Rover Group, Inc. (“Rover” or the “Company”) (NASDAQ: ROVR), the
world’s largest online marketplace for pet care, today announced
financial results for the first quarter ended March 31, 2023.
“We had an excellent start to 2023 - delivering
revenue growth of 48% while significantly expanding margins year
over year," said Rover co-founder and CEO, Aaron Easterly. "Our
team’s strong execution across a broad range of functional areas
while remaining focused on managing expenses has resulted in a
significant flow through of incremental revenue to the bottom line.
We drove meaningful booking volume on the platform while increasing
expected customer lifetime value. Looking ahead, we remain focused
on achieving profitable growth, sustaining our momentum outside the
United States, improving our customer experience and expanding our
product portfolio.”
First Quarter
2023 Highlights:
- Revenue increased
48% to $41.1 million, compared to $27.8 million in Q1 2022.
- GBV grew 36% to
$209.4 million, compared to $153.7 million in Q1 2022.
- Total Bookings
increased 27% to 1.5 million, compared to 1.2 million in Q1 2022.
New bookings increased 16% to 208,000, compared to 179,000 in Q1
2022. Repeat bookings increased 29% to 1.3 million, compared to 1.0
million in Q1 2022.
- GAAP net loss and
net loss margin were $4.7 million and 11%, compared to a GAAP net
loss and net loss margin of $8.1 million and 29% in Q1 2022.
- Adjusted EBITDA and
Adjusted EBITDA margin were $0.6 million and 1%, compared to $(4.8)
million and (17)% in Q1 2022.
Outlook
"We are excited by our first quarter performance
and are raising our full year guidance incorporating this beat.
With more than 80% of our revenue anticipated in the balance of the
year, much of our performance is still in front of us," said
Charlie Wickers, Rover CFO. "We expect that if a recession is
milder or occurs later than we modeled, it may result in
incremental upside to our new, increased guidance."
Second Quarter 2023
- Revenue
- Rover anticipates
revenue in the range of $51 - $53 million.
- Adjusted EBITDA
- Rover anticipates
Adjusted EBITDA in the range of $3 - $5 million.
Raised Full Year 2023
- Revenue
- Rover anticipates
revenue in the range of $207 - $217 million, a year-over-year
increase of 22% at the midpoint of the projected range.
- Adjusted EBITDA
- Rover anticipates
Adjusted EBITDA in the range of $29 - $34 million, a 15% margin at
the midpoint of the projected range.
Both the low and high ends of guidance
incorporate the impact of macroeconomic headwinds, including a mild
to moderate recession, public health concerns and travel
disruptions. The updated guidance range also incorporates a full
year of normalized marketing expenses and operating costs compared
to a partial year of each in 2022.
In reliance on the exception provided by Item
10(e)(1)(i)(B) of Regulation S-K, Rover has not provided the most
directly comparable forward-looking GAAP measure to its Adjusted
EBITDA and Adjusted EBITDA margin guidance or a reconciliation of
these forward-looking non-GAAP financial measures to their most
directly comparable GAAP measure as a result of the uncertainty
regarding, and the potential variability of, reconciling items such
as stock-based compensation, income tax, change in fair value, and
gain or loss from equity method investments. For example, the
non-GAAP adjustment for stock-based compensation expense requires
additional inputs such as number of shares granted and market price
that are not currently ascertainable. Accordingly, a reconciliation
of these forward-looking non-GAAP metrics to their corresponding
GAAP equivalent is not available without unreasonable effort.
Because these adjustments are inherently variable and uncertain and
depend on various factors that are beyond Rover's control, Rover is
also unable to predict their probable significance. For more
information regarding the non-GAAP financial measures discussed in
this earnings release, please see "Non-GAAP Financial Measures"
below.
Share Repurchase Program
On February 27, 2023, Rover announced that its
board of directors approved a share repurchase program with
authorization to purchase up to $50 million of Rover's Class A
common stock (exclusive of broker commissions and expenses) for a
period of 12 months. From commencement of purchasing shares in
mid-March through May 3, 2023, Rover repurchased and retired
approximately 1.7 million shares for an aggregate amount of
approximately $7.4 million (excluding brokers' commissions),
including 720,097 shares for an aggregate amount of approximately
$3.0 million (excluding brokers' commissions) through March 31,
2023.
