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): November 12, 2019
(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. ☐
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 12, 2019, Cardlytics, Inc. (the “Company”) issued a press release announcing its financial results for the three and nine months ended September 30, 2019, 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 November 12, 2019, 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: | November 12, 2019 | By: | /s/ David Evans |
David Evans | |||
Chief Financial Officer (Principal Financial and Accounting Officer) | |||
Exhibit 99.1
Cardlytics Announces Third Quarter 2019 Financial Results
Atlanta, GA – November 12, 2019 – Cardlytics, Inc. (NASDAQ: CDLX), a purchase intelligence platform that makes marketing more relevant and measurable, today announced financial results for the third quarter ended September 30, 2019. Supplemental information is available on the Investor Relations section of the Cardlytics' website at http://ir.cardlytics.com/.
“We delivered strong third quarter results that exceeded our guidance across all key metrics, and we are raising our full year 2019 outlook,” said Scott Grimes, CEO & Co-Founder of Cardlytics. “We are also pleased with our progress towards a phased launch of Wells Fargo beginning later this month. Our third quarter and year to date performance reflects our team’s strong execution and we remain very well-positioned to deliver against our key 2019 priorities, which sets us up well for success in 2020 and beyond.”
“With our successful rollout of Chase complete and our upcoming rollout of Wells Fargo, our scale gives marketers the ability to reach bank customers at a massive scale,” said Lynne Laube, COO & Co-Founder of Cardlytics. “Our ongoing initiatives to penetrate new verticals and enable a more automated buying model positions Cardlytics extraordinarily well for continued growth.”
Third Quarter 2019 Financial Results
• | Revenue was $56.4 million, an increase of 63% year-over-year, compared to $34.6 million in the third quarter of 2018. |
• | Net loss attributable to common stockholders was $(7.7) million, or $(0.33) per diluted share, based on 23.6 million weighted-average common shares outstanding, compared to a net loss attributable to common stockholders of $(8.4) million, or $(0.40) per diluted share, based on 21.0 million weighted-average common shares outstanding in the third quarter of 2018. |
• | Non-GAAP net income was $0.8 million, or $0.03 per diluted share, based on 23.6 million non-GAAP weighted-average common shares outstanding, compared to a non-GAAP net loss of $(3.1) million, or $(0.15) per diluted share, based on 21.0 million non-GAAP weighted-average common shares outstanding in the third quarter of 2018. |
• | Billings, a non-GAAP metric, was $82.8 million, an increase of 70% year-over-year, compared to $48.6 million in the third quarter of 2018. |
• | Adjusted contribution, a non-GAAP metric, was $24.7 million, an increase of 46% year-over-year, compared to $17.0 million in the third quarter of 2018. During the third quarter of 2018, adjusted contribution and adjusted EBITDA included the impact of a non-cash gain totaling $0.8 million related to the renewal of our agreement with Lloyds. |
• | Adjusted EBITDA, a non-GAAP metric, was a gain of $3.0 million compared to a loss of $(1.7) million in the third quarter of 2018. |
“We are proud to be delivering very strong results, exemplified by an accelerating business and progressing consistently with our strategy that we have outlined over the past few quarters,” said David Evans, CFO of Cardlytics. “We will continue to make strategic investments in our people and our platform in order to capitalize on the long-term growth opportunities that we see in the market. Our recently completed follow-on gives us that strategic and financial flexibility to execute on our long term plans.”
Key Metrics
• | FI MAUs were 128.3 million, an increase of 116%, compared to 59.3 million in the third quarter of 2018. |
• | ARPU was $0.44, a decrease of (24)%, compared to $0.58 in the third quarter of 2018. |
Definitions of FI MAUs and ARPU are included below under the caption “Non-GAAP Measures and Other Performance Metrics.”
Fourth Quarter and the Fiscal Year 2019 Financial Expectations
Cardlytics anticipates billings, revenue, adjusted contribution and adjusted EBITDA to be in the following ranges (in millions):
Q4 2019 Guidance | FY 2019 Guidance | ||
Billings(1) | $82.0 - $88.0 | $297.0 - $303.0 | |
Revenue | $55.0 - $59.0 | $196.0 - $200.0 | |
Adjusted contribution(2) | $23.5 - $25.5 | $87.5 - $89.5 | |
Adjusted EBITDA(3) | $1.0 - $2.0 | $0.0 - $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 third quarter 2019 financial results during a teleconference today, November 12, 2019, at 5:00 PM ET / 2:00 PM PT. The conference call can be accessed at (866) 385-4179 (domestic) or (210) 874-7775 (international), conference ID# 3768916. A replay of the conference call will be available through 8:00 PM ET / 5:00 PM PT on November 19, 2019 at (855) 859-2056 (domestic) or (404) 537-3406 (international). The replay passcode is 3768916. The call will also be broadcast simultaneously 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) uses purchase intelligence to make marketing more relevant and measurable. We partner with financial institutions to run their banking rewards programs that promote customer loyalty and deepen banking 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 London, New York, San Francisco and Visakhapatnam. 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 fourth quarter of 2019 and full year 2019, our potential for multi-year growth, the timing of the phased launch of Wells Fargo and the impact of our business initiatives. 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," 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: our financial performance, including our revenue, margins, costs, expenditures, growth rates and operating expenses, and our ability to sustain revenue growth, generate positive cash flow and become profitable; risks related to our substantial dependence on our Cardlytics Direct product; risks related to our substantial dependence on JPMorgan Chase Bank, National Association (“Chase”), Bank of America, National Association ("Bank of America") and a limited number of other financial institution (“FI”) partners; risks related to our ability to successfully implement Cardlytics Direct for Wells Fargo Bank, National Association (“Wells Fargo”) customers and 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 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 FIs and retailers, and develop and launch new services and features, and other risks detailed in the “Risk Factors” section of our Form 10-Q filed with the Securities and Exchange Commission on November 12, 2019 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: billings, adjusted contribution, adjusted EBITDA, adjusted FI Share and other third party costs, non-GAAP net income (loss) and non-GAAP income (loss) per share as well as certain other performance metrics, such as FI monthly active users (“FI 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.
