EX-99.1 2 amk-ex991_6.htm EX-99.1 amk-ex991_6.htm

 

 

 

 

Exhibit 99.1

 

AssetMark Reports Record $57.9B Platform Assets for Third Quarter 2019

 

CONCORD, Calif., November 5, 2019 (GLOBE NEWSWIRE) — AssetMark Financial Holdings, Inc. (NYSE: AMK) today announced financial results for the quarter ended September 30, 2019.

 

Third Quarter 2019 Financial and Operational Highlights

 

Net loss for the quarter was $3.7 million, or $0.05 per share, driven primarily by an increase in share-based compensation expenses attributed to the growth in our valuation.

Adjusted net income for the quarter was $17.1 million, or $0.25 per share, on total revenue of $110.1 million.

Adjusted EBITDA for the quarter was $29.2 million, or 26.6% of total revenue.

Platform assets increased 21.0% year-over-year and 3.3% quarter-over-quarter to $57.9 billion, aided by quarterly net flows of $1.4 billion and market impact net of fees of $494 million.

Year-to-date annualized net flows as a percentage of beginning-of-year platform assets were 12.7%.

More than 4,000 new households and over 200 new producing advisors joined the AssetMark platform during the third quarter. In total, as of September 30th, 2019, there were over 7,900 advisors and nearly 159,500 investor households on the AssetMark platform.

We realized 23.4% year-to-date production lift from existing advisors in the third quarter indicating that advisors continued to grow organically and increase wallet share on our platform.

In July, we used proceeds from our IPO, together with cash on hand, to pay down $125 million on our seven-year term loan that comes due in 2025.

In September, we announced our entry into a definitive agreement to acquire OBS Financial, a $2B+ TAMP that serves 300+ independent financial advisors, 21 banks, and 6,500 clients.

“AssetMark produced strong operating and financial results in the third quarter, highlighted by double-digit year-over-year growth in total revenue, adjusted EBITDA and platform assets, which are at an all-time high,” said Charles Goldman, President and

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CEO. “I am particularly pleased with our team’s ability to execute on our strategy in the midst of industry-wide fee compression, a declining interest rate environment and volatile equity markets. We will continue to focus on what we can control and manage the business for the long-term.”

Goldman concluded, “Building on our success so far in 2019, our attention turns to executing our strategic priorities in 2020. First, we are focused on continuing to enhance our technology, service and investments offering in order to make a positive impact in the lives of our advisors and their clients. Second, we will look to expand to adjacent channels, such as the RIA market and bank trust channel, to continue to add advisors and assets to our platform. Lastly, we will work to continue to expand margins through organic growth and scale in the business.”

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2

 

 


 

 

 

 

Key Operating Metrics

 

 

 

 

 

 

 

 

 

 

 

Variance

 

 

 

3Q19

 

 

3Q18

 

 

per year

 

Operational metrics:

 

 

 

 

 

 

 

 

 

 

 

 

Platform assets at period-beginning (millions of dollars)

 

 

56,051

 

 

 

45,274

 

 

 

23.8

%

Net flows (millions of dollars)

 

 

1,357

 

 

 

1,442

 

 

 

-5.9

%

Market impact net of fees (millions of dollars)

 

 

494

 

 

 

1,152

 

 

 

-57.1

%

Acquisition impact

 

 

 

 

 

NM

 

Platform assets at period-end (millions of dollars)

 

 

57,902

 

 

 

47,868

 

 

 

21.0

%

Net flows lift (% of beginning of year platform assets)

 

 

3.00

%

 

 

3.40

%

 

(40 bps)

 

Advisors (at period-end)

 

 

7,920

 

 

 

7,491

 

 

 

5.7

%

Engaged advisors (at period-end)

 

 

2,159

 

 

 

1,903

 

 

 

13.5

%

Assets from engaged advisors (at period-end) (millions of dollars)

 

 

51,207

 

 

 

41,582

 

 

 

23.1

%

Households (at period-end)

 

 

159,496

 

 

 

129,707

 

 

 

23.0

%

New producing advisors

 

 

203

 

 

 

245

 

 

 

-17.1

%

Production lift from existing advisors ( year-to-date %)

 

 

23.40

%

 

 

21.80

%

 

160 bps

 

Assets in custody at ATC (at period-end) (millions of dollars)

 

 

39,739

 

 

 

33,442

 

 

 

18.8

%

ATC client cash (at period-end) (millions of dollars)