About Rover
Founded in 2011 and based in Seattle, Rover
(NASDAQ: ROVR) is the world’s largest online marketplace for pet
care. Rover connects pet parents with pet care providers who offer
overnight services, including boarding and in-home pet sitting, as
well as daytime services, including doggy daycare, dog walking, and
drop-in visits. To learn more about Rover, please visit
https://www.rover.com.
Conference Call and Webcast
Information
Rover will host a conference call today at 1:30
p.m. PT (4:30 p.m. ET) to discuss its first quarter 2023 financial
results and provide commentary on business performance. The
conference call may be accessed by registering at the following
link:
https://register.vevent.com/register/BIbf74774648584e24ae7e7ac1a8b461f8.
Once registered, you will be provided with a dial-in and conference
ID.
This call will contain forward-looking
statements and other material information regarding Rover’s
financial and operating results.
The live webcast and this earnings press release
can be accessed from Rover’s investor relations website at
https://investors.rover.com/, along with an Investor Presentation
and Non-GAAP Reconciliation Supplement posted under the “News &
Events-Presentations” section of the same website address. A
webcast replay will be available at the same website address
shortly after the conclusion of the live event and will be
accessible for at least 90 days.
Available Information
Rover announces material information to the
public about the Company, its products and services and other
matters through a variety of means, including filings with the U.S.
Securities and Exchange Commission (SEC), press releases, public
conference calls, webcasts, its website (www.rover.com), and its
investor relations website (https://investors.rover.com). Rover
uses these channels, as well as social media, including its Twitter
account (@RoverDotCom), its LinkedIn account
(https://www.linkedin.com/company/roverdotcom/), and its YouTube
page (https://www.youtube.com/roverdotcom), to communicate with
investors and the public news and developments about Rover and
other matters and in order to achieve broad, non-exclusionary
distribution of information to the public and for complying with
its disclosure obligations under Regulation FD. Rover encourages
investors, the media, and others interested in the Company to
review the information it makes public in these locations, as such
information could be deemed to be material information.
Forward-Looking Statements
This press release and the earnings call
referenced in this press release contains “forward-looking
statements” within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1995, which involve
substantial risks and uncertainties. These forward-looking
statements include, but are not limited to: Rover’s expectations or
predictions of future financial, operational or business
performance or conditions, including guidance and projections for
the second quarter of 2023 and full year 2023, future growth and
profitability expectations, and marketing and operating expense
expectations; growth and expansion opportunities outside the United
States; expected customer lifetime value trends; customer
acquisition and customer experience goals; product portfolio
expansion; macroeconomic, public health, and travel trends; and
Rover's intention to implement a program to purchase up to $50
million of its Class A common stock. Forward-looking statements
include all statements that are not historical facts and can be
identified by terms such as "believe," "may," "will," "continue,"
"anticipate," "target," "assume," "expect," "would," "project,"
"focus," "achieve," "sustain," "improve," "expand," or similar
expressions and the negatives of those terms. Forward-looking
statements are subject to known and unknown risks and uncertainties
and are based on potentially inaccurate assumptions that could
cause actual results to differ materially from those expected or
implied by the forward-looking statements. Actual results may
differ materially from the results predicted and reported results
should not be considered as an indication of future
performance.
The potential risks and uncertainties that could
cause actual results to differ from the results predicted include,
among others, public health trends and general macroeconomic and
geopolitical conditions and the resulting impact on Rover's
business and operations, Rover's ability to retain existing and
acquire new pet parents and pet care providers, the success of
Rover's marketing strategies and investments, competition,
investments in new products or offerings, Rover's brand and
reputation, other legal and regulatory developments, and Rover's
ability to execute the repurchase program which is dependent on,
among other things, developments or changes in economic or market
conditions and the securities markets, fluctuations in the trading
volume and market price of the Class A common stock, the effects of
macroeconomic conditions, Rover's cash commitments, the nature of
other acquisition or investment opportunities, Rover's cash flows
from operations, and other factors. For additional information on
other potential risks and uncertainties that could cause actual
results to differ from the results predicted, please see those
risks and uncertainties included under the caption "Risk Factors"
and elsewhere in Rover's annual report on Form 10-K and quarterly
reports on Form 10-Q filed with the SEC. Additional factors that
could cause actual results to differ materially from those
expressed or implied in forward-looking statements can be found in
Rover’s other filings with the SEC which are available, free of
charge, on the SEC’s website at www.sec.gov and available on the
investor relations page of Rover’s website at
https://investors.rover.com/. Investors are cautioned not to place
undue reliance on the forward-looking statements. All information
provided in this release and in the attachments is as of the date
hereof and is based on then-current expectations, estimates,
forecasts, and projections and the beliefs and assumptions of
management. We undertake no duty to update this information unless
required by law.
