Barrett Business Services, Inc. (BBSI) CEO Gary Kramer on Q4 2021 Results – Earnings Call Transcript

Barrett Business Services, Inc. (BBSI) CEO Gary Kramer on Q4 2021 Results – Earnings Call Transcript

Barrett Business Services, Inc. (NASDAQ:BBSI) Q4 2021 Earnings Conference Call March 2, 2022 5:00 PM ET

Company Participants

Gary Kramer – President & Chief Executive Officer

Anthony Harris – Chief Financial Officer

Conference Call Participants

Chris Moore – CJS Securities

Jeff Martin – ROTH Capital Partners

Vincent Colicchio – Barrington Research

Matt Dane – Titan Capital Management

Operator

Good afternoon, everyone, and thank you for participating in today’s conference call to discuss BBSI’s Financial Results for the Fourth Quarter and Full Year Ended December 31, 2021. Joining us today are BBSI’s President and CEO, Mr. Gary Kramer; and the Company’s CFO, Mr. Anthony Harris. Following their remarks, we’ll open the call for your questions.

Before we go further, please take note of the Company’s Safe Harbor Statement within the meaning of the Private Securities Litigation Reform Act of 1995. The statement provides important cautions regarding forward-looking statements. The Company’s remarks during today’s conference call will include forward-looking statements. These statements, along with other information presented that does not reflect historical facts, are subject to a number of risks and uncertainties. Actual results may differ materially from those implied by these forward-looking statements.

Please refer to the Company’s recent earnings release and to the Company’s quarterly and annual reports filed with the Securities and Exchange Commission for more information about the risks and uncertainties that could cause actual results to differ from those expressed or implied by the forward-looking statements.

I would like to remind everyone that this call will be available for replay through April 2, 2022 starting at 8:00 PM Eastern tonight. A webcast replay will also be available via the link provided in today’s press release, as well as available on the Company’s website at www.bbsi.com.

Now, I would like to turn the call over to the President and Chief Executive Officer of BBSI, Mr. Gary Kramer. Sir, please go ahead.

Gary Kramer

Thank you, Paul. Good afternoon, everyone, and thank you for joining the call. Our operational and financial results were exceptional in the fourth quarter and capped off a great year. We consistently exceeded our internal estimates for client retention, net client adds and worksite employee growth, all of which resulted in better than expected financial results.

Before I speak to the financial results, I would like to recap some of the key operational and strategic accomplishments for the year. We successfully completed the conversion of our existing clients over to our new My BBSI platform.

We are pleased with the platform, but more importantly, our clients are appreciative of the investment and the feedback continues to be positive. We are not done with our investment and have an IT roadmap of enhancements, new features, as well as new products.

We packaged our new technology with our nationwide offering and brought on larger clients on average this year than we have in previous years. We built out a corporate sales department and increase the top of the funnel by focusing on lead generation via an omni channel digital campaign, which brought on new clients and new referral partners.

We executed on our employer of choice initiative and invested in our employees with robust enhancements in compensation, benefits, vacation, training and volunteerism. People are our product and we attract, train and ultimately retain the best employees that any PEO has to offer. In November, we were pleased to announce that we were certified as a great place to work for the first time.

We successfully rolled out our asset light markets, which encapsulates everything I just mentioned. Attract and hire great people, train them well, apply the lessons we learned in a COVID environment for how to operate remotely and packaged with our digital initiatives to help grow their market penetration.

We will serve as the clients out of an adjacent branch or a corporate and invest behind them and infrastructure as they build up their client base. We entered into workers compensation insurance transactions, which de-risk our business model and results in better financial predictability.

These transactions are structured in a manner that greatly limit any potential downside of our insurance program. But we can still share in the upside of our disciplined underwriting. I want to again thank everyone in the BBSI family for their exceptional efforts. Plainly stated, I am proud that we foster a culture that embraces innovation and execution.

Moving to our financial results. During the quarter our gross billings increased 13{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over the prior years quarter and exceeded our expectations. Our average worksite employees were up 7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over the prior year quarter. We have exceeded our pre-pandemic levels and 2021 finished the year with the highest year-end worksite employees in BBSI’s history. This is due to our clients hiring as well as net new business and we continue to be the head of our internal forecast for our worksite employee stack.

Our staffing business increased 14{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over the prior year quarter. We could have grown more, but continued to have challenges filling orders with the tightness of the labor market. We are seeing more applicants, placing more applicants and companies are increasing wages to attract employees. We are still unable to fill all of our orders but our fill ratio improving.

So to summarize our financial performance for the year, our gross billings increased by 11{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and our earnings per share grew by 14{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, which is in line with our long-term growth plans. We returned $9 million in dividends and bought back shares totaling $17 million, which reduced our shares outstanding by 3.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. These are fabulous results and a great return for shareholders.

Moving to the branch operational updates. Our branch footprint decreased by three to 50 total branches. We continue to be mindful of operating efficiencies and consolidated Glendale into Phoenix, Eugene into Willamette Valley and Valencia into Pasadena. These decisions were made with the intention of continuing to grow revenue while servicing our clients, but doing so in a more cost efficient manner.

Our branch stratification is as follows. 23 mature branches with run rates in excess of $100 million, 17 emerging branches running between $30 million and $100 million, 10 branches we consider developing with run rates up to $30 million. Our business units total 98 and incorporates the consolidations previously mentioned. We also continued our migration into revised structure of our 16 member business unit, which allows us to serve as more clients with less management employees and increases our return on management payroll.