We have presented billings, adjusted contribution, adjusted EBITDA, adjusted FI Share and other third party costs, non-GAAP net income (loss) and non-GAAP net income (loss) per share as non-GAAP financial measures in this press release. Billings represents the gross amount billed to marketers for advertising campaigns in order to generate revenue. Billings is reported gross of both Consumer Incentives and FI Share. Our GAAP revenue is recognized net of Consumer Incentives and gross of FI Share. We define adjusted contribution as a measures by which revenue generated from our marketers exceeds the cost to obtain the purchase data and the digital advertising space from our FI partners. Adjusted contribution demonstrates how incremental marketing spend on our platform generates incremental amounts to support our sales and marketing, research and development, general and administration and other investments. Adjusted contribution is calculated by taking our total revenue less our FI Share and other third party costs exclusive of a non-cash equity expense and amortization of deferred FI implementation costs, which are non-cash 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 as our net loss before income tax benefit; interest expense, net; depreciation and amortization expense; stock-based compensation expense; foreign currency loss; amortization of deferred FI implementation costs; costs associated with financing events; loss on extinguishment of debt; change in fair value of warrant liabilities; and a non-cash equity expense recognized in FI Share. We define adjusted FI Share and other third-party costs as our FI Share and other third-party costs excluding non-cash equity expense and amortization of deferred FI implementation costs. We define non-GAAP net income (loss) as our net loss before stock-based compensation expense; foreign currency loss; costs associated with financing events; loss on extinguishment of debt; change in fair value of warrant liabilities; and a non-cash equity expense recognized in FI Share. Notably, any impacts related to minimum FI Share commitments in connection with agreements with certain FI partners are not added back to net loss in order to calculate adjusted EBITDA, adjusted contribution and non-GAAP net income (loss). We define non-GAAP net income (loss) per share as non-GAAP net income (loss) divided by non-GAAP weighted-average common shares outstanding, basic and diluted, which includes our GAAP weighted-average common shares outstanding, basic and diluted, and our weighted-average preferred shares outstanding, assuming conversion.
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 FI MAUs as targetable customers or accounts of our FI partners that logged in and visited the online or mobile banking applications of, or opened an email containing our offers from, our FI partners during a monthly period. We then calculate a monthly average of these FI MAUs for the periods presented. We define ARPU as the total Cardlytics Direct revenue generated in the applicable period calculated in accordance with GAAP, divided by the average number of FI MAUs in the applicable period.
CARDLYTICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Amounts in thousands)
September 30, 2019 | December 31, 2018 | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 95,184 | $ | 39,623 | |||
Restricted cash | 246 | 20,247 | |||||
Accounts receivable, net | 61,691 | 58,125 | |||||
Other receivables | 3,634 | 2,417 | |||||
Prepaid expenses and other assets | 5,320 | 3,956 | |||||
Total current assets | 166,075 | 124,368 | |||||
Long-term assets: | |||||||
Property and equipment, net | 12,125 | 10,230 | |||||
Intangible assets, net | 375 | 370 | |||||
Capitalized software development costs, net | 3,099 | 1,625 | |||||
Deferred FI implementation costs, net | 10,235 | 15,877 | |||||
Other long-term assets, net | 1,338 | 1,293 | |||||
Total assets | $ | 193,247 | $ | 153,763 | |||
Liabilities and stockholders' equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 1,946 | $ | 2,099 | |||
Accrued liabilities: | |||||||
Accrued compensation | 6,944 | 5,936 | |||||
Accrued expenses | 3,906 | 4,388 | |||||
FI Share liability | 33,697 | 27,656 | |||||
Consumer Incentive liability | 15,873 | 11,476 | |||||
Deferred billings | 745 | 346 | |||||
Current portion of long-term debt | 23 | 21 | |||||
Total current liabilities | 63,134 | 51,922 | |||||
Long-term liabilities: | |||||||
Deferred liabilities | 2,773 | 3,173 | |||||
Long-term debt, net of current portion: | 19 | 46,693 | |||||
Total liabilities | 65,926 | 101,788 | |||||
Stockholders’ equity: | |||||||
Common stock, $0.0001 par value—100,000 shares authorized and 22,466 and 25,664 shares issued and outstanding as of December 31, 2018 and September 30, 2019, respectively | 8 | 7 | |||||
Additional paid-in capital | 466,737 | 371,463 | |||||
Accumulated other comprehensive income | 2,634 | 1,992 | |||||
Accumulated deficit | (342,058 | ) | (321,487 | ) | |||
