Oportun Financial Corp
For the period ended Mar 31, 2024. Filed May 10, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 10, 2024
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Non-GAAP Financial Measures
We believe that the provision of non-GAAP financial measures in this report, including Adjusted EBITDA, Adjusted Net Income (Loss), Adjusted EPS, Adjusted Operating Efficiency and Adjusted Return on Equity, can provide useful measures for period-to-period comparisons of our core business and useful information to investors and others in understanding and evaluating our operating results. However, non-GAAP financial measures are not calculated in accordance with United States generally accepted accounting principles, or GAAP, and should not be considered as an alternative to any measures of financial performance calculated and presented in accordance with GAAP. There are limitations related to the use of these non-GAAP financial measures versus their most directly comparable GAAP measures, which include the following:
Other companies, including companies in our industry, may calculate these measures differently, which may reduce their usefulness as a comparative measure.
These measures do not consider the potentially dilutive impact of stock-based compensation.
Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements.
Although the fair value mark-to-market adjustment is a non-cash adjustment, it does reflect our estimate of the price a third party would pay for our loans receivable held for investment or our asset-backed notes.
Adjusted EBITDA does not reflect tax payments that may represent a reduction in cash available to us.
Beginning in 2024, we updated the definitions of Adjusted EBITDA, Adjusted Net Income and Adjusted Operating Efficiency to better represent how we view the results of operations and make management decisions. Comparable prior period Non-GAAP financial measures are included in addition to the previously reported metrics.
| Adjusted EBITDA | Rationale for Change |
|---|---|
| Interest on Corporate Financing | We have updated the interest on corporate financing adjustment to include interest on our acquisition related financing previously included within the adjustment for acquisition and integration related expenses. |
| Depreciation and amortization | We have updated the adjustment related to depreciation and amortization to include the amortization of acquired intangibles. This amortization was previously included within the adjustment for acquisition and integration related expenses. |
| Acquisition and integration related expenses | We have removed the adjustment related to acquisition and integration related expenses. Interest expense related to our acquisition related financing has been reclassified to the adjustment for corporate financing. Amortization of acquired intangibles has been reclassified to depreciation and amortization. |
| Origination fees for loans receivable at fair value, net | We have removed the adjustment related to origination fees for loans receivable at fair value, net as we believe this better aligns with common practices within our industry. |
| Adjusted Net Income (Loss) | Rationale for Change |
| Acquisition and integration related expenses | We have removed the adjustment related to acquisition and integration related expenses. Interest expense related to our acquisition related financing has been reclassified to the adjustment for corporate financing, including the senior secured term loan and residual financing facility, as it views this expense as related to its capital structure rather than funding. |
| Fair value mark-to-market adjustment on Asset-Backed Notes at Fair Value | We have added an adjustment to exclude the Fair value mark-to-market adjustments related to Asset-Backed Notes at Fair Value. This adjustment aligns with our decision in 2023 to stop electing the fair value option for new debt financings. By the end of 2025 nearly all our existing Asset-Backed Notes at Fair Value will have paid down to zero, so after that there will be no mark-to-market adjustment for our debt. |
| Adjusted Operating Efficiency | Rationale for Change |
| Acquisition and integration related expenses | We have removed the adjustment related to acquisition and integration related expenses, to maintain consistency with the revised Adjusted EBITDA and Adjusted Net Income (Loss) calculations. |
Reconciliations of non-GAAP to GAAP measures can be found below.
Adjusted EBITDA
We define Adjusted EBITDA as net income, adjusted to eliminate the effect of certain items as described below. We believe that Adjusted EBITDA is an important measure because it allows management, investors and our board of directors to evaluate and compare operating results, including return on capital and operating efficiencies, from period to period by making the adjustments described below. In addition, it provides a useful measure for period-to-period comparisons of Oportun's business, as it removes the effect of income taxes, certain non-cash items, variable charges and timing differences.
We believe it is useful to exclude the impact of income tax expense, as reported, because historically it has included irregular income tax items that do not reflect ongoing business operations.
We believe it is useful to exclude depreciation and amortization and stock-based compensation expense because they are non-cash charges.
We believe it is useful to exclude the impact of interest expense associated with our corporate financing facilities, including the senior secured term loan and the residual financing facility, as we view this expense as related to our capital structure rather than our funding.
We exclude the impact of certain non-recurring charges, such as expenses associated with our workforce optimization, and other non-recurring charges because we do not believe that these items reflect ongoing business operations. Other non-recurring charges include litigation reserve, impairment charges, debt amendment and warrant amortization costs related to our corporate financing facilities.