To summarize our branch footprint over the past two years. At the end of 2019, we had 64 branches. Over the past two years, we consolidated 19 branches within existing markets and expanded five branches in the new markets, finishing 2021 with 50 branches. By the end of 2022, we forecast that our gross billings will be up by approximately 20{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over 2019 but our SGMA fuel payroll will only be up by 6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and that includes investing in 14 asset-light markets.

Speaking to the asset-light model, our first-class has graduated and is currently selling in four new markets. We are still in the early innings but through February, we have eight new clients added during contracting. We are seeing positive trends in this model and intend to invest in approximately 10 new markets in 2022 and are actively recruiting in markets we’re not in now.

Moving to our client and WSE stack. Our client retention continues to be stronger than pre-pandemic levels. I like to attribute that to the work we do with our clients and the value our teams bring in this ever changing in complex economic environment.

Regarding our distribution channels, business is almost back to normal. Our leads and prospects in the quarter were greater than the previous quarter and our best quarter post-pandemic. We had a strong fourth quarter and our year-end WSE stack was the highest in our history.

More importantly, we capitalized on the one-one selling season and this January was our best January for net new business in the past five years. Better than pre-pandemic. We continue to invest and refine our longer-term initiatives of increasing the top of the funnel by focusing on lead generation via an omni channel digital campaign, where we target both clients and new referral partners in different markets.

Results thus far are positive. We are signing up new referral partners and new clients that would not have come to us via our traditional channels. We will continue this initiative and make further investments in 2022. These positive trends resulted in the company adding over 1,300 net new worksite employees in the quarter, which was ahead of our forecast and further supports our optimistic outlook for 2022.

As I think to the future, I’ve never been more optimistic about BBSI trajectory. We had great momentum in 2021 and it is carrying into 2022. Our client retention is the best it’s ever been. And we’re seeing in closing on more prospects. Our prospects continue to be larger because of our technology stack, coupled with our nationwide offering. We will continue to invest in technology. And we will continue to invest in growth initiatives.

We have minimized the insurance risk to the company. And the only thing that can hinder our progress now is execution risk. And honestly, our fabulous results speak for themselves.

Now I’m going to turn the call over to Anthony for his prepared remarks.

Anthony Harris

Thanks, Gary. Hello, everyone. I am pleased to report we finished 2021 with strong results and as Gary noted strong momentum. Both the quarter and the year exceeded our expectations. Starting with the full year first, our gross billings increased 11{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to $6.6 billion and diluted EPS increased 14{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to $5 per share compared to $4.39 in the prior year. The increase in earnings leverage was achieved even with the return to more sustainable SG&A levels in 2021 from the uniquely low levels seen in 2020.

Focusing on our Q4 numbers, net income for the quarter was $10.6 million compared to $7.2 million in Q420 20. Q4 PEO gross billings increased 13{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over the prior year quarter to $1.8 billion. Staffing revenues increased 14{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to $33 million. Our increase in PEO gross billings was driven by stronger than expected growth from net new clients in the quarter, continued strong hiring within our customer base and higher average billing per WSE. Our Q4 average WSEs increased 7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} year-over-year, while our average billing for WSE increased 5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, driven primarily by higher wages.

PEO gross billings growth by region versus the prior year fourth quarter were as follows. Mountain States grew 38{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, East Coast grew 19{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, the Pacific Northwest grew 15{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, Northern California grew 13{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and Southern California grew 6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}.

As discussed in prior quarters, the primary driver of the slower growth in Southern California is lower same customer sales growth, as our clients are adding fewer new employees than in other regions. However, we continue to see positive trends in the region, including faster sequential growth in Q4 than in Q3 and we expect this momentum to continue into 2022.

Workers’ compensation expense continue to trend favorably in the quarter and included an actual early determined reduction of prior year estimated liabilities of $1.7 million in the quarter. Our claims performance also remains favorable and our relative frequency rate once again, trended down in the quarter and remains well below historical rates.

As a reminder, we entered into a new fully insured workers compensation program effective July 1 for the majority of our clients. We now describe our workers compensation coverage for clients, as being under either this insured program or our self insured programs.

Approximately 82{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} of our workers compensation exposure including, all California clients are covered by our insured program. All claims incurred in these states after July 1, are not covered 100{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} by the insurance market, with zero claims cost retained by BBSI.

The strategy of de risking your operations through this insured program is operating as planned with favorable results. And we expect these favorable results to continue into 2022. Because of the move to our fully insured program, our workers compensation liabilities decreased by approximately $18 million in the fourth quarter, as remaining historical claims continue to be paid.

Looking at margin and pricing, we are seeing billing rates for new at levels consistent with the prior year. Looking at the market more broadly, market pricing for workers compensation coverage has now largely flattened after decreasing for several years.

Rates remain at low-levels, relative to historical rate. But these lower rates have been offset by lower worker’s compensation expense in the year. And our margin rates have remained stable.

We continue to see strong client retention in the fourth quarter and beyond, which demonstrates the value we’re creating for our clients and supports our ability to maintain margins even competitive pricing environments.

Moving to operating expenses, as SG&A for the quarter came in line with expectations, at approximately the same levels of Q4 2020. As discussed in prior quarters, much of 2021 saw faster year-over-year growth in SG&A, due to the abnormal compare in Q2 and Q3 of 2020.