Total stockholders’ equity | 127,321 | 51,975 | |||||
Total liabilities and stockholders’ equity | $ | 193,247 | $ | 153,763 | |||
CARDLYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Amounts in thousands, except per share amounts)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Revenue | $ | 56,419 | $ | 34,582 | $ | 141,137 | $ | 102,865 | |||||||
Costs and expenses: | |||||||||||||||
FI Share and other third-party costs | 32,470 | 17,982 | 79,094 | 59,149 | |||||||||||
Delivery costs | 3,070 | 3,007 | 9,686 | 7,509 | |||||||||||
Sales and marketing expense | 11,074 | 9,452 | 31,458 | 27,915 | |||||||||||
Research and development expense | 3,018 | 4,097 | 8,741 | 12,444 | |||||||||||
General and administration expense | 12,218 | 7,925 | 27,558 | 23,486 | |||||||||||
Depreciation and amortization expense | 1,167 | 777 | 3,181 | 2,471 | |||||||||||
Total costs and expenses | 63,017 | 43,240 | 159,718 | 132,974 | |||||||||||
Operating loss | (6,598 | ) | (8,658 | ) | (18,581 | ) | (30,109 | ) | |||||||
Other (expense) income: | |||||||||||||||
Interest expense, net | (218 | ) | (254 | ) | (860 | ) | (2,995 | ) | |||||||
Change in fair value of warrant liabilities, net | — | 801 | — | (6,760 | ) | ||||||||||
Other expense | (931 | ) | (257 | ) | (1,130 | ) | (1,612 | ) | |||||||
Total other (expense) income | (1,149 | ) | 290 | (1,990 | ) | (11,367 | ) | ||||||||
Loss before income taxes | (7,747 | ) | (8,368 | ) | (20,571 | ) | (41,476 | ) | |||||||
Income tax benefit | — | — | — | — | |||||||||||
Net loss | (7,747 | ) | (8,368 | ) | (20,571 | ) | (41,476 | ) | |||||||
Adjustments to the carrying value of preferred stock | — | — | — | (157 | ) | ||||||||||
Net loss attributable to common stockholders | $ | (7,747 | ) | $ | (8,368 | ) | $ | (20,571 | ) | $ | (41,633 | ) | |||
Net loss per share attributable to common stockholders, basic and diluted | $ | (0.33 | ) | $ | (0.40 | ) | $ | (0.90 | ) | $ | (2.29 | ) | |||
Weighted-average common shares outstanding, basic and diluted | 23,561 | 20,970 | 22,936 | 18,150 | |||||||||||
CARDLYTICS, INC.
STOCK-BASED COMPENSATION EXPENSE (UNAUDITED)
(Amounts in thousands)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Delivery costs | $ | 176 | $ | 203 | $ | 539 | $ | 471 | |||||||
Sales and marketing expense | 1,432 | 1,939 | 3,091 | 5,550 | |||||||||||
Research and development expense | 638 | 915 | 1,204 | 3,141 | |||||||||||
General and administrative expense | 5,240 | 2,666 | 7,432 | 7,806 | |||||||||||
Total stock-based compensation expense | $ | 7,486 | $ | 5,723 | $ | 12,266 | $ | 16,968 | |||||||
CARDLYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Amounts in thousands)
Nine Months Ended September 30, | |||||||
2019 | 2018 | ||||||
Operating activities | |||||||
Net loss | $ | (20,571 | ) | $ | (41,476 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Depreciation and amortization | 3,181 | 2,471 | |||||
Amortization of financing costs charged to interest expense | 72 | 255 | |||||
Accretion of debt discount and non-cash interest expense | — | 2,326 | |||||
Stock-based compensation expense | 12,266 | 16,968 | |||||
Change in fair value of warrant liabilities, net | — | 6,760 | |||||
Other non-cash expense, net | 2,434 | 4,136 | |||||
Amortization of deferred FI implementation costs | 2,173 | 1,136 | |||||
Settlement of paid-in-kind interest | — | (8,353 | ) | ||||
Change in operating assets and liabilities: | |||||||
Accounts receivable | (5,789 | ) | 10,883 | ||||
Prepaid expenses and other assets | (1,368 | ) | (1,797 | ) | |||
Deferred FI implementation costs | — | (5,750 | ) | ||||
Recovery of deferred FI implementation costs | 3,469 | 4,036 | |||||
Accounts payable | (401 | ) | 221 | ||||
Other accrued expenses | 1,453 | 24 | |||||
FI Share liability | 6,041 | (3,728 | ) | ||||
Customer Incentive liability | 4,397 | (2,412 | ) | ||||
Net cash from (used in) operating activities | 7,357 | (14,300 | ) | ||||
Investing activities | |||||||
Acquisition of property and equipment | (4,561 | ) | (3,190 | ) | |||
Acquisition of patents | (14 | ) | (14 | ) | |||
Capitalized software development costs | (1,836 | ) | (981 | ) | |||
Net cash used in investing activities | (6,411 | ) | (4,185 | ) | |||
Financing activities | |||||||
Proceeds from issuance of debt | — | 47,435 | |||||
Principal payments of debt | (46,692 | ) | (52,475 | ) | |||
Proceeds from issuance of common stock | 81,922 | 72,179 | |||||
Equity issuance costs | (38 | ) | (1,949 | ) | |||
Debt issuance costs | (143 | ) | (48 | ) | |||
Net cash from financing activities | 35,049 | 65,142 | |||||
Effect of exchange rates on cash, cash equivalents and restricted cash | (435 | ) | (107 | ) | |||
Net increase in cash, cash equivalents and restricted cash | 35,560 | 46,550 | |||||
Cash, cash equivalents, and restricted cash — Beginning of period | 59,870 | 21,262 | |||||
Cash, cash equivalents, and restricted cash — End of period | $ | 95,430 | $ | 67,812 | |||
CARDLYTICS, INC.