The information that can be accessed through
hyperlinks or website addresses included herein is deemed not to be
incorporated in or part of this press release.
Definitions
- A booking is
defined as a single arrangement between a pet parent and pet care
provider on the Rover services marketplace, which can be for a
single night or multiple nights for overnight services, or for a
single walk/day/drop-in or multiple walks/days/drop-ins for daytime
services. New bookings is defined as the total number of first-time
bookings that new users, which Rover refers to as pet parents, book
on our platform in a period. Repeat bookings are defined as the
total number of bookings from pet parents who have ever had a
previous booking on Rover, inclusive of pet parents who had their
first booking within the same quarter.
- Gross Booking
Value, or GBV, represents the dollar value of bookings on the Rover
services marketplace during a period, prior to cancellations, and
is inclusive of pet care provider earnings, service fees, add-ons,
taxes, and alterations, and is exclusive of tips and Rover's other
ancillary revenue streams.
Non-GAAP Financial Measures
To supplement Rover's condensed consolidated
financial statements prepared and presented in accordance with U.S.
generally accepted accounting principles, or GAAP, Rover uses
non-GAAP financial measures in this earnings release and/or its
related earnings call, including Adjusted EBITDA, Adjusted EBITDA
margin, Contribution, Contribution margin, and non-GAAP operating
expenses (collectively, the “Non-GAAP Financial Measures”), each as
defined below. A reconciliation of the historical Non-GAAP
Financial Measures to their most directly comparable historical
GAAP financial measures is presented in tabular form at the end of
this release immediately following the GAAP financial statements.
The Non-GAAP Financial Measures are supplemental measures of
Rover's performance that are neither required by, nor presented in
accordance with, GAAP. The Non-GAAP Financial Measures have
limitations as an analytical tool, which limitations are described
below, and you should not consider them in isolation, or as a
substitute for, GAAP financial measures.
Rover uses the Non-GAAP Financial Measures to
evaluate the health of its business, measure its operating
performance, identify trends, prepare financial forecasts and make
strategic decisions, including those related to operating expenses,
and as a means to evaluate period-to-period comparisons. Rover
considers the Non-GAAP Financial Measures to be important measures
because they help illustrate underlying trends in its business and
its historical operating performance on a more consistent
basis.
Rover believes that these Non-GAAP Financial
Measures, when taken together with their corresponding comparable
GAAP financial measure, provide meaningful supplemental information
to investors as they provide a basis for period-to-period
comparisons of Rover's business by excluding the effect of certain
non-cash and cash gains, expenses, losses and variable charges that
may not be indicative of its recurring core business, results of
operations, or outlook. Rover believes these Non-GAAP Financial
Measures are useful to investors because they (1) allow for greater
transparency with respect to key metrics used by management in its
financial, operational and strategic decision-making and in
assessing the health of Rover's business and operating performance,
(2) are used by Rover's institutional investors and the analyst
community to help them analyze the health of Rover's business, (3)
allow investors and others to understand and evaluate Rover's
operating results in the same manner as Rover's management and
board of directors, and (4) provide a reasonable basis for
comparing Rover's ongoing results of operations and those of other
companies.