As we look ahead to 2022, we expect to return to more normalized SG&A growth rate, in line with our target of approximately half of our top line billings growth. Our largest increase in SGA will come from employee related expenses in 2022, including higher average wages and increased headcount, primarily to support growth initiatives.

We continue to closely manage our operating expenses and our management employee headcount, in 2021, still ended below that of 2019. Our investment portfolios earn $1.7 million in the fourth quarter, compared to $1.6 million in the prior year quarter. Our investments continue to manage conservatively, have an average duration of 4.1 years average quality of investment at AA, and average book yield of 1.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}.

Turning to the balance sheet and our capital plan, we had $166 million of unrestricted cash investments at December 31st, compared to $116 million at September 30th. As we continue to evaluate our most efficient capital arrangements, we renegotiated our credit agreement with Wells Fargo to increase our line of credit to $50 million from $33 million previously, and extend the agreement, the maturity of the agreement to June of 2024.

With favorable fee changes, the increased capacity will come with little incremental cost. We also restructured our covenants to provide more flexibility, including in share repurchases. To further optimize our capital commitments, we have purchased certain assets that were formerly leased. This will show us an increase in Q1 CapEx, it will result in lower overall operating expense for the company going forward. And subsequent to year-end, we paid off the remaining balance on our corporate headquarters mortgage, and as a result, we can now say that we are completely debt free.

We continually assess the level of capital needed to maintain effective business operations with appropriate risk mitigation. This minimum level of required capital has decreased as we have de risked our model and now retain less Workers Compensation Claims exposure. We are committed to deploying our excess available cash investments in ways that benefit the long-term health of the company and our shareholders.

I will recap our general philosophy on capital allocation. Our first priority is to invest in the business. Our best path to continued earnings growth is operating leverage through scale, and we continue to seek out new opportunities to invest in order to scale consistently and effectively. This investment typically comes in the form of strategic hiring and focus growth initiatives. And it will also continue to include investment in IT software and infrastructure in the year as we focus on enhancing our product and our client experience.

Second, we have said that we are open to investing in inorganic growth through acquisitions and this remains true, but we are also committed to ensuring that any potential acquisition is right for our company and our shareholders for the long-term.

Third, as BBSI continues to steadily generate positive free cash flow, we remain committed to returning capital to shareholders. In 2021, we returned $26 million to shareholders through a combination of dividends and stock repurchases. This equates to an income payout ratio for the year approximately 70{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}.

To solidify our commitment to drive shareholder value, our Board of Directors has approved a new $75 million, two-year stock repurchase program, which will replace the 50 million, three-year repurchase program that was previously in effect. In addition, BBSI remains committed to its dividend and the Board also reconfirmed our quarterly dividend of $0.30 per share to be paid April 1st.

Turning now to the outlook for 2022, we expect gross billings to increase between 7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and 9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} for the year. We expect average WLC to increase between 3{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and 4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. We expect gross margin as a percentage of gross billing to be between 3.0{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and 3.1{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. And we expect our effective annual tax rate to be between 24{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and 25{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}.

I will now turn the call back to Gary for closing remarks.

Gary Kramer

Thanks Anthony. 2021 was a great year and we think 2022 is going to be even better. We continue to always think of the client first and to advocate for the success of the business owner. We’ve been working on the right things and I think we’re in a great position for future growth.

Now I’d like to turn the call over to the operator for questions.

Question-and-Answer Session

Operator

Thank you. We’ll now be conducting a question-and-answer session. [Operator Instructions] Thank you. Our first question comes from Chris Moore with CJS securities. Please proceed with your question.

Chris Moore

Hey, good afternoon guys. Thanks for taking a couple questions. Yes, so given the changes with the Chubb trust and rising rates, when you’re looking at investment income for 2022, how does that compare with 2021?

Anthony Harris

Yes. That’s a great question, Chris. We’ve said previously with our fully insured model, as we have capital requirements going down, we expect our restricted investments to go down, that will be the case. On the other hand, we are seeing rising short-term interest rates in a year. So those are effectively offsetting in our forecast for 2022 in terms of investment income.

Chris Moore

Got it. All right. Maybe can you talk a little bit about the shape of your earnings quarter-to-quarter in fiscal 2022 versus 2021?

Anthony Harris

Yes. Absolutely. So if you look at our income, it is always seasonal, and that’s driven by the timing of when payroll taxes are incurred, and those are front-loaded primarily into Q1. So Q1 will always be our lowest profit quarter. Correspondingly, Q3 is typically our highest profit quarter, and Q2 and Q4 usually similar, but lower profits. And that will be true again this year.

One thing is, if you look at our top line growth in the year, we’re expecting sequential growth in each quarter. But when you look at the compare from 2021, there will be some variance in the quarters. So Q1 will be our strongest top line growth quarter, if you look at the year-over-year compares. And Q4 actually will be lower in part, because 2022 does have one less business day. So that that equates to about a half a percentage point of billings growth that will lose in 2022, because of that one less business day and that occurs in Q4. So on a year-over-year basis, Q1 will be strongest, Q4 will be weakest, Q2 and Q3 will be more consistent on the top line.

Chris Moore

That is extremely helpful. I’ll jump back in line. I appreciate it guys.

Gary Kramer

Thanks, Chris.

Operator

Thank you. Our next question comes from Jeff Martin with ROTH Capital Partners. Please proceed with your question.

