: Consumer Incentives 42,780 37,425 32,723 31,295 43,613 37,686 32,339 30,297 43,924 33,464 26,484 23,087 Billings $131,947 $116,430 $109,424 $95,626 $126,116 $110,392 $107,744 $98,225 $133,973 $98,448 $85,337 $76,317 Cardlytics Platform Revenue $82,604 $73,064 $70,726 $59,030 $76,647 $67,285 $69,270 $63,983 $86,686 $62,075 $56,763 $53,230 Plus: Consumer Incentives 42,780 37,425 32,723 31,295 43,613 37,686 32,339 30,297 43,924 33,464 26,484 23,087 Billings $125,384 $110,489 $103,449 $90,325 $120,260 $104,971 $101,609 $94,280 $130,610 $95,539 $83,247 $76,317 Bridg Platform Revenue $6,563 $5,941 $5,975 $5,301 $5,856 $5,421 $6,135 $3,945 $3,363 $2,909 $2,090 - Plus: Consumer Incentives - - - - - - - - - - - - Billings $6,563 $5,941 $5,975 $5,301 $5,856 $5,421 $6,135 $3,945 $3,363 $2,909 $2,090 -
Reconciliation of GAAP Gross Profit to Adjusted Contribution Three Months Ended Dec 31, 2023 Sept 30, 2023 Jun 30, 2023 Mar 31, 2023 Dec 31, 2022 Sept 30, 2022 Jun 30, 2022 Mar 31, 2022 Dec 31, 2021 Sept 30, 2021 Jun 30, 2021 Mar 31, 2021 Consolidated Revenue $89,167 $79,005 $76,701 $64,331 $82,503 $72,706 $75,405 $67,928 $90,049 $64,984 $58,853 $53,230 Minus: Partner Share and other third-party costs 41,880 36,144 39,170 33,384 42,511 37,563 40,280 35,153 47,459 34,090 29,953 29,771 Delivery costs 7,797 7,012 7,015 6,424 6,583 9,125 8,162 6,533 6,427 6,390 5,748 3,938 Gross Profit $39,490 $35,849 $30,516 $24,523 $33,409 $26,018 $26,963 $26,242 $36,163 $24,504 $23,152 $19,521 Plus: Delivery costs 7,797 7,012 7,015 6,424 6,583 9,125 8,162 6,533 6,427 6,390 5,748 3,938 Deferred implementation costs - - - - - - - - 1,442 731 730 882 Adjusted Contribution $47,287 $42,861 $37,531 $30,947 $39,992 $35,143 $35,125 $32,775 $44,032 $31,625 $29,630 $24,341 Cardlytics Platform Revenue $82,604 $73,064 $70,726 $59,030 $76,647 $67,285 $69,270 $63,983 $86,686 $62,075 $56,763 $53,230 Minus: Partner Share and other third-party costs 41,635 36,011 39,086 33,175 42,375 37,399 39,403 35,027 47,274 33,929 29,890 29,771 Delivery costs 6,027 5,510 5,217 4,693 5,271 7,623 6,311 4,907 4,618 4,777 4,837 3,938 Gross Profit $34,942 $31,543 $26,423 $21,162 $29,001 $22,263 $23,556 $24,049 $34,794 $23,369 $22,036 $19,521 Plus: Delivery costs 6,027 5,510 5,217 4,693 5,271 7,623 6,311 4,907 4,618 4,777 4,837 3,938 Deferred implementation costs - - - - - - - - 1,442 731 730 882 Adjusted Contribution $40,969 $37,053 $31,640 $25,855 $34,272 $29,886 $29,867 $28,956 $40,854 $28,877 $27,603 $24,341 Bridg Platform Revenue $6,563 $5,941 $5,975 $5,301 $5,856 $5,421 $6,135 $3,945 $3,363 $2,909 $2,090 - Minus: Partner Share and other third-party costs 245 133 84 209 136 164 877 126 185 161 63 - Delivery costs 1,770 1,502 1,798 1,731 1,312 1,502 1,851 1,626 1,809 1,613 911 - Gross Profit $4,548 $4,306 $4,093 $3,361 $4,408 $3,755 $3,407 $2,193 $1,369 $1,135 $1,116 - Plus: Delivery costs 1,770 1,502 1,798 1,731 1,312 1,502 1,851 1,626 1,809 1,613 911 - Adjusted Contribution $6,318 $5,808 $5,891 $5,092 $5,720 $5,257 $5,258 $3,819 $3,178 $2,748 $2,027 -
Reconciliation of GAAP Partner Share and other third-party costs to Adjusted Partner Share and other third-party costs Three Months Ended Dec 31, 2023 Sept 30, 2023 Jun 30, 2023 Mar 31, 2023 Dec 31, 2022 Sept 30, 2022 Jun 30, 2022 Mar 31, 2022 Dec 31, 2021 Sept 30, 2021 Jun 30, 2021 Mar 31, 2021 Consolidated Partner Share and other third-party costs $41,880 $36,144 $39,170 $33,384 $42,511 $37,563 $40,280 $35,153 $47,459 $34,090 $29,953 $29,771 Minus: Deferred implementation costs - - - - - - - - 1,442 731 730 882 Adjusted Partner Share and other third-party costs $41,880 $36,144 $39,170 $33,384 $42,511 $37,563 $40,280 $35,153 $46,017 $33,359 $29,223 $28,889 Cardlytics Platform Partner Share and other third-party costs $41,635 $36,011 $39,086 $33,175 $42,375 $37,399 $39,403 $35,027 $47,274 $33,929 $29,890 $29,771 Minus: Deferred implementation costs - - - - - - - - 1,442 731 730 882 Adjusted Partner Share and other third-party costs $41,635 $36,011 $39,086 $33,175 $42,375 $37,399 $39,403 $35,027 $45,832 $33,198 $29,160 $28,889 Bridg Platform Partner Share and other third-party costs $245 $133 $84 $209 $136 $164 $877 $126 $185 $161 $63 - Minus: Deferred implementation costs - - - - - - - - - - - - Adjusted Partner Share and other third-party costs $245 $133 $84 $209 $136 $164 $877 $126 $185 $161 $63 -