Examples of the limitations of the Non-GAAP
Financial Measures include:
- Adjusted EBITDA
excludes certain recurring, non-cash charges, such as depreciation
of property and equipment and amortization of intangible assets,
and although these are non-cash charges, the assets being
depreciated and amortized may have to be replaced in the future,
and Adjusted EBITDA does not reflect changes in, or cash
requirements for, Rover's working capital needs;
- Adjusted EBITDA
excludes certain restructuring and acquisition and merger-related
charges, some or all of which may be settled in cash;
- Adjusted EBITDA and
non-GAAP operating expenses exclude stock-based compensation
expense, which has been, and will continue to be for the
foreseeable future, a significant recurring non-cash expense in
Rover's business as it grows as a company and an important part of
its compensation strategy;
- Adjusted EBITDA
does not reflect the components of other income (expense), net,
which consists primarily of realized and unrealized gains and
losses on foreign currency transactions and realized gains and
losses from the change in fair value of investments and financial
instruments and sales of such investments;
- Adjusted EBITDA
does not reflect period-to-period changes in taxes, income tax
expense or the cash necessary to pay income taxes;
- Adjusted EBITDA and
non-GAAP general and administrative expense exclude certain legal
settlements that may reduce cash available to Rover;
- these measures
exclude significant expenses and income that are required by GAAP
to be recorded in Rover's financial statements;
- these measures are
subject to inherent limitations as they reflect the exercise of
judgments by management about which expense and income are excluded
or included in determining these Non-GAAP Financial Measures;
and
- Rover's calculation
of these Non-GAAP Financial Measures may differ from similarly
titled non-GAAP financial measures, if any, reported by Rover's
peer companies, or those peer companies may use other measures to
calculate their financial performance, and therefore Rover's use of
the Non-GAAP Financial Measures may not be directly comparable to
similarly titled measures of other companies.
To compensate for these limitations, management
presents the Non-GAAP Financial Measures in conjunction with GAAP
results. Rover encourages investors and others to review its
financial information in its entirety, not to rely on any single
financial measure, and to view the Non-GAAP Financial Measures in
conjunction with their respective related GAAP financial measures.
In addition, such financial information is unaudited and does not
conform to SEC Regulation S-X and as a result such information may
be presented differently in Rover's future earnings releases and
filings with the SEC.
The Non-GAAP Financial Measures are not
indicative of Rover's overall results, an indicator of past or
future financial performance, a financial measure of total company
profitability, and are not intended to be used as a proxy for total
company profitability nor imply profitability for Rover's business.
Also, in the future Rover may incur expenses or charges such as
those being adjusted in the calculation of these Non-GAAP Financial
Measures. Rover's presentation of these Non-GAAP Financial Measures
should not be construed as an inference that future results will be
unaffected by unusual or nonrecurring items.
Rover defines Adjusted EBITDA as net income
(loss) excluding depreciation and amortization, stock-based
compensation expense, interest expense, interest income, change in
fair value, net, other income (expense), net, income tax expense or
benefit, certain acquisition and merger-related costs, gain or loss
from equity method investments, and non-routine items such as
investment impairment (if any), restructuring costs (if any),
transaction-related expenses (if any), and certain legal
settlements (if any). Adjusted EBITDA margin as presented in the
reconciliation table below is Adjusted EBITDA for a period divided
by revenue for the same period.
Rover defines Contribution as gross profit
(loss) plus amortization of intangible assets and amortization of
internally developed software, or IDS, included in cost of revenue
(exclusive of depreciation and amortization shown separately).
Gross profit (loss) is defined as revenue less cost of revenue
(exclusive of depreciation and amortization shown separately) and
amortization of intangible assets. Gross profit margin is
calculated by dividing gross profit (loss) for a period by revenue
for the same period. Contribution margin is calculated by dividing
Contribution for a period by revenue for the same period.
GAAP operating expenses consist of operations
and support expense, marketing expense, product and development
expense, and general and administrative expense. Rover defines
Non-GAAP operating expenses as GAAP operating expenses excluding
the non-cash expenses arising from the grant of stock-based awards,
and in the case of non-GAAP general and administrative expense,
excluding certain legal settlements (if any). These non-GAAP
operating expenses are also presented as a percentage of revenue,
which is calculated by dividing the specific non-GAAP operating
expense for a period by revenue for the same period.