Jeff Martin

Thanks. Good afternoon, guys. I was just curious if you could dive into the worksite employee growth a little more during the quarter primary drivers net hiring versus wages, how those two breakout and if there are any — excuse me, any other factors?

Gary Kramer

Yes. I’ll start it off in an Anthony can clean it up. I would say, the one I’m the most proud of in the quarter is clients we added and the worksite employees they had, minus clients that ran off and the worksite employees they had, resulted in us having 1,300 more worksite employees that we added in the quarter, right? And that is our, what we call here, that’s our controllable organic growth, right, which we’re very pleased with. And we’ve had strong track records of that over the last couple quarters and a very strong track record of that going into January as well that I mentioned in my script. So if you take our controllable organic and then you add the same customer sales. What’s the same customer sales, Anthony?

Anthony Harris

8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}.

Gary Kramer

8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}.

Anthony Harris

Well, 6.4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} average billing for WSE increase for the year. Is this sort of, I mean, to jump in?

Gary Kramer

Yes. Yes, clean me up.

Anthony Harris

So for the figures, we gave quarterly figures and annual figures, Jeff. But for the annual figures, for average WSE growth, it was 4.3{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} and within that number that’ll include WSEs from client hiring, but also net new client ads. And as Gary said, the portion of net new client ads is the highest it’s been in years on that. So, that’s fantastic news. On the average billing per WCS at 6.4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} for the year and we saw that right off the bat early in the year we were seeing high year-over-year billings growth for WSC, and partly that was attributable to employee mix shift towards higher wages.

But especially later in the year that was driven genuinely by wage inflation. So, we’re seeing through wage inflation come through particularly in Q4. And that’s part of the momentum we talked about going into 2022.

Jeff Martin

Yes, yes. Okay. And then the prospects for average size of new clients is interesting. You would think that would become a fairly significant growth tailwind in the not too distant future. I was just curious if you could give us some relative perspective on the size of new clients you’re bringing on now versus maybe in 2018 or 2019?

Gary Kramer

Yes, if you go back to what I meant, if I go back to what I mentioned earlier about the clients we’re adding as far as clients rather than to WCS, they had lot clients that are running off with the WCS, they had that got it to the positive 1,300. And I want to say that our unit counts to put it in perspective, our unit counts are more I’ll say consistent now.

In the past, we were adding smaller clients and running off larger clients, and you had to add two or three to make up for the one you lost. Where we’re getting at now is we’re adding clients that are larger than what we’re running off.

So, our — if you say our average worksite employee per client is about 26, we’re adding north of 26 of WSCs on average now. We have some still smaller than that, but the majority seem to be larger than that. And one of the things we’ve done too is we have been — we love small clients that become big clients and we love small clients that we can make adequate marginal.

But if we’re not making the adequate margin on the smaller clients or they don’t have plans to grow, then we try to make the business decision to focus on the larger business now.

Jeff Martin

Yes, yes. Okay. And you’ve been in the CEO role for almost two years now or maybe it’s been two years. I was just curious from your perspective, how you see a typical market cycle affecting the business and what are some of the things you do strategically and/or operationally as part of the different phases of the cycle?

Gary Kramer

Good question. And it has been a long two years and it’s hard to visualize what normal is with no pandemic or hyperinflation or conflict over in Europe. But just in general, the way the way that we think of the businesses — and I’ll talk, approximate, right, because I’ll do round numbers and try to keep it simple.

Kind of last year results is what we think we’re capable to put up annually, right where we can grow the topline 10{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. Grow the SG&A in a normal market at about half of what our topline is. And then what that equates to the bottom-line is about a 15{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase in net income and we feel like we’ve got the machine in place to consistently over cycle get, 10{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} on the top and 15{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} on the bottom.

Jeff Martin

That’s nice. That it should be great to see that happen. I know a lot of this have been rooting for the SG&A leverage over the years and it sounds like you’re at that point. Now you did make a comment that in — in a normal environment. Do you expect that you’ll be able to experience that leverage this year or does wage inflation and employee retention become a factor where that may not be the case, just yet this year or parts of this year?

Gary Kramer

We’ve modeled in that. And we’ve also modeled in investments in other company, investments in adding new headcount, investments and I mentioned adding the 10 new markets and even layering all of that in, we feel pretty confident that we’ll be able to do it. I mean, if you just keep it simple, if you put up 10{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} growth at a 3{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} margin that’s about $20 million of gross margin and we’re mindful of how we — how we invest in the SG&A so that we show leverage down the bottom for the net income growth.

Jeff Martin

Okay, great. Thanks for taking my questions.

Operator

[Operator Instructions] Thank you. Our next question comes from Vincent Colicchio with Barrington Research. Please proceed with your question.

Vincent Colicchio

Yes, Gary. Nice quarter. I think I heard you say that you’re investing in 10 new markets in 2022. That sounds pretty aggressive versus the past. Can you maybe take us through your thinking on that is it just more optimism — any thoughts would be helpful.