 

 

1,754

 

 

 

1,184

 

 

 

48.2

%

Financial metrics:

 

 

 

 

 

 

 

 

 

 

 

 

Total revenue (millions of dollars)

 

 

110

 

 

 

93

 

 

 

18.5

%

Net income (loss) (millions of dollars)

 

 

(4

)

 

 

10

 

 

NM

 

Net income (loss) margin (%)

 

 

-3.40

%

 

 

11.10

%

 

(1450bps)

 

Capital expenditure (millions of dollars)

 

 

6

 

 

 

4

 

 

 

41.9

%

Non-GAAP financial metrics:

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA (millions of dollars)

 

 

29

 

 

 

24

 

 

 

23.0

%

Adjusted EBITDA margin (%)

 

 

26.60

%

 

 

25.60

%

 

100 bps

 

Adjusted net income (millions of dollars)

 

 

17

 

 

 

16

 

 

 

4.8

%

 

Note: Percentage variance based on actual numbers, not rounded results

 

Webcast and Conference Call Information

 

AssetMark will host a live conference call and webcast to discuss its third quarter 2019 results.  In conjunction with this earnings press release, AssetMark has posted an earnings presentation on its investor relations website at http://ir.assetmark.com. Conference call and webcast details are as follows:

 

Date: November 5, 2019

Time: 2:00 p.m. PT; 5:00 p.m. ET

Phone: 866-211-4156 (international dial-in: 647-689-6721); password: 8589082

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Webcast: http://ir.assetmark.com. Please access the website 10 minutes prior to the start time. The webcast will be available in recorded form at http://ir.assetmark.com for 14 days from November 5, 2019.

 

About AssetMark Financial Holdings, Inc. 

 

AssetMark is a leading provider of extensive wealth management and technology solutions that power independent financial advisors and their clients. Through AssetMark, Inc., its investment advisor subsidiary registered with the Securities and Exchange Commission, AssetMark operates a platform that comprises fully integrated technology, personalized and scalable service and curated investment platform solutions designed to make a difference in the lives of advisors and their clients. AssetMark had $57.9 billion in platform assets as of September 30, 2019 and has a history of innovation spanning more than 20 years.

 

Forward-Looking Statements

 

This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our future financial and operating performance, which involve risks and uncertainties. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “intends,” “believes,” “estimates,” “predicts,” “potential” or “continue,” the negative of these terms and other comparable terminology that conveys uncertainty of future events or outcomes. These forward-looking statements involve known and unknown risks, uncertainties, assumptions and other factors that may cause actual results to differ materially from statements made in this press release, including in relation to our ability to attract and retain advisors, competition in the industry in which we operate, the interest rate environment, shifting investor preferences, our financial performance, investments in new products, services and capabilities, our ability to execute strategic transactions, legal and regulatory developments and general market, political, economic and business conditions. Other potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our prospectus dated July 17, 2019 filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, which will be filed following this earnings release. All information provided in this release is based on information

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available to us as of the date of this press release and any forward-looking statements contained herein are based on assumptions that we believe are reasonable as of this date. Undue reliance should not be placed on the forward-looking statements in this press release, which are inherently uncertain. We undertake no duty to update this information unless required by law.

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AssetMark Financial Holdings, Inc.

Condensed Consolidated Balance Sheets

(in thousands except share data and par value)

 

 

 

September 30,

2019

 

 

December 31,

2018

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

83,236

 

 

$

105,354

 

Restricted cash

 

 

7,500

 

 

 

7,000

 

Investments, at fair value

 

 

373

 

 

 

333

 

Fees and other receivables

 

 

9,449

 

 

 

8,760

 

Federal income tax receivable

 

 

1,214

 

 

 

586

 

State income tax receivable

 

 

872

 

 

 

332

 

Other current assets

 

 

6,568

 

 

 

4,391

 

Total current assets

 

 

109,212

 

 

 

126,756

 

Property, plant and equipment, net

 

 

7,100

 

 

 

7,040

 

Capitalized software, net

 

 

70,677

 

 

 

72,644

 

Other intangible assets, net

 

 

653,178

 

 

 

642,420

 

Goodwill

 

 

325,376

 

 

 

298,415

 

Total assets

 

$

1,165,543

 

 

$

1,147,275

 

LIABILITIES AND STOCKHOLDER’S EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

486

 

 

$

730

 

Accrued liabilities and other current liabilities

 

 

39,004

 

 

