![]() | News Release | |
• | Total revenue for the quarter was $662 million, an increase of 18 percent (19 percent on a constant currency basis, 10 percent on an organic constant currency basis) compared with the second quarter of 2018. |
• | Adjusted Revenue, which removes the impact of deferred revenue purchase accounting reductions and other adjustments to revenue for our recently acquired entities, was $664 million for the quarter, also an increase of 18 percent (19 percent on a constant currency basis, 10 percent on an organic constant currency basis). |
• | Excluding only the impact of all revenue and Adjusted Revenue attributable to our Callcredit acquisition from both periods, revenue and Adjusted Revenue on an organic constant currency basis would have both increased 8.5 percent compared with the second quarter of 2018. |
• | Excluding only the impact of last year’s second quarter incremental credit monitoring revenue, revenue and Adjusted Revenue on an organic constant currency basis would have both increased 11 percent compared with the second quarter of 2018. |
• | Excluding both the impact of all revenue and Adjusted Revenue attributable to our Callcredit acquisition from both periods and excluding the impact of last year’s second quarter incremental credit monitoring revenue, revenue and Adjusted revenue on an organic constant currency basis would have both increased 9.5 percent compared with the second quarter of 2018. |
• | Net income attributable to TransUnion was $101 million for the second quarter, compared with $55 million in the second quarter of 2018. Diluted earnings per share was $0.53 for the quarter, compared with $0.29 in the second quarter of 2018. |
• | Adjusted Net Income was $132 million, compared with $119 million in the second quarter of 2018. Adjusted Diluted Earnings per Share was $0.69, compared with $0.62 in the second quarter of 2018. |
• | Adjusted EBITDA for the quarter was $264 million, an increase of 20 percent (21 percent on a constant currency basis, 13 percent on an organic constant currency basis) compared with the second quarter of 2018. Adjusted EBITDA margin for the quarter was 39.7 percent, compared with 39.2 percent in the second quarter of 2018. |
• | Financial Services revenue was $213 million, an increase of 11 percent (8 percent on an organic basis) compared with the second quarter of 2018. |
• | Emerging Verticals revenue, which includes Healthcare, Insurance and all other verticals, was $193 million, an increase of 16 percent (8 percent on an organic basis) compared with the second quarter of 2018. |
• | Canada revenue was $25 million, an increase of 5 percent (9 percent on a constant currency basis) compared with the second quarter of 2018. |
• | Latin America revenue was $26 million, an increase of 2 percent (11 percent on a constant currency basis) compared with the second quarter of 2018. |
• | United Kingdom revenue was $47 million. Adjusted Revenue was $48 million. |
• | Africa revenue was $14 million, a decrease of 10 percent (an increase of 2 percent on a constant currency basis) compared with the second quarter of 2018. |
• | India revenue was $25 million, an increase of 32 percent (37 percent on a constant currency basis) compared with the second quarter of 2018. |
• | Asia Pacific revenue was $14 million, a decrease of 1 percent (1 percent on a constant currency basis) compared with the second quarter of 2018. |
E-mail: | Investor.Relations@transunion.com |
Telephone: | 312.985.2860 |
June 30, 2019 | December 31, 2018 | ||||||
(Unaudited) | |||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 194.7 | $ | 187.4 | |||
Trade accounts receivable, net of allowance of $16.3 and $13.5 | 489.2 | 456.8 | |||||
Other current assets | 185.7 | 136.5 | |||||
Current assets of discontinued operations | — | 60.8 | |||||
Total current assets | 869.6 | 841.5 | |||||
Property, plant and equipment, net of accumulated depreciation and amortization of $410.6 and $366.2 | 215.1 | 220.3 | |||||
Goodwill | 3,352.5 | 3,293.6 | |||||
Other intangibles, net of accumulated amortization of $1,347.0 and $1,206.7 | 2,449.4 | 2,548.1 | |||||
Other assets | 240.7 | 136.3 | |||||
Total assets | $ | 7,127.3 | $ | 7,039.8 | |||
Liabilities and stockholders’ equity | |||||||