Gary Kramer

Yeah. So this kind of ties into my prepared remarks where I talked about our asset light model, right. So we were able to attract good talent. We’ve invested in training good talent, we have emerging training with them as well. We get them up to speed where they can go sell in their market, when they sell in their market we assist them with our digital campaigns. And really, that’s one salesperson in one market. And then what we do is support that business either out of corporate or an adjacent market. So we call that the asset light because what we’re really doing is hiring 10 folks and putting them in 10 markets. And what we’re seeing so far after experimenting with this in 2021 is saying, all right, we feel comfortable with — what the results we got and where we are for 2021. We’re going to double down in 2022 on this program. And the idea is, once they are successful and they begin to get critical mass then we will invest in infrastructure behind them in that market as far as people to help service the business locally.

Vincent Colicchio

And can you talk a little bit about acquisitions has you’re focused changed at all or you still get the same markets and how does pricing look?

Gary Kramer

Not much of an update there. You know we look at everything that comes across, we’re active. But we are thoughtful, right? We are thoughtful of shareholder, equity and we need to make sure that we put on the right acquisition, not just any acquisition and that just comes down to how we look at our capital and the risk that we have to take with capital. So we are active. We will continue to be active, but we will be mindful. I said in prior quarters that you got to kiss a lot of frogs. We’re still kissing frogs.

Vincent Colicchio

And what did the mix look like in the quarter in terms of WSE additions from referrals and your new model?

Gary Kramer

Versus direct? So the direct versus the referral channels, we are a heavy referral channel business and that’s where the majority of our business comes from and will continue to come from. And we love our referral channels. I mean, part of our digital campaign is to try to attract new referral partners. And if I look at Q4 for referral partners, that brought us leads or prospects for Q4 ’21 versus Q4 ’20. Now these are new referral partners, new to BBSI. We had three times the velocity of new referral partners that were feeding us business in ’21 versus ’20. Part of that is a function of ’20 was still coming out of pandemic, number one. But number two is, we have the discipline to seek out referral partners and we’re using technology to assist us with that.

Vincent Colicchio

And how does the pipeline of leads and prospects look now versus last quarter?

Gary Kramer

If I just look at our prospects that we had going into Q4, we were about 50{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} higher than we were in the prior year, which results in it’s kind of math if you keep your close ratio the same. We had more closes in Q4, which added to our strong WSE growth in Q4. But that momentum carried into January and January was our strongest January as far as net client adds over the past five years. So positive things Q3 and the Q4 that continued into Q1, which gives us – those clients, we add in Q4 and early January give us a real good tailwind for revenue growth for ’22.

Vincent Colicchio

Sounds good. Nice job. Thanks.

Operator

Thank you. Our next question comes from Kevin Mackey [ph], Independent Analyst. Please proceed to your question.

Q – Unidentified Analyst

Yeah. So I believe it was last conference call that you mentioned your new technology…

Gary Kramer

Hello?

Operator

This is the end of our question-and-answer session. I’m sorry. One moment. Our next question comes from Matt Dane with Titan Capital Management. Please proceed with your question.

Matt Dane

Great. Thank you. I wanted to delve a little bit more into your initiative to attract larger clients. What additional color can you share around that? What specifically are you doing to help drive those larger clients and attract them to work with CBSI?

Gary Kramer

Yeah, sure. The technology that we have is able to bring on larger clients. Now, the clients appreciate our technology much more than what we had in the past. That’s first and foremost. The second is, larger clients have exposure in various States. Before, we weren’t able to do — we weren’t licensed in every state [indiscernible], so now we have the technology. And we can go anywhere they go as far as on the state mix. And, you know, we mentioned that we are investing in technology and we’ll continue to invest in technology and part of these investments we will be making in 2022 is to better support larger clients. Because larger clients have a — I’ll say a different need or sophistication than a smaller client and we’re going to utilize and invest in technology to make that business, I’ll say, easier to flow data with our larger clients.

Matt Dane

Okay. That’s helpful. And then on the actual sales and marketing side. I understand that the technology is really facilitated today compared to the past. But in regards to targeting them specifically, is it more of just interactions with your referral sources and asking them telling them – telling them, hey, these are the ideal type of clients and — or is there other sales and marketing approaches that really allow you to target those – this type of clients that you’d like better?

Gary Kramer

There is two-fold here, right. One is we’re using technology on the sales and marketing side. And I don’t want to get into too much of the plumbing because we have about 500 competitors that listen to this call. So we utilize technology to get to clients that we that — that wouldn’t have typically come to us before, especially in new markets where we’re building out and we’ve learned a lot in 2021. We have been refining as we go and we think we, you know, we think we have a better mousetrap for 2022 than we did for 2021. Is it perfect? No. Is it better than it was? Yes. Will we continue to evolve it? Absolutely.

And then on the referral partner side, it’s, you know, it’s really being comfortable with your expertise and knowing who you are, right? You know, we can go in with a referral partner and understand what their specialty is right. So if their specialty is transportation, that’s like great. We have a huge portfolio of transportation.

Let me help you and do some co-branding and co-marketing on the transportation. Is it you know, pick an industry right and we can work with them that way because it depends on how the distribution channel comes to you and what their specialty is and that’s how we try to align with them.

Matt Dane

Great. That’s helpful. Thank you, guys

Operator

Thank you. There are no further questions at this time. I would like to turn the floor back over to Gary Kramer for any closing comments.

Gary Kramer

I just want to wrap-up and thank everybody at BBSI for their hard work. And I just want to say that 2021 was a great year and we feel good momentum and good trajectory and are optimistic about where 2022 is going to go. So thank you, everybody.

Operator

This concludes today’s conference. You may disconnect your lines at this time. Thank you for your participation.