 

38,200

 

Current portion of long-term debt

 

 

 

 

 

2,305

 

Current portion of acquisition earn-out

 

 

 

 

 

8,000

 

Total current liabilities

 

 

39,490

 

 

 

49,235

 

Long-term debt, net

 

 

121,645

 

 

 

242,817

 

Other long-term liabilities

 

 

9,938

 

 

 

5,097

 

Deferred income tax liabilities, net

 

 

146,836

 

 

 

151,115

 

Total long-term liabilities

 

 

278,419

 

 

 

399,029

 

Total liabilities

 

 

317,909

 

 

 

448,264

 

Commitments and contingencies

 

 

 

 

 

 

Stockholder’s equity:

 

 

 

 

 

 

 

 

Common stock, $0.001 par value (675,000,000 shares authorized and 72,400,000

   shares issued and outstanding)

 

 

72

 

 

 

66

 

Additional paid-in capital

 

 

782,439

 

 

 

635,096

 

Retained earnings

 

 

65,123

 

 

 

63,846

 

Accumulated other comprehensive income, net of tax

 

 

 

 

 

3

 

Total stockholder’s equity

 

 

847,634

 

 

 

699,011

 

Total liabilities and stockholder’s equity

 

$

1,165,543

 

 

$

1,147,275

 

 

6

 

 


 

 

 

 

AssetMark Financial Holdings, Inc.

Unaudited Condensed Consolidated Statements of Comprehensive Income

(in thousands except share and per share data)

 

 

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset-based revenue

 

$

99,211

 

 

$

86,513

 

 

$

276,547

 

 

$

248,823

 

Spread-based revenue

 

 

9,638

 

 

 

5,405

 

 

 

25,997

 

 

 

13,888

 

Other revenue

 

 

1,282

 

 

 

994

 

 

 

4,384

 

 

 

3,511

 

Total revenue

 

 

110,131

 

 

 

92,912

 

 

 

306,928

 

 

 

266,222

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset-based expenses

 

 

33,532

 

 

 

29,535

 

 

 

93,259

 

 

 

85,059

 

Spread-based expenses

 

 

1,556

 

 

 

422

 

 

 

3,629

 

 

 

1,227

 

Employee compensation

 

 

42,054

 

 

 

27,515

 

 

 

109,428

 

 

 

78,918

 

General and operating expenses

 

 

18,324

 

 

 

11,238

 

 

 

43,751

 

 

 

32,491

 

Professional fees

 

 

3,723

 

 

 

2,341

 

 

 

10,578

 

 

 

6,666

 

Interest

 

 

2,512

 

 

 

 

 

 

10,567

 

 

 

 

Depreciation and amortization

 

 

7,523

 

 

 

6,564

 

 

 

22,032

 

 

 

19,300

 

Total expenses

 

 

109,224

 

 

 

77,615

 

 

 

293,244

 

 

 

223,661

 

Income before income taxes

 

 

907

 

 

 

15,297

 

 

 

13,684

 

 

 

42,561

 

Provision for income taxes

 

 

4,635

 

 

 

4,943

 

 

 

11,364

 

 

 

13,151

 

Net income (loss)

 

 

(3,728

)

 

 

10,354

 

 

 

2,320

 

 

 

29,410

 

Other comprehensive income, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain on investments, net of tax

 

 

 

 

 

7

 

 

 

 

 

 

7

 

Net comprehensive income (loss)

 

$

(3,728

)

 

$

10,361

 

 

$

2,320

 

 

$

29,417

 

Net income (loss) per share attributable to common shareholder:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share, basic and diluted

 

$

(0.05

)

 

$

0.16

 

 

$

0.03

 

 

$

0.44

 

Weighted average number of common shares outstanding, basic

 

 

69,275,000

 

 

 

66,150,000

 

 

 

69,275,000

 

 

 

66,150,000

 

Weighted average number of common shares outstanding, diluted

 

 

69,503,611

 

 

 

66,150,000

 

 

 

69,503,611

 

 

 

66,150,000

 

 

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AssetMark Financial Holdings, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2019

 

 

2018

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

Net income

 

$

2,320

 

 

$

29,410

 

Adjustments to reconcile net earnings to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

22,032

 

 

 

19,300

 

Interest

 

 

478

 

 

 

 

Deferred income taxes

 

 

173

 

 

 

301

 

Share-based compensation

 

 

22,093

 

 

 

4,256

 

Changes in certain assets and liabilities:

 

 

 

 

 

 

 

 

Fees and other receivables, net

 

 

(615

)

 

 

(1,251

)

Payable to related party

 

 

(314

)

 

 

(130

)

Other current assets

 

 

(1,461

)

 

 

789

 

Accounts payable, accrued expenses and other liabilities

 

 

(10,972

)

 

 

(9,210

)

Income tax receivable and payable

 

 

(1,168

)

 

 

(1,552

)

Net cash provided by operating activities

 

 

32,566

 

 

 

41,913

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

Purchase of Global Financial Private Capital, LLC

 

 

(35,789

)

 

 

 

Purchase of investments

 

 

(24

)

 

 

(300

)

Purchase of property and equipment

 

 

(1,341

)

 

 

(810

)

Purchase of computer software

 

 

(14,990

)

 

 

(11,095

)

Net cash used in investing activities

 

 

(52,144

)

 

 

(12,205

)

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Initial public offering proceeds

 

 

124,210

 

 

 

Payments on long-term debt

 

 

(126,250

)

 

 

 

Net cash used in financing activities

 

 

(2,040

)

 

 

 

Net change in cash, cash equivalents, and restricted cash

 

 

(21,618

)

 

 

29,708

 

Cash, cash equivalents, and restricted cash at beginning of period

 

 

112,354

 

 

 

57,147

 

Cash, cash equivalents, and restricted cash at end of period

 

$

90,736

 

 

$

86,855

 

SUPPLEMENTAL CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

Income taxes paid

 

$

11,783

 

 

$

14,915

 

Interest paid

 

$

10,076

 

 

$

 

 

Explanations and Reconciliations of Non-GAAP Financial Measures

 

In addition to our results determined in accordance with U.S. generally accepted accounting principles (“GAAP”), we believe adjusted EBITDA, adjusted EBITDA margin and adjusted net income, all of which are non-GAAP measures, are useful in evaluating our performance. We use adjusted EBITDA, adjusted EBITDA margin and adjusted net income to evaluate our ongoing operations and for internal planning and forecasting

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purposes. We believe that such non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, such non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP.

Other companies, including companies in our industry, may calculate similarly titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison.  

Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures and not rely on any single financial measure to evaluate our business.

Adjusted EBITDA and Adjusted EBITDA Margin

 

Adjusted EBITDA is defined as EBITDA (net income plus interest expense, income tax expense, depreciation and amortization and less interest income), further adjusted to exclude certain non-cash charges and other adjustments set forth below. Adjusted EBITDA margin is defined as adjusted EBITDA divided by total revenue. Adjusted EBITDA and adjusted EBITDA margin are useful financial metrics in assessing our operating performance from period to period because they exclude certain items that we believe are not representative of our core business, such as certain material non-cash items and other adjustments such as share-based compensation, strategic initiatives and reorganization and integration costs. We believe that adjusted EBITDA and adjusted EBITDA margin, viewed in addition to, and not in lieu of, our reported GAAP results, provide useful information to investors regarding our performance and overall results of operations for various reasons, including:

 

non-cash equity grants made to employees at a certain price and point in time do not necessarily reflect how our business is performing at any particular time; as such, share-based compensation expense is not a key measure of our operating performance; and

 

costs associated with acquisitions and the resulting integrations, debt refinancing, restructuring, litigation and conversions can vary from period to period and transaction to transaction; as such, expenses associated with these activities are not considered a key measure of our operating performance.

 

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We use adjusted EBITDA and adjusted EBITDA margin:

 

as measures of operating performance;

 

for planning purposes, including the preparation of budgets and forecasts;

 

to allocate resources to enhance the financial performance of our business;

 

to evaluate the effectiveness of our business strategies;

 

in communications with our board of directors concerning our financial performance; and

 

as considerations in determining compensation for certain employees.

 

Adjusted EBITDA and adjusted EBITDA margin have limitations as analytical tools, and should not be considered in isolation to, or as substitutes for, analysis of our results as reported under GAAP. Some of these limitations are:

 

 

adjusted EBITDA and adjusted EBITDA margin do not reflect all cash expenditures, future requirements for capital expenditures or contractual commitments;

 

adjusted EBITDA and adjusted EBITDA margin do not reflect changes in, or cash requirements for, working capital needs;

 

adjusted EBITDA and adjusted EBITDA margin do not reflect interest expense on our debt or the cash requirements necessary to service interest or principal payments; and

 

the definitions of adjusted EBITDA and adjusted EBITDA margin can differ significantly from company to company and as a result have limitations when comparing similarly titled measures across companies.