SUMMARY OF GAAP AND NON-GAAP RESULTS (UNAUDITED)
(Dollars in thousands)
Three Months Ended September 30, | Change | Nine Months Ended September 30, | Change | ||||||||||||||||||||||||||
2019 | 2018 | $ | % | 2019 | 2018 | $ | % | ||||||||||||||||||||||
Billings(1) | $ | 82,792 | $ | 48,584 | $ | 34,208 | 70 | % | $ | 215,118 | $ | 148,764 | $ | 66,354 | 45 | % | |||||||||||||
Consumer Incentives | 26,373 | 14,002 | 12,371 | 88 | 73,981 | 45,899 | 28,082 | 61 | |||||||||||||||||||||
Revenue | 56,419 | 34,582 | 21,837 | 63 | 141,137 | 102,865 | 38,272 | 37 | |||||||||||||||||||||
Adjusted FI Share and other third-party costs(1)(2)(3) | 31,681 | 17,604 | 14,077 | 80 | 76,921 | 55,494 | 21,427 | 39 | |||||||||||||||||||||
Adjusted contribution(1)(3) | $ | 24,738 | $ | 16,978 | $ | 7,760 | 46 | % | $ | 64,216 | $ | 47,371 | $ | 16,845 | 36 | % | |||||||||||||
(1) | Billings, adjusted FI share and other third-party costs and adjusted contribution are non-GAAP measures. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are presented below under the headings "Reconciliation of GAAP Revenue to Billings" and "Reconciliation of GAAP Gross Profit to Adjusted Contribution." |
(2) | Adjusted FI Share and other third-party costs excludes a non-cash equity expense included in FI Share and amortization of deferred FI implementation costs, as detailed below under the heading "Reconciliation of GAAP Gross Profit to Adjusted Contribution." |
(3) | Adjusted FI Share and other third-party costs and adjusted contribution include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. |
CARDLYTICS, INC.
RECONCILIATION OF GAAP REVENUE TO BILLINGS (UNAUDITED)
(Amounts in thousands)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Revenue | $ | 56,419 | $ | 34,582 | $ | 141,137 | $ | 102,865 | |||||||
Plus: | |||||||||||||||
Consumer Incentives | 26,373 | 14,002 | 73,981 | 45,899 | |||||||||||
Billings | $ | 82,792 | $ | 48,584 | $ | 215,118 | $ | 148,764 | |||||||
CARDLYTICS, INC.
RECONCILIATION OF GAAP GROSS PROFIT TO ADJUSTED CONTRIBUTION (UNAUDITED)
(Amounts in thousands)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Revenue | $ | 56,419 | $ | 34,582 | $ | 141,137 | $ | 102,865 | |||||||
Minus: | |||||||||||||||
FI Share and other third-party costs(1) | 32,470 | 17,982 | 79,094 | 59,149 | |||||||||||
Delivery costs(2) | 3,070 | 3,007 | 9,686 | 7,509 | |||||||||||
Gross profit(1) | 20,879 | 13,593 | 52,357 | 36,207 | |||||||||||
Plus: | |||||||||||||||
Delivery costs(2) | 3,070 | 3,007 | 9,686 | 7,509 | |||||||||||
Non-cash equity expense included in FI Share(3) | — | — | — | 2,519 | |||||||||||
Amortization of deferred FI implementation costs(3) | 789 | 378 | 2,173 | 1,136 | |||||||||||
Adjusted contribution(1) | $ | 24,738 | $ | 16,978 | $ | 64,216 | $ | 47,371 | |||||||
(1) | FI Share and other third-party costs, gross profit and adjusted contribution include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. |
(2) | Stock-based compensation expense recognized in delivery costs totaled $0.2 million and $0.2 million for the three months ended September 30, 2018 and 2019, respectively, and $0.5 million and $0.5 million for the nine months ended September 30, 2018 and 2019, respectively. |
(3) | Non-cash equity expense included in FI Share and amortization of deferred FI implementation costs are excluded from adjusted FI Share and other third party costs as shown below (in thousands): |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
FI Share and other third-party costs | $ | 32,470 | $ | 17,982 | $ | 79,094 | $ | 59,149 | |||||||
Minus: | |||||||||||||||
Non-cash equity expense included in FI Share | — | — | — | 2,519 | |||||||||||
Amortization of deferred FI implementation costs | 789 | 378 | 2,173 | 1,136 | |||||||||||
Adjusted FI Share and other third-party costs | $ | 31,681 | $ | 17,604 | $ | 76,921 | $ | 55,494 | |||||||
CARDLYTICS, INC.