Current liabilities: | |||||||
Trade accounts payable | $ | 178.7 | $ | 169.9 | |||
Short-term debt and current portion of long-term debt | 86.4 | 71.7 | |||||
Other current liabilities | 310.6 | 284.1 | |||||
Current liabilities of discontinued operations | — | 22.8 | |||||
Total current liabilities | 575.7 | 548.5 | |||||
Long-term debt | 3,831.5 | 3,976.4 | |||||
Deferred taxes | 461.3 | 478.0 | |||||
Other liabilities | 150.3 | 54.7 | |||||
Total liabilities | 5,018.8 | 5,057.6 | |||||
Stockholders’ equity: | |||||||
Common stock, $0.01 par value; 1.0 billion shares authorized at June 30, 2019 and December 31, 2018, 192.6 million and 190.0 million shares issued at June 30, 2019 and December 31, 2018, respectively, and 187.8 million shares and 185.7 million shares outstanding as of June 30, 2019 and December 31, 2018, respectively | 1.9 | 1.9 | |||||
Additional paid-in capital | 1,976.4 | 1,947.3 | |||||
Treasury stock at cost; 4.8 million and 4.2 million shares at June 30, 2019 and December 31, 2018, respectively | (177.1 | ) | (139.9 | ) | |||
Retained earnings | 506.1 | 363.1 | |||||
Accumulated other comprehensive loss | (296.2 | ) | (282.7 | ) | |||
Total TransUnion stockholders’ equity | 2,011.1 | 1,889.7 | |||||
Noncontrolling interests | 97.4 | 92.5 | |||||
Total stockholders’ equity | 2,108.5 | 1,982.2 | |||||
Total liabilities and stockholders’ equity | $ | 7,127.3 | $ | 7,039.8 | |||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2019 | 2018 | 2019 | 2018 | |||||||||||||
Revenue | $ | 661.9 | $ | 563.1 | $ | 1,281.2 | $ | 1,100.5 | ||||||||
Operating expenses | ||||||||||||||||
Cost of services (exclusive of depreciation and amortization below) | 216.2 | 189.1 | 424.3 | 371.4 | ||||||||||||
Selling, general and administrative | 196.7 | 171.6 | 392.4 | 334.9 | ||||||||||||
Depreciation and amortization | 89.2 | 68.0 | 182.7 | 134.6 | ||||||||||||
Total operating expenses | 502.2 | 428.7 | 999.4 | 840.9 | ||||||||||||
Operating income | 159.7 | 134.4 | 281.8 | 259.6 | ||||||||||||
Non-operating income and (expense) | ||||||||||||||||
Interest expense | (45.2 | ) | (25.9 | ) | (90.2 | ) | (48.5 | ) | ||||||||
Interest income | 1.8 | 1.4 | 3.3 | 2.1 | ||||||||||||
Earnings from equity method investments | 3.3 | 2.9 | 7.1 | 5.2 | ||||||||||||
Other income and (expense), net | 26.7 | (39.7 | ) | 19.9 | (42.3 | ) | ||||||||||
Total non-operating income and (expense) | (13.4 | ) | (61.3 | ) | (59.9 | ) | (83.5 | ) | ||||||||
Income from continuing operations before income taxes | 146.3 | 73.1 | 221.8 | 176.1 | ||||||||||||
Provision for income taxes | (39.4 | ) | (15.8 | ) | (39.9 | ) | (43.5 | ) | ||||||||
Income from continuing operations | 107.0 | 57.3 | 181.9 | 132.6 | ||||||||||||
Discontinued operations, net of tax | (3.0 | ) | — | (4.6 | ) | — | ||||||||||
Net income | 104.0 | 57.3 | 177.3 | 132.6 | ||||||||||||
Less: net income attributable to the noncontrolling interests | (2.5 | ) | (2.3 | ) | (4.9 | ) | (4.5 | ) | ||||||||
Net income attributable to TransUnion | $ | 101.5 | $ | 55.0 | $ | 172.4 | $ | 128.1 | ||||||||
Income from continuing operations | $ | 107.0 | $ | 57.3 | $ | 181.9 | $ | 132.6 | ||||||||
Less: income from continuing operations attributable to noncontrolling interests | (2.5 | ) | (2.3 | ) | (4.9 | ) | (4.5 | ) | ||||||||
Income from continuing operations attributable to TransUnion | 104.5 | 55.0 | 177.0 | 128.2 | ||||||||||||
Discontinued operations, net of tax | (3.0 | ) | — | (4.6 | ) | — | ||||||||||
Net income attributable to TransUnion | $ | 101.5 | $ | 55.0 | $ | 172.4 | $ | 128.1 | ||||||||
Basic earnings per common share from: | ||||||||||||||||
Income from continuing operations attributable to TransUnion | $ | 0.56 | $ | 0.30 | $ | 0.95 | $ | 0.70 | ||||||||
Discontinued operations, net of tax | (0.02 | ) | — | (0.02 | ) | — | ||||||||||
Net Income attributable to TransUnion | $ | 0.54 | $ | 0.30 | $ | 0.92 | $ | 0.70 | ||||||||
Diluted earnings per common share from: | ||||||||||||||||
Income from continuing operations attributable to TransUnion | $ | 0.55 | $ | 0.29 | $ | 0.93 | $ | 0.67 | ||||||||
Discontinued operations, net of tax | (0.02 | ) | — | (0.02 | ) | — | ||||||||||
Net Income attributable to TransUnion | $ | 0.53 | $ | 0.29 | $ | 0.90 | $ | 0.67 | ||||||||