(Amounts in thousands) Reconciliation of GAAP Net (Loss) Income to Adjusted EBITDA Three Months Ended Dec 31, 2023 Sept 30, 2023 Jun 30, 2023 Mar 31, 2023 Dec 31, 2022 Sept 30, 2022 Jun 30, 2022 Mar 31, 2022 Dec 31, 2021 Sept 30, 2021 Jun 30, 2021 Mar 31, 2021 Net (Loss) Income ($100,838) ($23,966) ($23,508) $13,608 ($378,279) $6,267 ($126,290) $33,038 ($11,834) ($44,529) ($47,306) ($24,895) Plus: Income tax benefit - - - - - - (1,446) - (7,864) - - - Interest expense, net 839 915 574 8 150 580 879 947 3,247 3,193 3,078 3,045 Depreciation and amortization expense 6,695 5,990 7,200 6,575 6,849 10,468 10,356 9,871 9,598 8,375 8,833 3,065 Stock-based compensation expense 11,024 10,249 11,739 7,968 12,492 5,767 12,842 13,585 12,849 16,830 13,337 7,248 Acquisition, integration and divestiture costs (benefit) 1,833 78 (9,947) 1,723 1,395 (1,867) 2,197 (4,599) 1,446 1,714 14,182 7,030 Change in fair value of contingent consideration 16,291 8,281 11,258 (34,584) (14,030) (46,126) (2,968) (65,050) (6,367) 6,261 1,480 - Foreign currency (gain) loss (2,925) 2,399 (1,389) (1,389) (4,506) 4,673 4,538 1,671 43 1,543 - (319) Impairment of goodwill and intangible assets 70,518 - - - 370,139 - 83,149 - - - - - Loss on divestiture 6,550 - - - - - - - - - - - Restructuring and reduction of force - - - - (347) 7,530 958 - - 713 - - Deferred implementation costs - - - - - - - - 1,442 731 730 882 Adjusted EBITDA $9,987 $3,946 ($4,073) ($6,091) ($6,137) ($12,708) ($15,785) ($10,537) $2,560 ($5,169) ($5,666) ($3,944)
Reconciliation of Adjusted Contribution to Adjusted EBITDA (Amounts in thousands) Three Months Ended Dec 31, 2023 Sept 30, 2023 Jun 30, 2023 Mar 31, 2023 Dec 31, 2022 Sept 30, 2022 Jun 30, 2022 Mar 31, 2022 Dec 31, 2021 Sept 30, 2021 Jun 30, 2021 Mar 31, 2021 Consolidated Adjusted Contribution $47,287 $42,861 $37,531 $30,947 $39,992 $35,143 $35,125 $32,775 $44,032 $31,625 $29,630 $24,341 Minus: Delivery costs 7,797 7,012 7,015 6,424 6,583 9,125 8,162 6,533 6,427 6,390 5,748 3,938 Sales and marketing expense 14,111 14,161 15,205 13,948 16,825 18,289 21,983 17,648 18,998 16,733 17,063 13,202 Research and development expense 12,512 12,430 14,847 11,564 14,801 13,762 13,581 12,291 11,811 11,141 8,934 6,218 General and administration expense 13,904 15,561 16,276 13,070 20,065 19,972 20,984 20,425 17,085 20,073 16,888 12,175 Stock-based compensation expense (11,024) (10,249) (11,739) (7,968) (12,492) (5,767) (12,842) (13,585) (12,849) (16,830) (13,337) (7,248) Restructuring and reduction of force - - - - 347 (7,530) (958) - - (713) - - Adjusted EBITDA $9,987 $3,946 ($4,073) ($6,091) ($6,137) ($12,708) ($15,785) ($10,537) $2,560 ($5,169) ($5,666) ($3,944) Cardlytics Platform Adjusted Contribution $40,969 $37,053 $31,640 $25,855 $34,272 $29,886 $29,867 $28,956 $40,854 $28,877 $27,603 $24,341 Minus: Delivery costs 6,027 5,510 5,217 4,693 5,271 7,623 6,311 4,907 4,618 4,777 4,837 3,938 Sales and marketing expense 12,249 12,041 12,834 11,547 14,484 16,529 20,908 16,384 17,435 15,469 16,665 13,202 Research and development expense 10,975 11,046 13,399 10,327 13,002 11,682 11,936 11,313 10,531 10,163 8,481 6,218 General and administration expense 13,222 14,874 15,117 13,330 19,070 19,558 21,232 19,391 15,708 19,039 16,454 12,175 Stock-based compensation expense (9,947) (9,127) (10,605) (8,103) (12,309) (5,302) (13,944) (12,382) (11,169) (15,627) (13,179) (7,248) Restructuring and reduction of force - - - - 347 (7,530) (958) - - (713) - - Adjusted EBITDA $8,443 $2,709 ($4,322) ($5,939) ($5,593) ($12,674) ($15,618) ($10,657) $3,731 ($4,231) ($5,656) ($3,944) Bridg Platform Adjusted Contribution $6,318 $5,808 $5,891 $5,092 $5,720 $5,257 $5,258 $3,819 $3,178 $2,748 $2,027 - Minus: Delivery costs 1,770 1,502 1,798 1,731 1,312 1,502 1,851 1,626 1,809 1,613 911 - Sales and marketing expense 1,862 2,120 2,371 2,401 2,341 1,760 1,075 1,264 1,564 1,264 398 - Research and development expense 1,537 1,384 1,448 1,237 1,799 2,080 1,645 978 1,280 978 453 - General and administration expense 682 687 1,159 (260) 995 414 (248) 1,034 1,376 1,034 434 - Stock-based compensation expense (1,077) (1,122) (1,134) 135 (183) (465) 1,102 (1,203) (1,681) (1,203) (158) - Restructuring and reduction of force - - - - - - - - - - - - Adjusted EBITDA $1,544 $1,237 $249 ($152) ($544) ($34) ($167) $120 ($1,170) ($938) ($11) -
Reconciliation of GAAP Net Loss to Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per share Three Months Ended Twelve Months Ended December 31, December 31, 2023 2022 2023 2022 Net Loss ($100,838) ($378,279) ($134,702) ($465,264) Plus: Stock-based compensation expense 11,024 12,492 40,980 44,686 Foreign currency (gain) loss (2,925) (4,506) (3,304) 6,376 Acquisition, integration and divestiture (benefit) cost 1,833 1,395 (6,313) (2,874) Amortization of acquired intangibles 3,258 3,459 13,589 25,019 Change in fair value of contingent consideration 16,291 (14,030) 1,246 (128,174) Impairment of goodwill and intangible assets 70,518 370,139 70,518 453,288 Loss on divestiture 6,550 - 6,550 - Restructuring and reduction of force - (347) - 8,139 Income tax benefit - - - (1,446) Adjusted Net Income (Loss) $5,711 ($9,677) ($11,436) ($60,250) Weighted-average number of shares of common stock used in computing Adjusted Net Income (Loss) per share: Weighted-average common shares outstanding, diluted 39,454 33,419 36,488 33,419 Adjusted Net Income (Loss) per share attributable to common stockholders, diluted $0.14 ($0.29) ($0.31) ($1.80)
Reconciliation of net cash provided by (used in) operating activities to Free Cash Flow Three Months Ended Twelve Months Ended December 31, December 31, 2023 2022 2023 2022 Net cash provided by (used in) operating activities $2,934 ($13,101) ($185) ($53,904) Plus: Acquisition of property and equipment (274) (82) (667) (1,171) Acquisition of patents - (101) - (175) Capitalized software development costs (3,423) (2,970) (11,725) (12,140) Free Cash Flow ($763) ($16,254) ($12,577) ($67,390)
Reconciliation of forecasted GAAP Revenue to Billings Q1 2024 Guidance Revenue $70.0 - $73.0 Plus: Consumer Incentives $35.0 - $36.0 Billings $105.0 - $109.0
Definitions Adjusted Contribution: We define Adjusted Contribution measures of the degree by which revenue generated from our marketers exceeds the cost to obtain the purchase data and the digital advertising space from our partners. Adjusted Contribution demonstrates how incremental marketing on our platform generates incremental amounts to support our sales and marketing, research and development, delivery costs, general and administration and other investments. Adjusted Contribution is calculated by taking our total revenue less our Partner Share and other third-party costs. Adjusted Contribution does not take into account all costs associated with generating revenue from advertising campaigns, including sales and marketing expenses, research and development expenses, delivery costs, general and administrative expenses and other expenses, which we do not take into consideration when making decisions on how to manage our advertising campaigns. Adjusted EBITDA: We define Adjusted EBITDA as our Net loss