RECONCILIATION OF GAAP NET LOSS TO ADJUSTED EBITDA (UNAUDITED)
(Amounts in thousands)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Net loss(1) | $ | (7,747 | ) | $ | (8,368 | ) | $ | (20,571 | ) | $ | (41,476 | ) | |||
Plus: | |||||||||||||||
Income tax benefit | — | — | — | — | |||||||||||
Interest expense, net | 218 | 254 | 860 | 2,995 | |||||||||||
Depreciation and amortization expense | 1,167 | 777 | 3,181 | 2,471 | |||||||||||
Stock-based compensation expense | 7,486 | 5,723 | 12,266 | 16,968 | |||||||||||
Foreign currency gain | 903 | 256 | 1,079 | 682 | |||||||||||
Amortization of deferred FI implementation costs | 789 | 378 | 2,173 | 1,136 | |||||||||||
Loss on extinguishment of debt | 28 | — | 51 | 924 | |||||||||||
Change in fair value of warrant liabilities, net | — | (801 | ) | — | 6,760 | ||||||||||
Non-cash equity expense included in FI Share | — | — | — | 2,519 | |||||||||||
Costs associated with financing events | 123 | 118 | 123 | 118 | |||||||||||
Adjusted EBITDA(1) | $ | 2,967 | $ | (1,663 | ) | $ | (838 | ) | $ | (6,903 | ) | ||||
(1) | Net loss and adjusted EBITDA include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. |
CARDLYTICS, INC.
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET INCOME (LOSS)
AND NON-GAAP NET INCOME (LOSS) PER SHARE (UNAUDITED)
(Amounts in thousands, except per share amounts)
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Net loss(1) | $ | (7,747 | ) | $ | (8,368 | ) | $ | (20,571 | ) | $ | (41,476 | ) | |||
Plus: | |||||||||||||||
Stock-based compensation expense | 7,486 | 5,723 | 12,266 | 16,968 | |||||||||||
Foreign currency gain | 903 | 256 | 1,079 | 682 | |||||||||||
Loss on extinguishment of debt | 28 | — | 51 | 924 | |||||||||||
Change in fair value of warrant liabilities, net | — | (801 | ) | — | 6,760 | ||||||||||
Non-cash equity expense included in FI Share | — | — | — | 2,519 | |||||||||||
Costs associated with financing events | 123 | 118 | 123 | 118 | |||||||||||
Non-GAAP net income (loss)(1) | $ | 793 | $ | (3,072 | ) | $ | (7,052 | ) | $ | (13,505 | ) | ||||
Weighted-average number of shares of common stock used in computing non-GAAP net loss per share: | |||||||||||||||
GAAP weighted-average common shares outstanding, diluted | 23,561 | 20,970 | 22,936 | 18,150 | |||||||||||
Weighted-average preferred shares, assuming conversion | — | — | — | 1,481 | |||||||||||
Non-GAAP weighted-average common shares outstanding, diluted | 23,561 | 20,970 | 22,936 | 19,631 | |||||||||||
Non-GAAP net income (loss) per share attributable to common stockholders, diluted | $ | 0.03 | $ | (0.15 | ) | $ | (0.31 | ) | $ | (0.69 | ) | ||||
(1) | Net loss and non-GAAP net income (loss) include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. |
CARDLYTICS, INC.
RECONCILIATION OF FORECASTED GAAP REVENUE TO BILLINGS (UNAUDITED)
(Amounts in millions)
Q4 2019 Guidance | FY 2019 Guidance | ||
Revenue | $55.0 - $59.0 | $196.0 - $200.0 | |
Plus: | |||
Consumer Incentives | $23.0 - $33.0 | $97.0 - $107.0 | |
Billings | $82.0 - $88.0 | $297.0 - $303.0 | |
Contacts:
Public Relations:
ICR
cardlyticspr@icrinc.com
Investor Relations:
William Maina
ICR, Inc.
(646) 277-1236
ir@cardlytics.com
November 12, 2019 Earnings Presentation Q3 2019
Disclaimer This presentation includes forward-looking statements. All statements contained in this presentation other than statements of historical facts, including statements regarding future results of operations and the financial position of Cardlytics, Inc. (“Cardlytics,” “we,” “us” or “our”), our business strategy and plans, our objectives for future operations, including our long-term model, our target adjusted EBITDA in 2020 and our target MAUs and ARPU in 2021 and our financial guidance for the quarter and year ended December 31, 2019 are forward-looking statements. The words “anticipate,” believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely 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. 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. 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 FI Share and other third-party costs, adjusted EBITDA, adjusted EBITDA margin, non-GAAP net (loss) income and non-GAAP net (loss) income per share, 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 FI Share and other third-party costs, adjusted EBITDA, adjusted EBITDA margin, non-GAAP net (loss) income and non-GAAP net (loss) income per share to the most directly comparable GAAP measures are included in the appendix to this presentation.
We power a native ad platform for marketers in banks’ digital channels.