Weighted-average shares outstanding: | ||||||||||||||||
Basic | 187.5 | 184.3 | 187.1 | 184.0 | ||||||||||||
Diluted | 191.3 | 190.8 | 191.2 | 190.5 | ||||||||||||
Six Months Ended June 30, | ||||||||
2019 | 2018 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 177.3 | $ | 132.6 | ||||
Add: loss from discontinued operations, net of tax | 4.6 | — | ||||||
Income from continuing operations | 181.9 | 132.6 | ||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 182.7 | 134.6 | ||||||
Loss on debt financing transactions | 0.8 | 11.9 | ||||||
Amortization and (gain) loss on fair value of hedge instrument | — | (0.7 | ) | |||||
Net (gain) impairment from adjustments to the carrying value of investments in nonconsolidated affiliates | (22.6 | ) | 1.4 | |||||
Equity in net income of affiliates, net of dividends | 1.4 | (0.2 | ) | |||||
Deferred taxes | 0.1 | (8.9 | ) | |||||
Amortization of discount and deferred financing fees | 3.2 | 1.6 | ||||||
Stock-based compensation | 16.6 | 21.3 | ||||||
Payment of contingent obligation | (0.4 | ) | — | |||||
Provision for losses on trade accounts receivable | 5.6 | 3.4 | ||||||
Other | 1.2 | 1.8 | ||||||
Changes in assets and liabilities: | ||||||||
Trade accounts receivable | (32.6 | ) | (46.6 | ) | ||||
Other current and long-term assets | (34.8 | ) | (17.4 | ) | ||||
Trade accounts payable | 6.1 | 25.9 | ||||||
Other current and long-term liabilities | (0.9 | ) | (30.2 | ) | ||||
Cash provided by operating activities of continuing operations | 308.3 | 230.5 | ||||||
Cash used in operating activities of discontinued operations | (7.3 | ) | — | |||||
Cash provided by operating activities | 301.0 | 230.5 | ||||||
Cash flows from investing activities: | ||||||||
Capital expenditures | (88.0 | ) | (70.4 | ) | ||||
Proceeds from sale of trading securities | 3.3 | 1.8 | ||||||
Purchases of trading securities | (1.7 | ) | (1.8 | ) | ||||
Proceeds from sale of other investments | 10.5 | 4.5 | ||||||
Purchases of other investments | (19.8 | ) | (14.1 | ) | ||||
Acquisitions and purchases of noncontrolling interests, net of cash acquired | (45.9 | ) | (1,801.2 | ) | ||||
Proceeds from disposals of discontinued operations, net of cash on hand | 40.3 | (0.5 | ) | |||||
Other | (6.5 | ) | — | |||||
Cash used in investing activities | (107.8 | ) | (1,881.7 | ) | ||||
Cash flows from financing activities: | ||||||||
Proceeds from Senior Secured Term Loan B-4 | — | 1,000.0 | ||||||
Proceeds from Senior Secured Term Loan A-2 | — | 800.0 | ||||||
Proceeds from senior secured revolving line of credit | — | 125.0 | ||||||
Payments of senior secured revolving line of credit | — | (135.0 | ) | |||||
Repayments of debt | (133.9 | ) | (24.2 | ) | ||||
Debt financing fees | — | (33.6 | ) | |||||
Proceeds from issuance of common stock and exercise of stock options | 12.8 | 14.1 | ||||||
Dividends to shareholders | (28.5 | ) | (13.8 | ) | ||||
Distributions to noncontrolling interests | (0.8 | ) | (0.1 | ) | ||||
Employee taxes paid on restricted stock units recorded as treasury stock | (36.9 | ) | (0.5 | ) | ||||
Cash (used in) provided by financing activities | (187.3 | ) | 1,731.9 | |||||
Effect of exchange rate changes on cash and cash equivalents | 1.4 | (4.2 | ) | |||||
Net change in cash and cash equivalents | 7.3 | 76.5 | ||||||
Cash and cash equivalents, beginning of period | 187.4 | 115.8 | ||||||
Cash and cash equivalents, end of period | $ | 194.7 | $ | 192.3 | ||||
For the Three Months Ended June 30, 2019 compared with the Three Months Ended June 30, 2018 | |||||||||||||||
Reported | CC Growth(2) | Inorganic(1,3) | Organic Growth(4) | Organic CC Growth(5) | |||||||||||
Revenue: | |||||||||||||||
Consolidated(1) | 17.5 | % | 18.8 | % | 8.9 | % | 8.6 | % | 9.9 | % | |||||
U.S. Markets | 13.3 | % | 13.3 | % | 5.4 | % | 8.0 | % | 8.0 | % | |||||
Financial Services | 10.6 | % | 10.6 | % | 2.5 | % | 8.1 | % | 8.1 | % | |||||
Emerging Verticals | 16.5 | % | 16.5 | % | 8.7 | % | 7.8 | % | 7.8 | % | |||||
International(1) | 42.1 | % | 48.7 | % | 29.1 | % | 13.0 | % | 19.5 | % | |||||
Canada | 4.7 | % | 8.6 | % | — | % | 4.7 | % | 8.6 | % | |||||
Latin America | 1.8 | % | 10.7 | % | — | % | 1.8 | % | 10.7 | % | |||||