|
ROVER GROUP, INC.Key Business
Metrics(Bookings and users in thousands, GBV
dollars in millions, ABV and per-user metrics in
units)(unaudited) |
|
|
|
Three Months EndedMarch 31, |
|
2023 |
|
2022 |
Bookings |
|
|
|
New Bookings |
|
208 |
|
|
|
179 |
|
Repeat Bookings |
|
1,268 |
|
|
|
984 |
|
Total Bookings |
|
1,476 |
|
|
|
1,163 |
|
GBV |
$ |
209.4 |
|
|
$ |
153.7 |
|
ABV(1) |
$ |
142 |
|
|
$ |
132 |
|
|
|
|
|
Total active users(2) |
|
645 |
|
|
|
518 |
|
GBV per user |
$ |
325 |
|
|
$ |
297 |
|
|
|
|
|
Recognized take rate(3) |
|
23.2 |
% |
|
|
22.0 |
% |
Cancellation rate(4) |
|
11.6 |
% |
|
|
12.7 |
% |
(1) ABV, or average booking value, defined as
GBV divided by Total bookings.(2) Active user defined as
unique pet owner with at least one booking in period.(3)
Recognized take rate defined as (Revenue + change in Deferred
revenue) divided by GBV.(4) Cancellation rate defined as
Cancelled bookings value divided by GBV.
|
ROVER GROUP, INC.Condensed Consolidated
Statements of Operations(in thousands, except for
per share data)(unaudited) |
|
|
|
Three Months EndedMarch 31, |
|
2023 |
|
2022 |
Revenue |
$ |
41,120 |
|
|
$ |
27,824 |
|
Costs and expenses: |
|
|
|
Cost of revenue (exclusive of depreciation and amortization shown
separately below) |
|
10,780 |
|
|
|
7,848 |
|
Operations and support |
|
7,029 |
|
|
|
5,355 |
|
Marketing |
|
9,338 |
|
|
|
7,331 |
|
Product development |
|
7,297 |
|
|
|
6,633 |
|
General and administrative |
|
12,362 |
|
|
|
11,540 |
|
Depreciation and amortization |
|
1,478 |
|
|
|
1,696 |
|
Total costs and expenses |
|
48,284 |
|
|
|
40,403 |
|
Loss from operations |
|
(7,164 |
) |
|
|
(12,579 |
) |
Other income (expense), net: |
|
|
|
Interest income |
|
2,423 |
|
|
|
139 |
|
Interest expense |
|
(18 |
) |
|
|
(18 |
) |
Change in fair value of other investments |
|
314 |
|
|
|
— |
|
Change in fair value of derivative warrant liabilities |
|
— |
|
|
|
4,579 |
|
Other income (expense), net |
|
104 |
|
|
|
(256 |
) |
Total other income (expense), net |
|
2,823 |
|
|
|
4,444 |
|
Loss before income taxes and equity method investments |
|
(4,341 |
) |
|
|
(8,135 |
) |
Provision for income taxes |
|
(1 |
) |
|
|
(11 |
) |
Loss from equity method investments, net of tax |
|
(314 |
) |
|
|
— |
|
Net loss |
$ |
(4,656 |
) |
|
$ |
(8,146 |
) |
Net loss per share attributable to common stockholders, basic and
diluted |
$ |
(0.03 |
) |
|
$ |
(0.05 |
) |
Weighted-average shares used in computing net loss per share
attributable to common stockholders, basic and diluted |
|
184,365 |
|
|
|
179,671 |
|
|
|
|
|
|
|
|
|
|
ROVER GROUP, INC.Condensed Consolidated
Balance Sheets(in thousands, except for per share
data)(unaudited) |
|
|
|
|
|
March 31,2023 |
|
December 31, 2022 |
Assets |
|
|
|
Current assets |
|
|
|
Cash and cash equivalents |
$ |
76,120 |
|
|
$ |
58,875 |
|
Short-term investments |
|
176,427 |
|
|
|
191,347 |
|
Accounts receivable, net |
|
70,523 |
|
|
|
53,181 |
|
Notes receivable from related parties |
|
1,810 |
|
|
|
1,810 |
|
Prepaid expenses and other current assets |
|
11,929 |
|
|
|
6,829 |
|
Total current assets |
|
336,809 |
|
|
|
312,042 |
|
Property and equipment, net |
|
19,409 |
|
|
|
19,518 |
|
Operating lease right-of-use assets |
|
18,324 |
|
|
|
18,871 |
|
Intangible assets, net |
|
6,370 |
|
|
|
6,865 |
|
Goodwill |
|
36,915 |
|
|
|
36,915 |
|
Deferred tax asset, net |
|
1,378 |
|
|
|
1,306 |
|
Long-term investments |