Cardlytics provides a scaled solution based on purchase intelligence Distinctive Benefits 128M for Marketers Monthly Active Users Reach valuable banked customers Operate in a brand-safe, privacy-protected, $2.8T trusted digital channel in Annual Spend Market to the most valuable customers based on their actual spending Drive in-store and online traffic 2 IN 5 U.S. Card Swipes Closed-loop solution measures marketing results to the penny © 2019 Cardlytics – Proprietary and Confidential 4
In 2019, we have been focused on unlocking the value of prior years’ investments Accelerate Top-Line Growth Leverage significant increase in scale to land new clients, expand into new industry verticals, and grow budgets with current clients Estimated FY 2020 Positive adjusted EBITDA in 2020 through exhibited operating leverage* Demonstrate Operating Leverage Realize the value of technology, infrastructure, and personnel investments to support >200M MAUs Estimated FY 2021 A return to normalized ARPU levels by the end of 2021 Evolve the Platform Move to an always-on, highly automated platform that can reduce buying friction, be extended to third parties, and support richer media * A reconciliation of non-GAAP adjusted EBITDA to GAAP net loss on a forward-looking basis is not available without unreasonable efforts due to the high variability, complexity and low visibility with respect to the items excluded from this non-GAAP measure. © 2019 Cardlytics – Proprietary and Confidential 5
Financial Information & Operating Metrics
Positive year-over-year growth ($ in millions) Revenue Adj. Contribution(1)(2)(3) Billings(1) $82.8 $73.8 $70.2 Q3 Billings +70.4% y/y $58.3 $58.6 $56.4 $51.4 $48.6 $45.5 $48.8 $ 47.6 $47.8 $48.7 Q3 Revenue $40.1 $39.3 $35.6 $34.6 $36.0 +63.1% y/y $32.8 $31.4 $32.7 $26.9 $24.7 $22.1 $21.8 $1 7. 2 $1 7.4 $16.2 $1 7.0 $1 7.6 Q3 Adj. $13.5 $14.2 $10.6 Contribution +45.7% y/y Q1 17 Q2 17 Q3 17 Q4 17 Q1 18 Q2 18 Q3 18 Q4 18 Q1 19 Q2 19 Q3 19 (1) Adjusted contribution and billings are non-GAAP measures. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are included in the appendix to this presentation. (2) Adjusted contribution includes the impact of an accrued expense totaling $1.5 million during both the first and second quarters of 2017 related to an expected shortfall in meeting a minimum FI Share commitment. The accrued expense was reversed during the third quarter of 2017, resulting in a non-cash gain totaling $3.0 million. (3) Adjusted contribution includes the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. © 2019 Cardlytics – Proprietary and Confidential 7
Billings and Adjusted Contribution best reflect performance Billings Consumer Enhanced GAAP Revenue FI Share Adjusted Total in aggregate Incentive Consumer Recognized as Portion of Revenue Contribution paid by marketers Set by CDLX to Incentive Revenue; to be split shared with FI Amount retained achieve marketing Additional Consumer between CDLX & partners by CDLX; net of objectives; can Incentives funded by our FI partners FI Share fluctuate based on FI partners desired outcome © 2019 Cardlytics – Proprietary and Confidential 8
Q3 2019 Results 70.4% Three Months Ended Change September 30, $26,373 2018 2019 $ % Billings(1) $48,584 $82,792 $34,208 70.4% BILLINGS 63.1% Consumer Incentives 14,002 26,373 12,371 88.4 Consumer $14,002 Revenue $34,582 $56,419 $21,837 63.1% Incentives Adjusted FI Share and other 17,604 31,681 14,077 80.0 third-party costs(1)(2) REVENUE $31,681 Adjusted contribution(1)(2) $16,978 $24,738 $7,760 45.7% Adjusted FI Share(1)(2) $17,604 45.7% (1) Billings, adjusted FI share and other third-party costs and adjusted contribution are non-GAAP measures. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are presented below under the headings “Reconciliation of GAAP Revenue to Billings,” “Reconciliation of GAAP FI Share and Other REVENUE Third-Party Costs to Adjusted FI Share and Other Third-Party Costs” and “Reconciliation of GAAP Gross Profit ADJ. CONTRIBUTION to Adjusted Contribution.” (2) Adjusted FI Share and other third-party costs and adjusted contribution include the impact of a $0.8 million $24,738 gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains Adjusted certain amendments that are retroactively applied as of January 1, 2018. contribution(1)(2) $16,978 Q3 2018 Q3 2019 © 2019 Cardlytics – Proprietary and Confidential 9
Significant FI MAU increase precedes expected Billings growth and future ARPU expansion (FI MAUs in millions) FI MAUs ARPU $0.66 128.3 120.1 $0.60 $0.58 $0.57 108.5 $0.54 $0.55 $0.55 $0.47 83.2 $0.40 $0.44 $0.33 58.7 58.7 58.8 59.3 55.4 51.9 53.7 Q1 17 Q2 17 Q3 17 Q4 17 Q1 18 Q2 18 Q3 18 Q4 18 Q1 19 Q2 19 Q3 19 © 2019 Cardlytics – Proprietary and Confidential 10