We also exclude fair value mark-to-market adjustments on the loans receivable portfolio and asset-backed notes carried at fair value because these adjustments do not impact cash.
| Components of Fair Value Mark-to-Market Adjustment (in thousands) | Three Months Ended March 31, | |
|---|---|---|
| 2024 | 2023 | |
| Fair value mark-to-market adjustment on loans receivable at fair value (1) | $28,938 | $(37,319) |
| Fair value mark-to-market adjustment on asset-backed notes | (27,123) | (48,895) |
| Fair value mark-to-market adjustment on derivatives | 1,176 | 1,696 |
| Total fair value mark-to-market adjustment | $2,991 | $(84,518) |
(1) The fair value mark-to-market adjustment on loans receivable at fair value excludes mark-to-market adjustments associated with loans sold. See the section titled "Total net increase (decrease) in fair value" in the Results of Operations section for additional information regarding the fair value mark on loans sold.
The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the three months ended March 31, 2024 and 2023:
| Three Months Ended March 31, | |||
|---|---|---|---|
| Adjusted EBITDA (in thousands) | 2024 | 2023 (1) | |
| Net income (loss) | $(26,439) | $(102,090) | |
| Adjustments: | |||
| Income tax benefit | (4,036) | (39,443) | |
| Interest on corporate financing | 13,894 | 9,787 | |
| Depreciation and amortization | 13,198 | 13,389 | |
| Stock-based compensation expense | 3,982 | 4,500 | |
| Workforce optimization expenses | 800 | 6,818 | |
| Other non-recurring charges | 3,531 | 2,284 | |
| Fair value mark-to-market adjustment | (2,991) | 84,518 | |
| Adjusted EBITDA | $1,939 | $(20,237) | |
(1) Our calculation of Adjusted EBITDA was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q1 2023 value for Adjusted EBITDA shown in the table above has been revised and presented on a comparable basis. Prior to these revisions the Q1 2023 value would have been $(24.5) million.
Adjusted Net Income (Loss)
We define Adjusted Net Income as net income adjusted to eliminate the effect of certain items as described below. We believe that Adjusted Net Income is an important measure of operating performance because it allows management, investors, and our Board to evaluate and compare our operating results, including return on capital and operating efficiencies, from period to period, excluding the after-tax impact of non-cash, stock-based compensation expense and certain non-recurring charges.
We believe it is useful to exclude the impact of income tax expense (benefit), as reported, because historically it has included irregular income tax items that do not reflect ongoing business operations. We also include the impact of normalized income tax expense by applying a normalized statutory tax rate.
We believe it is useful to exclude the impact of certain non-recurring charges, such as expenses associated with our workforce optimization, and other non-recurring charges because we do not believe that these items reflect our ongoing business operations. Other non-recurring charges include litigation reserve, impairment charges, debt amendment and warrant amortization costs related to our corporate financing facilities.
We believe it is useful to exclude stock-based compensation expense because it is a non-cash charge.
We also exclude the fair value mark-to-market adjustment on our asset-backed notes carried at fair value to align with the 2023 accounting policy decision to account for new debt financings at amortized cost.
The following table presents a reconciliation of net income to Adjusted Net Income (Loss) for the three months ended March 31, 2024 and 2023:
| Three Months Ended March 31, | |||
|---|---|---|---|
| Adjusted Net Income (Loss) (in thousands) | 2024 | 2023 (2) | |
| Net income (loss) | $(26,439) | $(102,090) | |
| Adjustments: | |||
| Income tax benefit | (4,036) | (39,443) | |
| Stock-based compensation expense | 3,982 | 4,500 | |
| Workforce optimization expenses | 800 | 6,818 | |
| Other non-recurring charges | 3,531 | 2,284 | |
| Mark-to-market adjustment on asset-backed notes | 27,123 | 48,895 | |
| Adjusted income (loss) before taxes | 4,961 | (79,036) | |
| Normalized income tax expense | 1,339 | (21,340) | |
| Adjusted Net Income (Loss) | $3,622 | $(57,696) | |
| Income tax rate (1) | 27.0% | 27.0% | |
(1) Income tax rate for the three months ended March 31, 2024 and 2023 is based on a normalized statutory rate.
(2) Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q1 2023 value for Adjusted Net Income (Loss) shown in the table above has been revised and presented on a comparable basis. Prior to these revisions the Q1 2023 value would have been $(88.3) million.