|
12,118 |
|
|
|
22,463 |
|
Other noncurrent assets |
|
366 |
|
|
|
281 |
|
Total assets |
$ |
431,689 |
|
|
$ |
418,261 |
|
Liabilities and Stockholders’ Equity |
|
|
|
Current liabilities |
|
|
|
Accounts payable |
$ |
4,823 |
|
|
$ |
5,354 |
|
Accrued compensation and related expenses |
|
4,032 |
|
|
|
6,644 |
|
Accrued expenses and other current liabilities |
|
23,858 |
|
|
|
22,694 |
|
Deferred revenue |
|
12,926 |
|
|
|
5,544 |
|
Pet parent deposits |
|
51,356 |
|
|
|
40,783 |
|
Pet care provider liabilities |
|
2,978 |
|
|
|
3,319 |
|
Operating lease liabilities, current portion |
|
2,478 |
|
|
|
2,727 |
|
Total current liabilities |
|
102,451 |
|
|
|
87,065 |
|
Operating lease liabilities, net of current portion |
|
21,470 |
|
|
|
22,208 |
|
Other noncurrent liabilities |
|
858 |
|
|
|
714 |
|
Total liabilities |
|
124,779 |
|
|
|
109,987 |
|
Commitments and contingencies |
|
|
|
Stockholders’ equity: |
|
|
|
Preferred stock, $0.0001 par value, 10,000 shares authorized as of
March 31, 2023 and December 31, 2022; no shares issued
and outstanding as of March 31, 2023 and December 31,
2022 |
|
— |
|
|
|
— |
|
Class A common stock, $0.0001 par value, 990,000 shares authorized
as of March 31, 2023 and December 31, 2022; 185,241 and
184,526 shares issued and outstanding as of March 31, 2023 and
December 31, 2022, respectively |
|
19 |
|
|
|
18 |
|
Additional paid-in capital |
|
657,355 |
|
|
|
651,659 |
|
Accumulated other comprehensive loss |
|
(447 |
) |
|
|
(1,098 |
) |
Accumulated deficit |
|
(350,017 |
) |
|
|
(342,305 |
) |
Total stockholders’ equity |
|
306,910 |
|
|
|
308,274 |
|
Total liabilities and stockholders’ equity |
$ |
431,689 |
|
|
$ |
418,261 |
|
|
|
|
|
|
|
|
|
|
ROVER GROUP, INC.Condensed Consolidated
Statements of Cash Flows(in
thousands)(unaudited) |
|
|
|
Three Months EndedMarch 31, |
|
2023 |
|
2022 |
OPERATING ACTIVITIES |
|
|
|
Net loss |
$ |
(4,656 |
) |
|
$ |
(8,146 |
) |
Adjustments to reconcile net loss to net cash used in operating
activities: |
|
|
|
Stock-based compensation |
|
4,505 |
|
|
|
4,310 |
|
Depreciation and amortization |
|
3,234 |
|
|
|
3,428 |
|
Non-cash operating lease costs |
|
547 |
|
|
|
588 |
|
Change in fair value of other investments |
|
(314 |
) |
|
|
— |
|
Change in fair value of derivative warrant liabilities |
|
— |
|
|
|
(4,579 |
) |
Net (accretion) amortization of investment (discounts)
premiums |
|
(1,406 |
) |
|
|
23 |
|
Deferred income taxes |
|
(44 |
) |
|
|
— |
|
Loss on disposal of property and equipment |
|
53 |
|
|
|
7 |
|
Loss from equity method investments |
|
314 |
|
|
|
— |
|
Changes in operating assets and liabilities: |
|
|
|
Accounts receivable |
|
(17,342 |
) |
|
|
(193 |
) |
Prepaid expenses and other current assets |
|
(5,095 |
) |
|
|
(2,166 |
) |
Other noncurrent assets |
|
(86 |
) |
|
|
52 |
|
Accounts payable |
|
(535 |
) |
|
|
(515 |
) |
Accrued expenses and other current liabilities |
|
(1,460 |
) |
|
|
(2,050 |
) |
Deferred revenue and pet parent deposits |
|
17,956 |
|
|
|
15,097 |
|
Pet care provider liabilities |
|
(341 |
) |
|
|
(6,274 |
) |
Operating lease liabilities |
|
(987 |
) |
|
|
(676 |
) |
Other noncurrent liabilities |
|
144 |
|
|
|
(18 |
) |
Net cash used in operating activities |
|
(5,513 |
) |
|
|
(1,112 |
) |
INVESTING ACTIVITIES |
|
|
|
Purchases of property and equipment |
|
(181 |
) |
|
|
(297 |
) |
Capitalization of internal-use software |
|
(2,022 |
) |