 

 

 

 

 

 

 

 

 

 

 

 

 

10

 

 


 

 

 

 

Set forth below is a reconciliation from net income, the most directly comparable U.S. GAAP financial measure, to adjusted EBITDA for the three months and nine months ended September 30, 2019 and 2018.

 

 

 

Three Months Ended September 30, 2019

 

 

Three Months Ended September 30, 2018

 

(in thousands)

 

Compensation

 

 

Non-Compensation

 

 

Total

 

 

Compensation

 

 

Non-Compensation

 

 

Total

 

Net income (loss)

 

 

 

 

 

 

 

 

 

$

(3,728

)

 

 

 

 

 

 

 

 

 

$

10,354

 

Provision for income taxes

 

 

 

 

$

4,635

 

 

 

4,635

 

 

 

 

 

$

4,943

 

 

 

4,943

 

Interest income (loss)

 

 

 

 

 

(664

)

 

 

(664

)

 

 

 

 

 

(524

)

 

 

(524

)

Interest expense

 

 

 

 

 

2,512

 

 

 

2,512

 

 

 

 

 

 

 

 

 

 

Amortization/depreciation

 

 

 

 

 

7,523

 

 

 

7,523

 

 

 

 

 

 

6,564

 

 

 

6,564

 

EBITDA

 

 

 

 

 

14,006

 

 

 

10,278

 

 

 

 

 

 

10,983

 

 

 

21,337

 

Share-based compensation(1)

 

$

11,641

 

 

 

 

 

 

11,641

 

 

$

1,517

 

 

 

 

 

 

1,517

 

IPO readiness(2)

 

 

 

 

 

1,501

 

 

 

1,501

 

 

 

11

 

 

 

670

 

 

 

681

 

Reorganization and integration costs(3)

 

 

141

 

 

 

21

 

 

 

162

 

 

 

220

 

 

 

10

 

 

 

230

 

Acquisition expenses(4)

 

 

1,380

 

 

 

1,982

 

 

 

3,362

 

 

 

 

 

 

 

 

 

 

Debt acquisition cost write-down(5)

 

 

 

 

 

2,296

 

 

 

2,296

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

13,162

 

 

$

19,806

 

 

$

29,240

 

 

$

1,748

 

 

$

11,663

 

 

$

23,765

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30, 2019

 

 

Nine Months Ended September 30, 2018

 

(in thousands)

 

Compensation

 

 

Non-Compensation

 

 

Total

 

 

Compensation

 

 

Non-Compensation

 

 

Total

 

Net income (loss)

 

 

 

 

 

 

 

 

 

$

2,320

 

 

 

 

 

 

 

 

 

 

$

29,410

 

Provision for income taxes

 

 

 

 

$

11,364

 

 

 

11,364

 

 

 

 

 

$

13,151

 

 

 

13,151

 

Interest income (loss)

 

 

 

 

 

(2,286

)

 

 

(2,286

)

 

 

 

 

 

(1,256

)

 

 

(1,256

)

Interest expense

 

 

 

 

 

10,567

 

 

 

10,567

 

 

 

 

 

 

 

 

 

 

Amortization/depreciation

 

 

 

 

 

22,032

 

 

 

22,032

 

 

 

 

 

 

19,300

 

 

 

19,300

 

EBITDA

 

 

 

 

 

41,677

 

 

 

43,997

 

 

 

 

 

 

31,195

 

 

 

60,605

 

Share-based compensation(1)

 

$

22,093

 

 

 

 

 

 

22,093

 

 

$

4,256

 

 

 

 

 

 

4,256

 

IPO readiness(2)

 

 

 

 

 

2,835

 

 

 

2,835

 

 

 

152

 

 

 

987

 

 

 

1,139

 

Reorganization and integration costs(3)

 

 

831

 

 

 

119

 

 

 

950

 

 

 

775

 

 

 

130

 

 

 

905

 

Acquisition expenses(4)

 

 

3,525

 

 

 

4,868

 

 

 

8,393

 

 

 

 

 

 

 

 

 

 

Debt acquisition cost write-down(5)

 

 

 

 

 

2,296

 

 

 

2,296

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

26,449

 

 

$

51,795

 

 

$

80,564

 

 

$

5,183

 

 

$

32,312

 

 

$

66,905

 

 

 

(1)

“Share-based compensation” represents granted share-based compensation in the form of Class C Common Units (which are incentive units) of AssetMark Holdings LLC, our former parent company, to certain of our directors and employees. Although

11

 

 


 

 

 

 

 

this expense occurred in each measurement period, we have added the expense back in our calculation of adjusted EBITDA because of its noncash impact.