Appendix
Appendix Q3 2019 Results (unaudited) (Amounts in thousands, except ARPU and per share amounts) Three Months Ended Nine Months Ended Change Change September 30, September 30, 2018 2019 Amount % 2018 2019 Amount % Billings(1) $48,584 $82,792 $34,208 70.4% $148,764 $215,118 $66,354 44.6% Consumer Incentives 14,002 26,373 12,371 88.4 45,899 73,981 28,082 61.2 Revenue $34,582 $56,419 $21,837 63.1 $102,865 $141,137 $38,272 37.2 Adjusted FI Share and other third-party costs(1) 17,604 31,681 14,077 80.0 55,494 76,921 21,427 38.6 Adjusted contribution(1) $16,978 $24,738 $7,760 45.7 $47,371 $64,216 $16,845 35.6 Net loss attributable to common stockholders ($8,368) ($7,747) $621 ( 7.4) ($41,633) ($20,571) $21,062 (50.6) Net loss per share (EPS) ($0.40) ($0.33) $0.07 (17.6) ($2.29) ($0.90) $1.40 (60.9) Adjusted EBITDA(1) ($1,663) $2,967 $4,630 (278.4) ($6,903) ($838) $6,065 (87.9) Adjusted EBITDA margin(1) (4.81)% 5.26% (6.71)% (0.59)% Non-GAAP net (loss) income(1) ($3,072) $793 $3,865 (125.8) ($13,505) ($7,052) $6,453 (47.8) Non-GAAP net (loss) income per share(1) ($0.15) $0.03 $0.18 123.0 ($0.69) ($0.31) $0.38 (55.3) FI MAUs 59,333 128,315 68,982 116.3 58,942 118,969 60,027 101.8 ARPU $0.58 $0.44 ($0.14) (24.2)% $1.72 $1.19 ($0.53) (30.8)% (1) Billings, adjusted FI share and other third-party costs, adjusted contribution, adjusted EBITDA, adjusted EBITDA margin, non-GAAP net (loss) income and non-GAAP net (loss) income per share are non-GAAP measures. Reconciliations of these non-GAAP measures to the most comparable GAAP measures are included in the appendix to this presentation. © 2019 Cardlytics – Proprietary and Confidential 12
Appendix Guidance (Amounts in millions) Q4 2019 FY 2019 Billings(1) $82.0 - $88.0 $297.0 - $303.0 Revenue $55.0 - $59.0 $196.0 - $200.0 Adjusted contribution(2) $23.5 - $25.5 $87.5 - $89.5 Adjusted EBITDA(3) $1.0 - $2.0 $0.0 - $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. © 2019 Cardlytics – Proprietary and Confidential 13
Appendix Reconciliation of GAAP Revenue to Billings (unaudited) (Amounts in thousands) Three Months Ended Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, 2017 2017 2017 2017 2018 2018 2018 2018 2019 2019 2019 Revenue $26,881 $32,812 $31,406 $39,266 $32,713 $35,570 $34,582 $47,819 $35,988 $48,730 $56,419 Plus: Consumer Incentives 13,229 14,750 14,114 19,068 16,049 15,848 14,002 22,397 22,562 25,046 26,373 Billings $40,110 $47,562 $45,520 $58,334 $48,762 $51,418 $48,584 $70,216 $58,550 $73,776 $82,792 © 2019 Cardlytics – Proprietary and Confidential 14
Appendix Reconciliation of GAAP Gross Profit to Adjusted Contribution(unaudited) (Amounts in thousands) Three Months Ended Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, 2017 2017 2017 2017 2018 2018 2018 2018 2019 2019 2019 Revenue $26,881 $32,812 $31,406 $39,266 $32,713 $35,570 $34,582 $47,819 $35,988 $48,730 $56,419 Minus: FI Share and other third-party costs(1)((2) 16,677 19,680 14,529 22,361 21,420 19,747 17,982 26,222 19,004 27,620 32,470 Delivery costs(3) 1,553 1,896 1,646 1,917 1,943 2,559 3,007 3,123 3,246 3,370 3,070 Gross profit(1)((2) $8,651 $11,236 $15,231 $14,988 $9,350 $13,264 $13,593 $18,474 $13,738 $17,740 $20,879 Plus: Delivery costs(3) 1,553 1,896 1,646 1,917 1,943 2,559 3,007 3,123 3,246 3,370 3,070 Non-cash equity expense included in FI Share - - - - 2,519 - - - - - - Amortization of deferred FI implementation costs 391 354 365 516 412 346 378 482 653 731 789 Adjusted contribution(1)((2) $10,595 $13,486 $17,242 $17,421 $14,224 $16,169 $16,978 $22,079 $17,637 $21,841 $24,738 (1) FI Share and other third-party costs, gross profit and adjusted contribution include the impact of an accrued expense totaling $1.5 million during both the first and second quarter of 2017 related to an expected shortfall in meeting a minimum FI Share commitment. The accrued expense was reversed during the third quarter of 2017, resulting in a non-cash gain totaling $3.0 million. (2) FI Share and other third-party costs, gross profit and adjusted contribution include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. (3) Delivery costs include stock-based compensation expense as follows: Three Months Ended Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, 2017 2017 2017 2017 2018 2018 2018 2018 2019 2019 2019 Stock-based compensation expense $41 $43 $62 $56 $85 $183 $203 $162 $164 $199 $176 © 2019 Cardlytics – Proprietary and Confidential 15