before interest expense, net; depreciation and amortization expense; stock-based compensation expense; acquisition, integration and divestiture costs (benefit); change in fair value of contingent consideration; foreign currency (gain) loss; impairment of goodwill and intangible assets; loss on divestiture; restructuring and reduction of force; deferred implementation costs; and income tax benefit Cardlytics ARPU: We define ARPU as the total Cardlytics platform Revenue generated in the applicable period calculated in accordance with GAAP, divided by the average number of MAUs in the applicable period. Billings: Billings represents the gross amount billed to customers and marketers for advertising campaigns in order to generate revenue. Cardlytics platform Billings is recognized gross of both Consumer Incentives and Partner Share. Cardlytics platform GAAP Revenue is recognized net of Consumer Incentives and gross of Partner Share. Bridg platform Billings is the same as Bridg platform GAAP Revenue. Free Cash Flow: We define Free Cash Flow as net cash provided by (used in) operating activities, plus acquisition of property and equipment, acquisition of patents and capitalized software development costs. We believe free cash flow is useful to measure the funds generated in a given period that are available to invest in the business. We believe this supplemental information enhances stockholders' ability to evaluate our performance. Cardlytics MAUs: We define MAUs as targetable customers that have logged in and visited online or mobile applications containing offers, opened an email containing an offer, or redeemed an offer from the Cardlytics platform during a monthly period. We then calculate a monthly average of these MAUs for the periods presented. We believe that MAUs is an indicator of the Cardlytics platform's ability to drive engagement and is reflective of the marketing base that we offer to marketers. As of September 30, 2023, we are reporting only the total number of unique targetable customers within each FI, which we have applied to our reporting for current and prior periods. Adjusted Net Income (Loss): We define Adjusted Income (Loss) as our Net Loss before stock-based compensation expense; foreign currency (gain) loss; acquisition, integration and divestiture cost (benefit); amortization of acquired intangibles; change in fair value of contingent considerations; impairment of goodwill and intangible assets; loss on divestiture; restructuring and reduction of force; and income tax benefit. Notably, any impacts related to minimum Partner Share commitments in connection with agreements with certain Partners are not added back to net loss in order to calculate adjusted EBITDA. Adjusted Net Income (Loss) per share: We define Adjusted Net Income (Loss) per share as Adjusted Net Income (Loss) divided by GAAP weighted-average common shares outstanding, diluted.
Industry and account definitions Segment Segment Constituents Grocery & Gas Convenience, Grocery. This is sometimes referred to as “Everyday Spend.” Other Business Services, Financial Institutions, Gyms/Fitness, Home/ Maintenance, Online Education/ Distance Learning, Other Services, Salon/Spa Restaurant Banquet/Caterers, Bars/Night Clubs/Taverns, Fast Food/ Quick Serve, Full-Service Restaurants, Quick Serve Light Fares Retail Accessories, Apparel, Auto Services and Products, Beauty Products/Cosmetics, Books/ Magazine, Child/ Infant Care, Drug Store/Pharmacy, General/Multi-Line, Home & Garden, Office Supplies, Other Retail, Pets, Shoes & Athletic Footwear, Specialty Gifts, Sporting & Outdoor Goods Travel & Entertainment Airlines, Car Rental, Cruise Lines, Gas Stations, Hotels/Lodging, Other Travel, Parking Services, Personal Transportation, Tour Operators/Agencies, Travel Aggregators and Agencies DTC Direct to consumer