 

(2)

“IPO readiness” includes professional fees related to our preparation for becoming a public company. These expenses primarily include services for financial and human resources systems implementation, executive compensation assessments and other consulting services. Although these expenses occurred in both 2018 and the first three quarters of 2019, these expenses are nonrecurring as they are limited to our public-company readiness preparation and do not include ongoing public-company compliance costs.

 

(3)

“Reorganization and integration costs” includes costs related to our functional reorganization within our Operations, Technology and Retirement functions as well as duplicate costs related to the outsourcing of back-office operations functions. While we have incurred such expenses in all periods measured, these expenses serve varied reorganization and integration initiatives, each of which is non-recurring. We do not consider these expenses to be part of our core operations.

 

(4)

“Acquisition expenses” includes employee severance, transition and retention expenses, duplicative general and administrative expenses and other professional fees related to the acquisition of GFPC.

 

(5)

“Debt acquisition cost write-down” represents capitalized debt issuance costs extinguished due to the partial repayment of $125 million of the Company’s outstanding indebtedness under the Term Loan. The repayment was considered a substantial modification and the debt was considered partially extinguished.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12

 

 


 

 

 

 

Set forth below is a reconciliation from net income margin, the most directly comparable GAAP financial measure, to adjusted EBITDA margin for the three and nine months ended September 30, 2019 and 2018.

 

 

 

Three Months Ended September 30, 2019

 

 

Three Months Ended September 30, 2018

 

(in thousands except for percentages)

 

Compensation

 

 

Non-Compensation

 

 

Total

 

 

Compensation

 

 

Non-Compensation

 

 

Total

 

Net income (loss)

 

 

 

 

 

 

 

 

 

$

(3,728)

 

 

 

 

 

 

 

 

 

 

$

10,354

 

Net income (loss) margin

 

 

 

 

 

 

 

 

 

 

(3.4)%

 

 

 

 

 

 

 

 

 

 

 

11.1%

 

Provision for income taxes

 

 

 

 

 

4.2%

 

 

 

4.2%

 

 

 

 

 

 

5.3%

 

 

 

5.3%

 

Interest income

 

 

 

 

 

(0.6)%

 

 

 

(0.6)%

 

 

 

 

 

 

(0.5)%

 

 

 

(0.5)%

 

Interest expense

 

 

 

 

 

2.3%

 

 

 

2.3%

 

 

 

 

 

 

 

 

 

 

Amortization/depreciation

 

 

 

 

 

6.8%

 

 

 

6.8%

 

 

 

 

 

 

7.1%

 

 

 

7.1%

 

EBITDA margin

 

 

 

 

 

12.7%

 

 

 

9.3%

 

 

 

 

 

 

11.9%

 

 

 

23.0%

 

Share-based compensation(1)

 

 

10.6%

 

 

 

 

 

 

10.6%

 

 

 

1.6%

 

 

 

 

 

 

1.6%

 

IPO readiness(2)

 

 

 

 

 

1.4%

 

 

 

1.4%

 

 

 

 

 

 

0.7%

 

 

 

0.7%

 

Reorganization and integration costs(3)

 

 

0.1%

 

 

 

 

 

 

0.1%

 

 

 

0.3%

 

 

 

 

 

 

0.3%

 

Acquisition expenses(4)

 

 

1.3%

 

 

 

1.8%

 

 

 

3.1%

 

 

 

 

 

 

 

 

 

 

Debt acquisition cost write-down(5)

 

 

 

 

 

2.1%

 

 

 

2.1%

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA margin

 

 

12.0%

 

 

 

18.0%

 

 

 

26.6%

 

 

 

1.9%

 

 

 

12.5%

 

 

 

25.6%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30, 2019

 

 

Nine Months Ended September 30, 2018

 

(in thousands except for percentages)

 

Compensation

 

 

Non-Compensation

 

 

Total

 

 

Compensation

 

 

Non-Compensation

 

 

Total

 

Net income (loss)

 

 

 

 

 

 

 

 

 

$

2,320

 

 

 

 

 

 

 

 

 

 