|
|
(1,732 |
) |
Purchases of available-for-sale securities |
|
(48,549 |
) |
|
|
(123,642 |
) |
Maturities of available-for-sale securities |
|
75,814 |
|
|
|
— |
|
Net cash provided by (used in) investing activities |
|
25,062 |
|
|
|
(125,671 |
) |
FINANCING ACTIVITIES |
|
|
|
Proceeds from exercise of stock options and issuance of common
stock |
|
1,846 |
|
|
|
2,353 |
|
Redemption of stock warrants |
|
— |
|
|
|
(7 |
) |
Repurchases of common stock |
|
(3,056 |
) |
|
|
— |
|
Taxes paid related to settlement of equity awards |
|
(1,129 |
) |
|
|
(393 |
) |
Net cash (used in) provided by financing activities |
|
(2,339 |
) |
|
|
1,953 |
|
Effect of exchange rate changes on cash and cash equivalents |
|
35 |
|
|
|
(24 |
) |
Net increase (decrease) in cash and cash equivalents |
|
17,245 |
|
|
|
(124,854 |
) |
Cash and cash equivalents, beginning of period |
|
58,875 |
|
|
|
278,904 |
|
Cash and cash equivalents, end of period |
$ |
76,120 |
|
|
$ |
154,050 |
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION |
|
|
|
Cash paid for income taxes |
$ |
15 |
|
|
$ |
— |
|
Cash paid for interest |
|
— |
|
|
|
— |
|
NON-CASH INVESTING AND FINANCING ACTIVITIES |
|
|
|
Purchase of property and equipment in accounts payable and accrued
liabilities |
|
3 |
|
|
|
— |
|
Reclassification of certain derivative warrant liabilities to
equity upon exercise |
|
— |
|
|
|
15,356 |
|
Stock-based compensation capitalized to internal-use software |
|
475 |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
ROVER GROUP, INC.Adjusted EBITDA
Reconciliation(in
thousands)(unaudited) |
|
|
|
Three Months EndedMarch 31, |
|
2023 |
|
2022 |
Revenue |
$ |
41,120 |
|
|
$ |
27,824 |
|
Adjusted EBITDA reconciliation: |
|
|
|
Net loss |
$ |
(4,656 |
) |
|
$ |
(8,146 |
) |
Add (deduct): |
|
|
|
Depreciation and amortization(1) |
|
3,234 |
|
|
|
3,428 |
|
Stock-based compensation expense(2) |
|
4,505 |
|
|
|
4,310 |
|
Interest expense |
|
18 |
|
|
|
18 |
|
Interest income |
|
(2,423 |
) |
|
|
(139 |
) |
Change in fair value, net(3) |
|
(314 |
) |
|
|
(4,579 |
) |
Other income (expense), net |
|
(104 |
) |
|
|
256 |
|
Provision for income taxes |
|
1 |
|
|
|
11 |
|
Loss from equity method investments, net of tax |
|
314 |
|
|
|
— |
|
Acquisition and merger-related costs(4) |
|
— |
|
|
|
80 |
|
Adjusted EBITDA |
$ |
575 |
|
|
$ |
(4,761 |
) |
Net loss margin(5) |
|
(11 |
%) |
|
|
(29 |
%) |
Adjusted EBITDA margin(6) |
|
1 |
% |
|
|
(17 |
%) |
__________________(1) Depreciation and amortization
includes amortization expense related to capitalized internal use
software, which is recognized as cost of revenue (exclusive of
depreciation and amortization shown separately) in the condensed
consolidated statements of operations. (2) Stock-based compensation
expense includes equity granted to employees as well as
non-employee directors.(3) Change in fair value, net includes the
mark-to-market adjustments related to the Warrant liabilities in
connection with the deSPAC transaction and the change in fair value
of an equity method investment.(4) Acquisition and merger-related
costs include accounting, legal, consulting and travel-related
expenses incurred in connection with the Caravel merger and other
business combinations.(5) Net loss margin is net loss for a period
divided by revenue for the same period.(6) Adjusted EBITDA margin
is Adjusted EBITDA for a period divided by revenue for the same
period.