Newtek Business Services Corp. Reports Full Year 2021 Financial Results

Newtek Business Services Corp. Reports Full Year 2021 Financial Results
Newtek Business Services Corp.

Newtek Business Services Corp.

Achieves Record SBA 7(a) Loan Fundings of $198.0 Million in the Fourth Quarter and $560.6 Million for the Full Year 2021

BOCA RATON, Fla., Feb. 23, 2022 (GLOBE NEWSWIRE) — Newtek Business Services Corp. (“Newtek” or the “Company”) (Nasdaq: NEWT), an internally managed business development company (“BDC”), announced today its financial and operating results for twelve months ended December 31, 2021.

Full Year 2021 Financial Highlights

  • Total investment income of $108.5 million for the twelve months ended December 31, 2021; an increase of 17.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over total investment income of $92.2 million for the twelve months ended December 31, 2020.

  • Net investment income of $25.7 million, or $1.13 per share, for the twelve months ended December 31, 2021, which represents a 25.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} decrease, on a per share basis, compared to net investment income of $32.0 million, or $1.51 per share, for the twelve months ended December 31, 2020.

  • Adjusted net investment income (“ANII”) of $79.1 million, or $3.47 per share, for the twelve months ended December 31, 2021; an increase of 69.3{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, on a per share basis, compared to ANII of $43.4 million, or $2.05 per share, for the twelve months ended December 31, 2020.

  • Debt-to-equity ratio of 1.19x at December 31, 2021; proforma debt-to-equity ratio was 1.10x after taking into account the sales of government-guaranteed portions of SBA 7(a) loans prior to December 31, 2021, which sales settled subsequent to the balance sheet date.

  • Total investment portfolio increased by 13.1{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to $758.8 million at December 31, 2021, from $671.2 million at December 31, 2020.

  • Net asset value (“NAV”) of $403.9 million, or $16.72 per share, at December 31, 2021; an increase of 8.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, on a per share basis, compared to NAV of $15.45 per share at December 31, 2020.

  • On December 9, 2021, Newtek closed its eleventh small business loan securitization, with the sale of $103.4 million of Unguaranteed SBA 7(a) Loan-Backed Notes, Series 2021-1.

  • On August 2, 2021, the Company announced that it entered into an agreement to acquire National Bank of New York City (“NBNYC”), a nationally chartered bank, subject to certain regulatory and shareholder approvals.

2021 & 2022 Dividend Payments & 2022 Forecast

  • On December 30, 2021, the Company paid a fourth quarter 2021 cash dividend of $1.05 per share to shareholders of record as of December 20, 2021, which represented a 123.4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over the fourth quarter 2020 dividend of $0.47 per share.

  • The Company paid $3.15 per share in dividends in 2021; a 53.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over dividends paid in 2020 and a 46.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over dividends paid in 2019.

  • The Company’s board of directors declared a first quarter 2022 dividend of $0.652 per share, which represents a 30.0{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over the first quarter 2021 dividend, payable on March 31, 2022 to shareholders of record on March 21, 2022.

  • The Company forecasts a second quarter 2022 dividend of $0.652 per share.

Lending Highlights

  • Newtek Small Business Finance, LLC (“NSBF”) funded a record $198.0 million of SBA 7(a) loans during the three months ended December 31, 2021; a 74.3{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over the $113.6 million of SBA 7(a) loans funded for the three months ended December 31, 2020.

  • NSBF funded a record $560.6 million of SBA 7(a) loans during the twelve months ended December 31, 2021, an increase of 184.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over $196.8 million of SBA 7(a) loans funded for the twelve months ended December 31, 2020, and within the previously forecasted funding range.

  • NSBF forecasts funding approximately $750 million of SBA 7(a) loans for the full year 2022.

  • Newtek Business Lending (“NBL”), a wholly owned portfolio company, funded and/or closed $90.1 million SBA 504 loans during the twelve months ended December 31, 2021, compared to $87.2 million SBA 504 loans funded and/or closed during the twelve months ended December 31, 2020.

  • NBL forecasts funding and/or closing approximately $150 million SBA 504 loans for the full year 2022, which would represent an 66.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over 2021 SBA 504 fundings and/or closings at the midpoint of the 2022 forecasted range.

  • NSBF funded a total of $1.9 billion of PPP loans from 2020 through the twelve months ended December 31, 2021.

Subsequent 2021 Events

  • On January 28, 2022, Newtek’s joint venture, Newtek Conventional Lending LLC (“NCL”), closed a conventional commercial loan securitization with the sale of $56.3 million Class A Notes (“Notes”), NCL Business Loan Trust 2022-1, secured by a segregated asset pool consisting primarily of conventional commercial business loans. The Notes were rated “A” (sf) by DBRS Morningstar.

Barry Sloane, Chairman, President and Chief Executive Officer said, “We couldn’t be more pleased with the operational performance and the related financial results for calendar year 2021. When we reflect back on March of 2020, when federal and state officials were shutting down most commercial and personal activities, to foresee 22 months later the current position we are in would have been almost unimaginable. Despite tremendous headwinds, Newtek’s business operations and financial model has evolved, been enhanced, and is delivering desired results.”