Adjusted Earnings (Loss) Per Share (“Adjusted EPS”)
Adjusted Earnings (Loss) Per Share is a non-GAAP financial measure that allows management, investors and our Board to evaluate the operating results, operating trends and profitability of the business in relation to diluted adjusted weighted-average shares outstanding.
The following table presents a reconciliation of diluted EPS to Adjusted EPS for the three months ended March 31, 2024 and 2023. For the reconciliation of net income to Adjusted Net Income (Loss), see the immediately preceding table “Adjusted Net Income (Loss).”
| Three Months Ended March 31, | |||
|---|---|---|---|
| (in thousands, except share and per share data) | 2024 | 2023 (1) | |
| Diluted earnings (loss) per share | $(0.68) | $(3.00) | |
| Adjusted EPS | |||
| Adjusted Net Income (Loss) | $3,622 | $(57,696) | |
| Basic weighted-average common shares outstanding | 38,900,876 | 33,979,050 | |
| Weighted average effect of dilutive securities: | |||
| Stock options | — | — | |
| Restricted stock units | 435,763 | — | |
| Diluted adjusted weighted-average common shares outstanding | 39,336,639 | 33,979,050 | |
| Adjusted Earnings (Loss) Per Share | $0.09 | $(1.70) | |
(1) Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q1 2023 value for Adjusted EPS shown in the table above has been revised and presented on a comparable basis. Prior to these revisions the Q1 2023 value would have been $(2.60).
Return on Equity and Adjusted Return on Equity
We define Adjusted Return on Equity as annualized Adjusted Net Income (Loss) divided by average stockholders’ equity. Average stockholders’ equity is an average of the beginning and ending stockholders’ equity balance for each period. We believe Adjusted Return on Equity is an important measure because it allows management, investors and our Board to evaluate the profitability of the business in relation to stockholders' equity and how efficiently we generate income from stockholders' equity.
The following table presents a reconciliation of Return on Equity to Adjusted Return on Equity as of and for the three months ended March 31, 2024 and 2023. For the reconciliation of net income to Adjusted Net Income (Loss), see the immediately preceding table “Adjusted Net Income (Loss).”
| As of or for the Three Months Ended March 31, | |||
|---|---|---|---|
| (in thousands) | 2024 | 2023 (1) | |
| Return on Equity | (27.0)% | (82.5)% | |
| Adjusted Return on Equity | |||
| Adjusted Net Income (Loss) | $3,622 | $(57,696) | |
| Average stockholders' equity | $393,188 | $501,873 | |
| Adjusted Return on Equity | 3.7% | (46.6)% | |
(1) Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q1 2023 value for Adjusted Return on Equity shown in the table above has been revised and presented on a comparable basis. Prior to these revisions the Q1 2023 value would have been (71.3)%.
Adjusted Operating Efficiency
We define Adjusted Operating Efficiency as total operating expenses adjusted to exclude stock-based compensation expense and certain non-recurring charges such as expenses associated with our workforce optimization, and other non-recurring charges divided by total revenue. Other non-recurring charges include litigation reserve, impairment charges, and debt amendment costs related to our Corporate Financing facility. We believe Adjusted Operating Efficiency is an important measure because it allows management, investors and our Board to evaluate how efficiently we manage costs relative to revenue.
The following table presents a reconciliation of Operating Efficiency to Adjusted Operating Efficiency for the three months ended March 31, 2024 and 2023:
| As of or for the Three Months Ended March 31, | |||
|---|---|---|---|
| (in thousands) | 2024 | 2023 (1) | |
| Operating Efficiency | 43.8% | 56.4% | |
| Adjusted Operating Efficiency | |||
| Total revenue | 250,482 | 259,512 | |
| Total operating expense | 109,642 | 146,338 | |
| Stock-based compensation expense | (3,982) | (4,500) | |
| Workforce optimization expenses | (800) | (6,818) | |
| Other non-recurring charges (1) | (3,138) | (2,284) | |
| Total adjusted operating expenses | $101,722 | $132,736 | |
| Adjusted Operating Efficiency | 40.6% | 51.1% | |
(1)Our calculation of Adjusted Net Income (Loss) was updated in Q1 2024 to more closely align with management’s internal view of the performance of the business. The Q1 2023 value for Adjusted Operating Efficiency shown in the table above has been revised and presented on a comparable basis. Prior to these revisions the Q1 2023 value would have been 48.5%.
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