United Kingdom(1) | nm | nm | nm | nm | nm | ||||||||||
Africa | (10.2 | )% | 2.4 | % | — | % | (10.2 | )% | 2.4 | % | |||||
India | 31.7 | % | 37.1 | % | — | % | 31.7 | % | 37.1 | % | |||||
Asia Pacific | (1.0 | )% | (1.2 | )% | — | % | (1.0 | )% | (1.2 | )% | |||||
Consumer Interactive | 5.1 | % | 5.1 | % | — | % | 5.1 | % | 5.1 | % | |||||
Adjusted Revenue: | |||||||||||||||
Consolidated(1) | 17.9 | % | 19.1 | % | 9.1 | % | 8.8 | % | 10.0 | % | |||||
U.S. Markets | 13.3 | % | 13.4 | % | 5.4 | % | 8.0 | % | 8.0 | % | |||||
Financial Services | 10.6 | % | 10.6 | % | 2.5 | % | 8.1 | % | 8.1 | % | |||||
Emerging Verticals | 16.6 | % | 16.6 | % | 8.8 | % | 7.8 | % | 7.8 | % | |||||
International(1) | 43.6 | % | 50.2 | % | 30.1 | % | 13.5 | % | 20.1 | % | |||||
Canada | 4.7 | % | 8.6 | % | — | % | 4.7 | % | 8.6 | % | |||||
Latin America | 1.8 | % | 10.7 | % | — | % | 1.8 | % | 10.7 | % | |||||
United Kingdom(1) | nm | nm | nm | nm | nm | ||||||||||
Africa | (10.2 | )% | 2.4 | % | — | % | (10.2 | )% | 2.4 | % | |||||
India | 31.7 | % | 37.1 | % | — | % | 31.7 | % | 37.1 | % | |||||
Asia Pacific | (1.0 | )% | (1.2 | )% | — | % | (1.0 | )% | (1.2 | )% | |||||
Consumer Interactive | 5.1 | % | 5.1 | % | — | % | 5.1 | % | 5.1 | % | |||||
Adjusted EBITDA: | |||||||||||||||
Consolidated(1) | 19.5 | % | 20.7 | % | 7.6 | % | 12.0 | % | 13.1 | % | |||||
U.S. Markets | 18.6 | % | 18.7 | % | 2.1 | % | 16.5 | % | 16.5 | % | |||||
International(1) | 44.5 | % | 50.6 | % | 32.8 | % | 11.7 | % | 17.8 | % | |||||
Consumer Interactive | 1.9 | % | 1.9 | % | — | % | 1.9 | % | 1.9 | % | |||||
For the Six Months Ended June 30, 2019 compared with the Six Months Ended June 30, 2018 | |||||||||||||||
Reported | CC Growth(2) | Inorganic(1,3) | Organic Growth(4) | Organic CC Growth(5) | |||||||||||
Revenue: | |||||||||||||||
Consolidated(1) | 16.4 | % | 17.9 | % | 10.0 | % | 6.4 | % | 7.9 | % | |||||
U.S. Markets | 10.6 | % | 10.6 | % | 5.3 | % | 5.3 | % | 5.3 | % | |||||
Financial Services | 7.2 | % | 7.2 | % | 2.3 | % | 4.8 | % | 4.8 | % | |||||
Emerging Verticals | 14.5 | % | 14.5 | % | 8.6 | % | 5.9 | % | 5.9 | % | |||||
International(1) | 46.9 | % | 54.7 | % | 36.2 | % | 10.7 | % | 18.5 | % | |||||
Canada | 5.3 | % | 9.9 | % | — | % | 5.3 | % | 9.9 | % | |||||
Latin America | 1.1 | % | 10.2 | % | — | % | 1.1 | % | 10.2 | % | |||||
United Kingdom(1) | nm | nm | nm | nm | nm | ||||||||||
Africa | (11.0 | )% | 2.5 | % | — | % | (11.0 | )% | 2.5 | % | |||||
India | 34.6 | % | 44.2 | % | — | % | 34.6 | % | 44.2 | % | |||||
Asia Pacific | 3.3 | % | 3.5 | % | — | % | 3.3 | % | 3.5 | % | |||||
Consumer Interactive | 4.9 | % | 4.9 | % | — | % | 4.9 | % | 4.9 | % | |||||
Adjusted Revenue: | |||||||||||||||
Consolidated(1) | 17.0 | % | 18.4 | % | 10.5 | % | 6.5 | % | 7.9 | % | |||||
U.S. Markets | 10.6 | % | 10.6 | % | 5.3 | % | 5.3 | % | 5.3 | % | |||||
Financial Services | 7.2 | % | 7.2 | % | 2.3 | % | 4.8 | % | 4.8 | % | |||||
Emerging Verticals | 14.6 | % | 14.6 | % | 8.7 | % | 5.9 | % | 5.9 | % | |||||
International(1) | 49.7 | % | 57.4 | % | 38.6 | % | 11.0 | % | 18.8 | % | |||||
Canada | 5.3 | % | 9.9 | % | — | % | 5.3 | % | 9.9 | % | |||||
Latin America | 1.1 | % | 10.2 | % | — | % | 1.1 | % | 10.2 | % | |||||
United Kingdom(1) | nm | nm | nm | nm | nm | ||||||||||
Africa | (11.0 | )% | 2.5 | % | — | % | (11.0 | )% | 2.5 | % | |||||
India | 34.6 | % | 44.2 | % | — | % | 34.6 | % | 44.2 | % | |||||
Asia Pacific | 3.3 | % | 3.5 | % | — | % | 3.3 | % | 3.5 | % | |||||
Consumer Interactive | 4.9 | % | 4.9 | % | — | % | 4.9 | % | 4.9 | % | |||||
Adjusted EBITDA: | |||||||||||||||
Consolidated(1) | 18.7 | % | 20.3 | % | 9.0 | % | 9.7 | % | 11.3 | % | |||||
U.S. Markets | 12.9 | % | 12.9 | % | 2.1 | % | 10.8 | % | 10.8 | % | |||||
International(1) | 67.7 | % | 76.7 | % | 43.4 | % | 24.2 | % | 33.3 | % | |||||
Consumer Interactive | 3.9 | % | 3.9 | % | — | % | 3.9 | % | 3.9 | % | |||||
(1) | We acquired Callcredit, which is our United Kingdom region in our International segment, on June 19, 2018. Our 2018 consolidated, International segment and United Kingdom region revenue, Adjusted Revenue and Adjusted EBITDA include the activity of Callcredit from the date of acquisition, which obscures comparability of our results between periods. |