Focusing first on the lending business, Mr. Sloane commented, “The concept of us funding approximately $729 million of PPP loans to 16,000 clients in 2021 while simultaneously funding a record level of $560.6 million of SBA 7(a) loans and NBL funding and/or closing $90.1 million of SBA 504 loans is an incredible feat which needs to be highlighted. This window of time has forced our organization and all of its stakeholders to bear down and materially improve our technology, training and capability to enable our organization to scale and grow in lending and other solutions. As an example, our lending teams received over 2,350 hours of additional training, compliance and management directives in 2021 alone. Simply stated, we believe we are a much better company today than we were in early 2020.”

Mr. Sloane continued, “In addition, in January 2022, we closed our first securitization of non-conforming conventional loan originations with one of our joint venture partners. We believe this activity, which we will discuss in further detail on our earnings call tomorrow morning, is an opportunity for an additional revenue engine through origination fees, servicing fees, and spread income which can complement the income generated from our existing SBA 7(a) and our portfolio company’s SBA 504 loan business. In addition, in December 2021, we closed our 11th securitization of SBA 7(a) loans with tremendous investor acceptance, over 4.5x over subscribed, attractive pricing and consistent advance rates.”

Mr. Sloane concluded, “We are also pleased to report a debt-to-equity ratio of 1.19x at December 31, 2021. In addition, NAV was $403.9 million, or $16.72 per share, at December 31, 2021, which represents an increase of 8.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, on a per share basis, compared to NAV of $15.45 per share at December 31, 2020. In 2021, we also accomplished the milestone of reaching over $1.0 billion in total assets. Our payment processing businesses and managed technology solutions business generated EBITDA of approximately $19.0 million in 2021. We are proud of these accomplishments as well as the trajectory of these businesses. We look forward to discussing these results in further detail on tomorrow morning’s call.”

Full Year 2021 Conference Call and Webcast

A conference call to discuss full year 2021 results will be hosted by Barry Sloane, President, Chairman and Chief Executive Officer, and Nicholas Leger, Chief Accounting Officer, tomorrow, Thursday, February 24, 2022 at 8:30 a.m. ET. The live conference call can be accessed by dialing (800) 708-4540 or (847) 619-6397 using the confirmation number: 50281915.

In addition, a live audio webcast of the call with the corresponding presentation will be available in the ‘Events & Presentations’ section of the Investor Relations portion of Newtek’s website at http://investor.newtekbusinessservices.com/events-and-presentations. A replay of the webcast with the corresponding presentation will be available on Newtek’s website shortly following the live presentation and will remain available for 90 days.

1Use of Non-GAAP Financial Measures – Newtek Business Services Corp. and Subsidiaries

In evaluating its business, Newtek considers and uses ANII as a measure of its operating performance. ANII includes short-term capital gains from the sale of the guaranteed portions of SBA 7(a) loans and conventional loans, and beginning in 2016, capital gain distributions from controlled portfolio companies, which are reoccurring events. The Company defines ANII as Net investment income (loss) plus Net realized gains recognized from the sale of guaranteed portions of SBA 7(a) loan investments, less realized losses on non-affiliate investments, plus the net realized gains on controlled investments, plus or minus the change in fair value of contingent consideration liabilities, plus loss on extinguishment of debt, plus or minus an adjustment for gains or losses on derivative transactions.

We do not designate derivatives as hedges to qualify for hedge accounting and therefore any net payments under, or fluctuations in the fair value of, our derivatives are recognized currently in our GAAP income statement. However, fluctuations in the fair value of the related assets are not included in our income statement. We consider the gain or loss on our hedging positions related to assets that we still own as of the reporting date to be “open hedging positions.” While recognized for GAAP purposes, we exclude the results on the hedges from ANII until the related asset is sold and/or the hedge position is “closed,” whereupon they would then be included in ANII in that period. These are reflected as “Adjustment for realized gain/(loss) on derivatives” for purposes of computing ANII for the period. We believe that excluding these specifically identified gains and losses associated with the open hedging positions adjusts for timing differences between when we recognize changes in the fair values of our assets and changes in the fair value of the derivatives used to hedge such assets.

The term ANII is not defined under U.S. generally accepted accounting principles, or U.S. GAAP, and is not a measure of operating income, operating performance or liquidity presented in accordance with U.S. GAAP. ANII has limitations as an analytical tool and, when assessing the Company’s operating performance, investors should not consider ANII in isolation, or as a substitute for net investment income, or other consolidated income statement data prepared in accordance with U.S. GAAP. Among other things, ANII does not reflect the Company’s actual cash expenditures. Other companies may calculate similar measures differently than Newtek, limiting their usefulness as comparative tools. The Company compensates for these limitations by relying primarily on its GAAP results supplemented by ANII.

2 Note Regarding Dividend Payments
Amount and timing of dividends, if any, remain subject to the discretion of the Company’s Board of Directors. The Company’s Board of Directors expects to maintain a dividend policy with the objective of making quarterly distributions in an amount that approximates 90 – 100{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} of the Company’s annual taxable income. The determination of the tax attributes of the Company’s distributions is made annually as of the end of the Company’s fiscal year based upon its taxable income for the full year and distributions paid for the full year.

Note Regarding PPP Income
The Company’s financial results for 2020 and the twelve months ended December 31, 2021, includes income generated from NSBF’s origination of loans under the Paycheck Protection Program (PPP), which ended during the third quarter of 2021, and should not be viewed as recurring.