Appendix Reconciliation of GAAP FI Share and Other Third-Party Costs to Adjusted FI Share and Other Third-Party Costs (unaudited) (Amounts in thousands) Three Months Ended Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, 2017 2017 2017 2017 2018 2018 2018 2018 2019 2019 2019 FI Share and other third-party costs(1)(2) $16,677 $19,680 $14,529 $22,361 $21,420 $19,747 $17,982 $26,222 $19,004 $27,620 $32,470 Minus: Non-cash equity expense included in FI Share - - - - 2,519 - - - - - - Amortization of deferred FI implementation costs 391 354 365 516 412 346 378 482 653 731 789 Adjusted FI Share and other third-party costs(1)(2) $16,286 $19,326 $14,164 $21,845 $18,489 $19,401 $17,604 $25,740 $18,351 $26,889 $31,681 (1) FI Share and other third-party costs and adjusted FI Share and other third-party costs include the impact of an accrued expense totaling $1.5 million during both the first and second quarter of 2017 related to an expected shortfall in meeting a minimum FI Share commitment. The accrued expense was reversed during the third quarter of 2017, resulting in a non-cash gain totaling $3.0 million. (2) FI Share and other third-party costs and adjusted FI Share and other third-party costs include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. © 2019 Cardlytics – Proprietary and Confidential 16
Appendix Reconciliation of GAAP Net Loss to Adjusted EBITDA (unaudited) (Amounts in thousands) Three Months Ended Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, Dec 31, Mar 31, Jun 30, Sept 30, 2017 2017 2017 2017 2018 2018 2018 2018 2019 2019 2019 Net loss(1) ($12,463) ($648) ($2,474) ($4,056) ($20,055) ($13,053) ($8,368) ($11,566) ($6,314) ($6,510) ($7,747) Plus: Income tax benefit - - - - - - - - - - - Interest expense, net 2,644 2,020 1,763 1,812 1,749 992 254 269 304 338 218 Depreciation and amortization expense 765 767 771 725 910 784 777 811 961 1,053 1,167 Stock-based compensation expense 983 1,242 1,482 1,440 2,900 8,345 5,723 9,822 1,708 3,072 7,486 Foreign currency (gain) loss (165) (579) (455) (119) (683) 1,109 256 490 (491) 667 903 Amortization of deferred FI implementation costs 391 354 365 516 412 346 378 482 653 731 789 Costs associated with financing events - 129 - - - - 118 - - - 123 Loss on extinguishment of debt - - - - - 924 - - - 23 28 Change in fair value of warrant liabilities, net 327 1,466 (1,381) 169 9,172 (1,611) (801) - - - - Change in fair value of convertible promissory notes 2,606 (7,575) - - - - - - - - - Non-cash equity expense included in FI Share - - - - 2,519 - - - - - - Adjusted EBITDA(1) ($4,912) ($2,824) $71 $487 ($3,076) ($2,164) ($1,663) $308 ($3,179) ($626) $2,967 (1) Net loss and adjusted EBITDA includes the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. © 2019 Cardlytics – Proprietary and Confidential 17
Appendix Reconciliation of GAAP Net Loss to Non-GAAP Net (Loss) Income and Non-GAAP Net (Loss) Income Per Share (unaudited) (Amounts in thousands, except per share amounts) Three Months Ended Nine Months Ended September 30, September 30, 2018 2019 2018 2019 Net loss(1) ($8,368) ($7,747) ($41,476) ($20,571) Plus: Stock-based compensation expense 5,723 7,486 16,968 12,266 Foreign currency loss 256 903 682 1,079 Loss on extinguishment of debt - 28 924 51 Change in fair value of warrant liabilities, net (801) - 6,760 - Non-cash equity expense included in FI Share - - 2,519 - Costs associated with financing events 118 123 118 123 Non-GAAP net (loss) income(1) ($3,072) $793 ($13,505) ($7,052) Weighted-average number of shares of common stock used in computing non-GAAP net (loss) income per share: GAAP weighted-average common shares outstanding, diluted 20,970 23,561 18,150 22,936 Weighted-average preferred shares, assuming conversion - - 1,481 - Non-GAAP weighted-average common shares outstanding, diluted 20,970 23,561 19,631 22,936 Non-GAAP net (loss) income per share attributable to common stockholders, diluted ($0.15) $0.03 ($0.69) ($0.31) (1) Net loss and non-GAAP net (loss) income include the impact of a $0.8 million gain during the third quarter of 2018 related to the renewal of our agreement with Lloyds, which contains certain amendments that are retroactively applied as of January 1, 2018. © 2019 Cardlytics – Proprietary and Confidential 18
Appendix Reconciliation of Forecasted GAAP Revenue to Billings (unaudited) (Amounts in millions) Q4 2019 Guidance FY 2019 Guidance Revenue $55.0 - $59.0 $196.0 - $200.0 Plus: Consumer Incentives $23.0 - $33.0 $97.0 - $107.0 Billings $82.0 - $88.0 $297.0 - $303.0 © 2019 Cardlytics – Proprietary and Confidential 19