$

29,410

 

Net income (loss) margin

 

 

 

 

 

 

 

 

 

 

0.8%

 

 

 

 

 

 

 

 

 

 

 

11.0%

 

Provision for income taxes

 

 

 

 

 

3.7%

 

 

 

3.7%

 

 

 

 

 

 

5.0%

 

 

 

5.0%

 

Interest income

 

 

 

 

 

(0.7)%

 

 

 

(0.7)%

 

 

 

 

 

 

(0.5)%

 

 

 

(0.5)%

 

Interest expense

 

 

 

 

 

3.4%

 

 

 

3.4%

 

 

 

 

 

 

 

 

 

 

Amortization/depreciation

 

 

 

 

 

7.2%

 

 

 

7.2%

 

 

 

 

 

 

7.2%

 

 

 

7.2%

 

EBITDA margin

 

 

 

 

 

13.6%

 

 

 

14.4%

 

 

 

 

 

 

11.7%

 

 

 

22.7%

 

Share-based compensation(1)

 

 

7.2%

 

 

 

 

 

 

7.2%

 

 

 

1.6%

 

 

 

 

 

 

1.6%

 

IPO readiness(2)

 

 

 

 

 

0.9%

 

 

 

0.9%

 

 

 

0.1%

 

 

 

0.3%

 

 

 

0.4%

 

Reorganization and integration costs(3)

 

 

0.3%

 

 

 

 

 

 

0.3%

 

 

 

0.3%

 

 

 

0.1%

 

 

 

0.4%

 

Acquisition expenses(4)

 

 

1.1%

 

 

 

1.6%

 

 

 

2.7%

 

 

 

 

 

 

 

 

 

 

Debt acquisition cost write-down(5)

 

 

 

 

 

0.7%

 

 

 

0.7%

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA margin

 

 

8.6%

 

 

 

16.8%

 

 

 

26.2%

 

 

 

2.0%

 

 

 

12.1%

 

 

 

25.1%

 

13

 

 


 

 

 

 

 

 

(1)

“Share-based compensation” represents granted share-based compensation in the form of Class C Common Units (which are incentive units) of AssetMark Holdings LLC, our former parent company, to certain of our directors and employees. Although this expense occurred in each measurement period, we have added the expense back in our calculation of adjusted EBITDA because of its noncash impact.

 

(2)

“IPO readiness” includes professional fees related to our preparation for becoming a public company. These expenses primarily include services for financial and human resources systems implementation, executive compensation assessments and other consulting services. Although these expenses occurred in both 2018 and the first three quarters of 2019, these expenses are nonrecurring as they are limited to our public-company readiness preparation and do not include ongoing public-company compliance costs.

 

(3)

“Reorganization and integration costs” includes costs related to our functional reorganization within our Operations, Technology and Retirement functions as well as duplicate costs related to the outsourcing of back-office operations functions. While we have incurred such expenses in all periods measured, these expenses serve varied reorganization and integration initiatives, each of which is non-recurring. We do not consider these expenses to be part of our core operations.

 

(4)

“Acquisition expenses” includes employee severance, transition and retention expenses, duplicative general and administrative expenses and other professional fees related to the acquisition of GFPC.

 

(5)

“Debt acquisition cost write-down” represents capitalized debt issuance costs extinguished due to the partial repayment of $125 million of the Company’s outstanding indebtedness under the Term Loan. The repayment was considered a substantial modification and the debt was considered partially extinguished.

 

Adjusted Net Income

 

Adjusted net income represents net income before: (a) share-based compensation expense, (b) amortization of acquisition-related intangible assets, (c) acquisition and related integration expenses, (d) restructuring and conversion costs and (e) certain other expenses. Reconciled items are tax effected using the income tax rates in effect for the applicable period, adjusted for any potentially non-deductible amounts. We prepared adjusted net income to eliminate the effects of items that we do not consider indicative of our core operating performance. We have historically not used adjusted net income for internal management reporting and evaluation purposes; however, we believe that adjusted net income, viewed in addition to, and not in lieu of, our reported GAAP results, provides useful information to investors regarding our performance and overall results of operations for various reasons, including

the following:

 

non-cash equity grants made to employees at a certain price and point in time do not necessarily reflect how our business is performing at any particular time; as such, share-based compensation expense is not a key measure of our operating performance;

 

costs associated with acquisitions and related integrations, restructuring and conversions can vary from period to period and transaction to transaction; as such, expenses associated with these activities are not considered a key measure of our operating performance; and

 

amortization expense can vary substantially from company to company and from period to period depending upon each company’s financing and accounting methods, the fair value and average expected life of acquired intangible assets and the method by which assets were acquired; as such,

14

 

 


 

 

 

 

 

the amortization of intangible assets obtained in acquisitions is not considered a key measure of our operating performance.