(2) | CC (constant currency) growth rates assume foreign currency exchange rates are consistent between years. This allows financial results to be evaluated without the impact of fluctuations in foreign currency exchange rates. |
(3) | Inorganic growth rate represents growth attributable to the first twelve months of activity for recent business acquisitions. |
(4) | Organic growth rate is the reported growth rate less the inorganic growth rate. |
(5) | Organic CC growth rate is the CC growth rate less inorganic growth rate. |
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Revenue and Adjusted Revenue: | |||||||||||||||
U.S. Markets gross revenue | |||||||||||||||
Financial Services | $ | 213.0 | $ | 192.6 | $ | 402.1 | $ | 375.2 | |||||||
Emerging Verticals | 192.9 | 165.6 | 372.6 | 325.3 | |||||||||||
Total U.S. Markets gross revenue | 405.9 | 358.2 | 774.7 | 700.5 | |||||||||||
Acquisition revenue - related adjustments(1) | 0.2 | — | 0.4 | — | |||||||||||
U.S. Markets gross Adjusted Revenue | $ | 406.0 | $ | 358.2 | $ | 775.0 | $ | 700.5 | |||||||
International gross revenue | |||||||||||||||
Canada | 25.4 | 24.2 | 48.4 | 45.9 | |||||||||||
Latin America | 26.2 | 25.8 | 51.5 | 51.0 | |||||||||||
UK | 46.6 | 7.7 | 88.8 | 7.7 | |||||||||||
Africa | 14.0 | 15.6 | 29.0 | 32.6 | |||||||||||
India | 24.9 | 18.9 | 52.6 | 39.1 | |||||||||||
Asia Pacific | 14.0 | 14.1 | 26.8 | 26.0 | |||||||||||
Total International gross revenue | 151.1 | 106.3 | 297.1 | 202.3 | |||||||||||
Acquisition revenue - related adjustments(1) | 1.6 | — | 5.6 | — | |||||||||||
International Adjusted Revenue | $ | 152.7 | $ | 106.3 | $ | 302.7 | $ | 202.3 | |||||||
Consumer Interactive gross revenue | $ | 123.6 | $ | 117.6 | $ | 246.9 | $ | 235.5 | |||||||
Less: intersegment eliminations | |||||||||||||||
U.S. Markets | (17.2 | ) | (17.5 | ) | (34.7 | ) | (34.9 | ) | |||||||
International | (1.3 | ) | (1.4 | ) | (2.5 | ) | (2.6 | ) | |||||||
Consumer Interactive | (0.2 | ) | (0.2 | ) | (0.4 | ) | (0.3 | ) | |||||||
Total intersegment eliminations | (18.6 | ) | (19.0 | ) | (37.5 | ) | (37.8 | ) | |||||||
Total revenue, as reported | $ | 661.9 | $ | 563.1 | $ | 1,281.2 | $ | 1,100.5 | |||||||
Acquisition revenue-related adjustments(1) | 1.7 | — | 5.9 | — | |||||||||||
Consolidated Adjusted Revenue | $ | 663.6 | $ | 563.1 | $ | 1,287.1 | $ | 1,100.5 | |||||||
Adjusted EBITDA: | |||||||||||||||
U.S. Markets | $ | 175.4 | $ | 147.9 | $ | 317.5 | $ | 281.2 | |||||||
International | 59.6 | 41.2 | 124.5 | 74.3 | |||||||||||
Consumer Interactive | 59.1 | 58.0 | 119.3 | 114.9 | |||||||||||
Corporate | (30.4 | ) | (26.4 | ) | (58.7 | ) | (47.1 | ) | |||||||
Consolidated Adjusted EBITDA | $ | 263.7 | $ | 220.6 | $ | 502.6 | $ | 423.3 | |||||||
Adjusted EBITDA margin: | |||||||||||||||
U.S. Markets | 43.2 | % | 41.3 | % | 41.0 | % | 40.1 | % | |||||||
International | 39.0 | % | 38.8 | % | 41.1 | % | 36.7 | % | |||||||
Consumer Interactive | 47.8 | % | 49.3 | % | 48.3 | % | 48.8 | % | |||||||
Consolidated | 39.7 | % | 39.2 | % | 39.1 | % | 38.5 | % | |||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Reconciliation of net income attributable to TransUnion to consolidated Adjusted EBITDA: | |||||||||||||||
Net income attributable to TransUnion | $ | 101.5 | $ | 55.0 | $ | 172.4 | $ | 128.1 | |||||||
Discontinued operations, net of tax | 3.0 | — | 4.6 | — | |||||||||||
Net income from continuing operations attributable to TransUnion | 104.5 | 55.0 | 177.0 | 128.2 | |||||||||||
Net interest expense | 43.4 | 24.5 | 86.9 | 46.4 | |||||||||||
Provision for income taxes | 39.4 | 15.8 | 39.9 | 43.5 | |||||||||||
Depreciation and amortization | 89.2 | 68.0 | 182.7 | 134.6 | |||||||||||
EBITDA | 276.4 | 163.4 | 486.5 | 352.6 | |||||||||||
Adjustments to EBITDA: | |||||||||||||||
Acquisition-related revenue adjustments(1) | 1.7 | — | 5.9 | — | |||||||||||
Stock-based compensation(2) | 8.2 | 16.0 | 20.9 | 26.9 | |||||||||||
Mergers and acquisitions, divestitures and business optimization(3) | (23.9 | ) | 25.9 | (12.6 | ) | 29.2 | |||||||||
Other(4) | 1.3 | 15.3 | 1.9 | 14.7 | |||||||||||
Total adjustments to EBITDA | (12.7 | ) | 57.2 | 16.2 | 70.7 | ||||||||||
Consolidated Adjusted EBITDA | $ | 263.7 | $ | 220.6 | $ | 502.6 | $ | 423.3 | |||||||