|
ROVER GROUP, INC.Other Non-GAAP Financial
Measures Reconciliations(in thousands, except for
percentages)(unaudited) |
|
|
|
Three Months Ended March 31, |
|
2023 |
|
2022 |
|
Amount |
|
% |
|
Amount |
|
% |
Revenue |
$ |
41,120 |
|
|
100 |
% |
|
$ |
27,824 |
|
|
100 |
% |
Less: Cost of revenue (exclusive of depreciation and amortization
shown separately) |
|
(10,780 |
) |
|
|
|
|
(7,848 |
) |
|
|
Less: Amortization of intangible assets |
|
(495 |
) |
|
|
|
|
(736 |
) |
|
|
Gross profit |
|
29,845 |
|
|
|
|
|
19,240 |
|
|
|
Gross profit margin |
|
73 |
% |
|
|
|
|
69 |
% |
|
|
Add: Amortization of intangible assets |
|
495 |
|
|
|
|
|
736 |
|
|
|
Add: Internally developed software amortization included in Cost of
revenue (exclusive of depreciation and amortization shown
separately) |
|
1,756 |
|
|
|
|
|
1,732 |
|
|
|
Non-GAAP contribution |
$ |
32,096 |
|
|
|
|
$ |
21,708 |
|
|
|
Non-GAAP contribution margin(1) |
|
78 |
% |
|
|
|
|
78 |
% |
|
|
|
|
|
|
|
|
|
|
Operations and support expense |
$ |
7,029 |
|
|
17 |
% |
|
$ |
5,355 |
|
|
19 |
% |
Less: Stock-based compensation expense |
|
(428 |
) |
|
(1 |
) |
|
|
(348 |
) |
|
(1 |
) |
Non-GAAP operations and support expense |
$ |
6,601 |
|
|
16 |
% |
|
$ |
5,007 |
|
|
18 |
% |
|
|
|
|
|
|
|
|
Marketing expense |
$ |
9,338 |
|
|
23 |
% |
|
$ |
7,331 |
|
|
26 |
% |
Less: Stock-based compensation expense |
|
(263 |
) |
|
(1 |
) |
|
|
(251 |
) |
|
(1 |
) |
Non-GAAP marketing expense |
$ |
9,075 |
|
|
22 |
% |
|
$ |
7,080 |
|
|
25 |
% |
|
|
|
|
|
|
|
|
Product development expense |
$ |
7,297 |
|
|
18 |
% |
|
$ |
6,633 |
|
|
24 |
% |
Less: Stock-based compensation expense |
|
(1,098 |
) |
|
(3 |
) |
|
|
(1,390 |
) |
|
(5 |
) |
Non-GAAP product development expense |
$ |
6,199 |
|
|
15 |
% |
|
$ |
5,243 |
|
|
19 |
% |
|
|
|
|
|
|
|
|
General and administrative expense |
$ |
12,362 |
|
|
30 |
% |
|
$ |
11,540 |
|
|
41 |
% |
Less: Stock-based compensation expense |
|
(2,716 |
) |
|
(7 |
) |
|
|
(2,321 |
) |
|
(8 |
) |
Non-GAAP general and administrative expense |
$ |
9,646 |
|
|
23 |
% |
|
$ |
9,219 |
|
|
33 |
% |
(1) Non-GAAP Contribution margin is calculated by
dividing Non-GAAP Contribution for a period by revenue for the same
period.
Contacts:
MEDIApr@rover.comKristin
Sandberg(360) 510-6365
INVESTORSwalter.ruddy@rover.comWalter Ruddy(206)
715-2369
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