 

Adjusted net income does not purport to be an alternative to net income (loss) or cash flows from operating activities. The term adjusted net income is not defined under GAAP, and adjusted net income is not a measure of net income (loss), operating income or any other performance or liquidity measure derived in accordance with GAAP. Therefore, adjusted net income has limitations as an analytical tool and should not be considered in isolation to, or as a substitute for, analysis of our results as reported under GAAP. Some of these limitations are:

 

adjusted net income does not reflect all cash expenditures, future requirements for capital expenditures or contractual commitments;

 

adjusted net income does not reflect changes in, or cash requirements for, working capital needs; and

 

other companies in the financial services industry may calculate adjusted net income differently than we do, limiting its usefulness as a comparative measure.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15

 

 


 

 

 

 

Set forth below is a reconciliation from net income, the most directly comparable U.S. GAAP financial measure, to adjusted net income for the three months and nine months ended September 30, 2019 and 2018.

 

 

 

Three Months Ended September 30, 2019

 

 

Three Months Ended September 30, 2018

 

(in thousands)

 

Compensation

 

 

Non-Compensation

 

 

Total

 

 

Compensation

 

 

Non-Compensation

 

 

Total

 

Net income (loss)

 

 

 

 

 

 

 

 

 

$

(3,728

)

 

 

 

 

 

 

 

 

 

$

10,354

 

Acquisition-related amortization(1)

 

 

 

 

$

5,108

 

 

 

5,108

 

 

 

 

 

$

5,108

 

 

 

5,108

 

Expense adjustments(2)

 

$

1,520

 

 

 

5,800

 

 

 

7,320

 

 

$

231

 

 

 

680

 

 

 

911

 

Share-based compensation

 

 

11,641

 

 

 

 

 

 

11,641

 

 

 

1,517

 

 

 

 

 

 

1,517

 

Tax effect of adjustments(3)

 

 

(395

)

 

 

(2,836

)

 

 

(3,231

)

 

 

(60

)

 

 

(1,505

)

 

 

(1,565

)

Adjusted net income

 

$

12,766

 

 

$

8,072

 

 

$

17,110

 

 

$

1,688

 

 

$

4,283

 

 

$

16,325

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30, 2019

 

 

Nine Months Ended September 30, 2018

 

(in thousands)

 

Compensation

 

 

Non-Compensation

 

 

Total

 

 

Compensation

 

 

Non-Compensation

 

 

Total

 

Net income

 

 

 

 

 

 

 

 

 

$

2,320

 

 

 

 

 

 

 

 

 

 

$

29,410

 

Acquisition-related amortization(1)

 

 

 

 

$

15,324

 

 

 

15,324

 

 

 

 

 

$

15,324

 

 

 

15,324

 

Expense adjustments(2)

 

$

4,355

 

 

 

10,118

 

 

 

14,473

 

 

$

928

 

 

 

1,116

 

 

 

2,044

 

Share-based compensation

 

 

22,093

 

 

 

 

 

 

22,093

 

 

 

4,255

 

 

 

 

 

 

4,255

 

Tax effect of adjustments(3)

 

 

(1,132

)

 

 

(6,615

)

 

 

(7,747

)

 

 

(242

)

 

 

(4,274

)

 

 

(4,516

)

Adjusted net income

 

$

25,316

 

 

$

18,827

 

 

$

46,463

 

 

$

4,941

 

 

$

12,166

 

 

$

46,517

 

 

 

(1)

Relates to intangible assets established in connection with HTSC’s acquisition of our Company in 2016.

 

(2)

Consists of the adjustments to EBITDA listed in the adjusted EBITDA reconciliation table above other than share-based compensation.

 

(3)

Reflects the tax impact of expense adjustments and acquisition-related amortization.

 

Contacts

Investors:

Taylor J. Hamilton, CFA

Head of Investor Relations

ir@assetmark.com

 

16

 

 


 

 

 

 

Media:
Lexy Siegel

Group Gordon 
lsiegel@groupgordon.com 

SOURCE: AssetMark Financial Holdings, Inc.

 

17