(1) | This adjustment represents certain non-cash adjustments related to acquired entities, predominantly adjustments to increase revenue resulting from purchase accounting reductions to deferred revenue we record on the opening balance sheets of acquired entities. Deferred revenue results when a company receives payment in advance of fulfilling their performance obligations under contracts. Business combination accounting rules require us to record deferred revenue of acquired entities at fair value if we are obligated to perform any future services under these contracts. The fair value of this deferred revenue is determined based on the direct and indirect incremental costs of fulfilling our performance obligations under these contracts, plus a normal profit margin. Generally, this fair value calculation results in a reduction to the purchased deferred revenue balance. The above adjustment includes an estimate for the increase in revenue equal to the difference between what the acquired entities would have recorded as revenue and the lower revenue we record as a result of the reduced deferred revenue balance. This increase is partially offset by an estimated decrease to revenue for certain acquired non-core customer contracts that are not classified as discontinued operations that will expire within approximately one year from the date of acquisition. We present Adjusted Revenue as a supplemental measure of our revenue because we believe it provides meaningful information regarding our revenue and provides a basis to compare revenue between periods. In addition, our board of directors and executive management team use Adjusted Revenue as a compensation measure under our incentive compensation plans. The table above provides a reconciliation for revenue to Adjusted Revenue. |
(2) | Consisted of stock-based compensation and cash-settled stock-based compensation. |
(3) | For the three months ended June 30, 2019, consisted of the following adjustments: a $(31.2) million gain on a Cost Method investment resulting from an observable price change for a similar investment of the same issuer; a $(0.9) million adjustment to contingent consideration expense from previous acquisitions; a $(0.2) million reimbursement for transition services provided to the buyers of certain of our discontinued operations; $4.4 million of Callcredit integration costs; a $3.3 million loss on the impairment of a Cost Method investment; and $0.8 million of acquisition expenses. |
(4) | For the three months ended June 30, 2019, consisted of the following adjustments: $0.8 million of deferred loan fees written off as a result of the prepayments on our debt; $0.6 million of loan fees; and $(0.1) from currency remeasurement. |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2019 | 2018 | 2019 | 2018 | |||||||||||||
Net income attributable to TransUnion | $ | 101.5 | $ | 55.0 | $ | 172.4 | $ | 128.1 | ||||||||
Discontinued operations | 3.0 | — | 4.6 | — | ||||||||||||
Net income from continuing operations attributable to TransUnion | 104.5 | 55.0 | 177.0 | 128.2 | ||||||||||||
Adjustments before income tax items: | ||||||||||||||||
Acquisition revenue-related adjustments (1) | 1.7 | — | 5.9 | — | ||||||||||||
Stock-based compensation(2) | 8.2 | 16.0 | 20.9 | 26.9 | ||||||||||||
Mergers and acquisitions, divestitures and business optimization(3) | (23.9 | ) | 25.9 | (12.6 | ) | 29.2 | ||||||||||
Other(4) | 0.7 | 15.0 | 1.0 | 13.9 | ||||||||||||
Amortization of certain intangible assets(5) | 52.5 | 38.3 | 109.2 | 74.8 | ||||||||||||
Total adjustments before income tax items | 39.2 | 95.1 | 124.4 | 144.8 | ||||||||||||
Change in provision for income taxes per schedule 4 | (11.8 | ) | (31.4 | ) | (54.6 | ) | (46.7 | ) | ||||||||
Adjusted Net Income | $ | 131.8 | $ | 118.8 | $ | 246.8 | $ | 226.4 | ||||||||
Adjusted Earnings per Share: | ||||||||||||||||
Basic | $ | 0.70 | $ | 0.64 | $ | 1.32 | $ | 1.23 | ||||||||
Diluted(6) | $ | 0.69 | $ | 0.62 | $ | 1.29 | $ | 1.19 | ||||||||
Weighted-average shares outstanding: | ||||||||||||||||
Basic | 187.5 | 184.3 | 187.1 | 184.0 | ||||||||||||
Diluted(6) | 191.3 | 190.8 | 191.2 | 190.5 | ||||||||||||
(1) | This adjustment represents certain non-cash adjustments related to acquired entities, predominantly adjustments to increase revenue resulting from purchase accounting reductions to deferred revenue we record on the opening balance sheets of acquired entities. Deferred revenue results when a company receives payment in advance of fulfilling their performance obligations under contracts. Business combination accounting rules require us to record deferred revenue of acquired entities at fair value if we are obligated to perform any future services under these contracts. The fair value of this deferred revenue is determined based on the direct and indirect incremental costs of fulfilling our performance obligations under these contracts, plus a normal profit margin. Generally, this fair value calculation results in a reduction to the purchased deferred revenue balance. The above adjustment includes an estimate for the increase in revenue equal to the difference between what the acquired entities would have recorded as revenue and the lower revenue we record as a result of the reduced deferred revenue balance. This increase is partially offset by an estimated decrease to revenue for certain acquired non-core customer contracts that are not classified as discontinued operations that will expire within approximately one year from the date of acquisition. |
(2) | Consisted of stock-based compensation and cash-settled stock-based compensation. |
(3) | For the three months ended June 30, 2019, consisted of the following adjustments: a $(31.2) million gain on a Cost Method investment resulting from an observable price change for a similar investment of the same issuer; a $(0.9) million adjustment to contingent consideration expense from previous acquisitions; a $(0.2) million reimbursement for transition services provided to the buyers of certain of our discontinued operations; $4.4 million of Callcredit integration costs; a $3.3 million loss on the impairment of a Cost Method investment; and $0.8 million of acquisition expenses. |
(4) | For the three months ended June 30, 2019, consisted of the following adjustments: $0.8 million of deferred loan fees written off as a result of the prepayments on our debt and a ($0.1) million gain from currency remeasurement of our foreign operations. |
(5) | Consisted of amortization of intangible assets from our 2012 change in control and amortization of intangible assets established in business acquisitions after our 2012 change in control. |
(6) | As of June 30, 2019, there were 1.1 million contingently issuable stock-based awards outstanding that were excluded from the diluted earnings per share calculation because the contingencies had not been met. |
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
Income before income taxes | $ | 146.3 | $ | 73.1 | $ | 221.8 | $ | 176.1 | |||||||
Total adjustments before income taxes per Schedule 3 | 39.2 | 95.1 | 124.4 | 144.8 | |||||||||||
Adjusted income before income taxes | $ | 185.6 | $ | 168.2 | $ | 346.3 | $ | 321.0 | |||||||
(Provision) for income taxes | (39.4 | ) | (15.8 | ) | (39.9 | ) | (43.5 | ) | |||||||
Adjustments for income taxes: | |||||||||||||||
Tax effect of above adjustments(1) | (5.8 | ) | (22.5 | ) | (25.6 | ) | (34.0 | ) | |||||||
Eliminate impact of excess tax benefits for share compensation(2) | (6.3 | ) | (9.8 | ) | (27.3 | ) | (18.1 | ) | |||||||
Other(3) | 0.2 | 1.0 | (1.7 | ) | 5.4 | ||||||||||
Total adjustments for income taxes | (11.8 | ) | (31.4 | ) | (54.6 | ) | (46.7 | ) | |||||||
Adjusted provision for income taxes | $ | (51.2 | ) | $ | (47.2 | ) | $ | (94.5 | ) | $ | (90.2 | ) | |||
Effective tax rate | 26.9 | % | 21.7 | % | 18.0 | % | 24.7 | % | |||||||
Adjusted Effective Tax Rate | 27.6 | % | 28.1 | % | 27.3 | % | 28.1 | % | |||||||
(1) | Tax rates used to calculate the tax expense impact are based on the nature of each item. |
(2) | Eliminates the impact of excess tax benefits for share compensation. |
(3) | Eliminates impact of state tax rate changes on deferred taxes, valuation allowances on foreign net operating losses, and valuation allowances on capital losses and other discrete adjustments. |
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2019 | 2018 | 2019 | 2018 | ||||||||||||
U.S. Markets | $ | 56.1 | $ | 45.5 | $ | 113.1 | $ | 90.2 | |||||||
International | 28.6 | 18.3 | 60.6 | 35.9 | |||||||||||
Consumer Interactive | 3.2 | 3.0 | 6.5 | 5.9 | |||||||||||
Corporate | 1.2 | 1.3 | 2.5 | 2.5 | |||||||||||
Total depreciation and amortization | $ | 89.2 | $ | 68.0 | $ | 182.7 | $ | 134.6 | |||||||
Three Months Ended September 30, 2019 | Twelve Months Ended December 31, 2019 | ||||||||||||||
Low | High | Low | High | ||||||||||||
Guidance reconciliation of revenue to Adjusted Revenue: | |||||||||||||||
GAAP revenue | $ | 672 | $ | 677 | $ | 2,622 | $ | 2,632 | |||||||
Acquisitions revenue-related adjustment(1) | — | — | 6 | 6 | |||||||||||
Adjusted Revenue | $ | 672 | $ | 677 | $ | 2,628 | $ | 2,638 | |||||||
Guidance reconciliation of net income attributable to TransUnion to Adjusted EBITDA: | |||||||||||||||
Net income attributable to TransUnion | $ | 75 | $ | 78 | $ | 331 | $ | 337 | |||||||
Discontinued operations, net of tax | — | — | 5 | 5 | |||||||||||
Net income attributable to TransUnion from continuing operations | 75 | 78 | 336 | 342 | |||||||||||
Interest, taxes and depreciation and amortization | 157 | 158 | 625 | 627 | |||||||||||
EBITDA | 232 | 236 | 961 | 969 | |||||||||||
Acquisitions revenue-related adjustment(1) | — | — | 6 | 6 | |||||||||||
Stock-based compensation, mergers, acquisitions divestitures and business optimization-related expenses and other adjustments(2) | 36 | 36 | 70 | 70 | |||||||||||
Adjusted EBITDA | $ | 269 | $ | 273 | $ | 1,036 | $ | 1,044 | |||||||
Reconciliation of diluted earnings per share from continuing operations to Adjusted Diluted Earnings per Share from Continuing Operations: | |||||||||||||||
Diluted earnings per share from continuing operations | $ | 0.39 | $ | 0.41 | $ | 1.75 | $ | 1.78 | |||||||
Adjustments to diluted earnings per share(1)(2) | 0.30 | 0.30 | 0.91 | 0.90 | |||||||||||
Adjusted Diluted Earnings per Share from Continuing Operations | $ | 0.69 | $ | 0.71 | $ | 2.66 | $ | 2.69 | |||||||
(1) | This adjustment represents certain non-cash adjustments related to acquired entities, predominantly adjustments to increase revenue resulting from purchase accounting reductions to deferred revenue we record on the opening balance sheets of acquired entities. Deferred revenue results when a company receives payment in advance of fulfilling their performance obligations under contracts. Business combination accounting rules require us to record deferred revenue of acquired entities at fair value if we are obligated to perform any future services under these contracts. The fair value of this deferred revenue is determined based on the direct and indirect incremental costs of fulfilling our performance obligations under these contracts, plus a normal profit margin. Generally, this fair value calculation results in a reduction to the purchased deferred revenue balance. The above adjustment includes an estimate for the increase in revenue equal to the difference between what the acquired entities would have recorded as revenue and the lower revenue we record as a result of the reduced deferred revenue balance. This increase is partially offset by an estimated decrease to revenue for certain acquired non-core customer contracts that are not classified as discontinued operations that will expire within approximately one year. We present Adjusted Revenue as a supplemental measure of our revenue because we believe it provides meaningful information regarding our revenue and provides a basis to compare revenue between periods. In addition, our board of directors and executive management team use Adjusted Revenue as a compensation measure under our incentive compensation plan. The table above provides a reconciliation for revenue to Adjusted Revenue. The estimated adjustments to revenue are subject to change as we finalize the fair value assessments of the deferred revenue acquired with recent acquisitions and as we complete our assessment of the non-core customer contracts. |
(2) | This adjustment includes the same adjustments we make to our Adjusted EBITDA and Adjusted Net Income as discussed in the Non-GAAP Financial Measures section of our earnings release, which includes the Callcredit integration-related costs as well as an adjustment for the item discussed in the Subsequent Event section of this earnings release. |