Newtek Business Services Corp., Your Business Solutions Company®, is an internally managed BDC, which along with its controlled portfolio companies, provides a wide range of business and financial solutions under the Newtek® brand to the small- and medium-sized business (“SMB”) market. Since 1999, Newtek has provided state-of-the-art, cost-efficient products and services and efficient business strategies to SMB relationships across all 50 states to help them grow their sales, control their expenses and reduce their risk.

Newtek’s and its portfolio companies’ products and services include: Business Lending, SBA Lending Solutions, Electronic Payment Processing, Technology Solutions (Cloud Computing, Data Backup, Storage and Retrieval, IT Consulting), eCommerce, Accounts Receivable Financing & Inventory Financing, Insurance Solutions, Web Services, and Payroll and Benefits Solutions.

Newtek® and Your Business Solutions Company®, are registered trademarks of Newtek Business Services Corp.

Note Regarding Forward Looking Statements

This press release contains certain forward-looking statements. Words such as “believes,” “intends,” “expects,” “projects,” “anticipates,” “forecasts,” “goal” and “future” or similar expressions are intended to identify forward-looking statements. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the plans, intentions and expectations reflected in or suggested by the forward-looking statements. Such risks and uncertainties include, among others, include our ability to close the pending acquisition of the National Bank of New York City (the “Acquisition”), obtain required regulatory approvals for the pending Acquisition and obtain shareholder approval to withdraw our election as a BDC, as well as projections concerning or considering the pending Acquisition, our ability to originate new investments, achieve certain margins and levels of profitability, the availability of additional capital and the ability to maintain certain debt to asset ratios, intensified competition, operating problems and their impact on revenues and profit margins, anticipated future business strategies and financial performance, anticipated future number of customers, business prospects, legislative developments and similar matters. Risk factors, cautionary statements and other conditions, which could cause Newtek’s actual results to differ from management’s current expectations, are contained in Newtek’s filings with the Securities and Exchange Commission and available through http://www.sec.gov/. Newtek cautions you that forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those projected or implied in these statements.

SOURCE: Newtek Business Services Corp.

Investor Relations & Public Relations
Contact: Jayne Cavuoto
Telephone: (212) 273-8179 / jcavuoto@newtekone.com

NEWTEK BUSINESS SERVICES CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(In Thousands, except for Per Share Data)

December 31,

December 31,

2021

2020

ASSETS

(Unaudited)

Investments, at fair value

SBA unguaranteed non-affiliate investments (cost of $431,970 and $420,400, respectively; includes $344,266 and $312,649, respectively, related to securitization trusts)

$

424,417

$

407,748

SBA guaranteed non-affiliate investments (cost of $65,728 and $16,964, respectively)

72,970

17,822

Controlled investments (cost of $157,289 and $138,891, respectively)

260,398

239,171

Non-control investments (cost of $1,000 and $6,447, respectively)

1,000

6,447

Total investments at fair value

758,785

671,188

Cash

2,397

2,073

Restricted cash

184,463

49,352

Broker receivable

44,537

52,730

Due from related parties

4,395

6,112

Servicing assets, at fair value

28,008

26,061

Right of use assets

7,310

6,933

Other assets

26,666

26,530

Total assets

$

1,056,561

$

840,979

LIABILITIES AND NET ASSETS

Liabilities:

Bank notes payable

$

50,000

$

86,339

Notes due 2023 (par: $0 and $57,500 as of December 31, 2021 and December 31, 2020)

56,505

Notes due 2024 (par: $38,250 and $63,250 as of December 31, 2021 and December 31, 2020)

37,679

61,774

Notes due 2025 (par: $15,000 and $5,000 as of December 31, 2021 and December 31, 2020)

14,545

4,735

Notes due 2026 (par: $115,000 and $0 as of December 31, 2021 and December 31, 2020)

112,128

Notes payable – Securitization trusts (par: $249,750 and $221,752 as of December 31, 2021 and December 31, 2020)

246,250

218,339

Notes payable – related parties

11,450

24,090

Due to related parties

1,490

2,133

Lease liabilities

9,056

8,697

Deferred tax liabilities

12,733

11,406

Due to participants

146,225

17,885

Derivative instruments

183

Accounts payable, accrued expenses and other liabilities

10,935

9,723

Total liabilities

652,674

501,626

Commitment and contingencies

Net assets:

Preferred stock (par value $0.02 per share; authorized 1,000 shares, no shares issued and outstanding)

Common stock (par value $0.02 per share; authorized 200,000 shares, 24,159 and 21,970 issued and outstanding, respectively)

483

439

Additional paid-in capital

367,663

316,629

Accumulated undistributed earnings

35,741

22,285

Total net assets

403,887

339,353

Total liabilities and net assets

$

1,056,561

$

840,979

Net asset value per common share

$

16.72

$

15.45

NEWTEK BUSINESS SERVICES CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, except for Per Share Data)

Year Ended December 31,

2021

2020

2019

Investment income

From non-affiliate investments:

Interest income – PPP loans

$

49,989

$

37,743

$

Interest income – SBA 7(a) loans

25,951

24,719

28,467

Servicing income

11,307

11,154

10,078

Other income

5,696

2,693

5,328

Total investment income from non-affiliate investments

92,943

76,309

43,873

From non-control investments:

Interest income

428

403

Dividend income

95

104

111

Total investment income from non-control investments

523

507

111

From controlled investments:

Interest income

2,598

1,933

1,024

Dividend income

9,801

13,452

14,287

Other income

2,629

Total investment income from controlled investments

15,028

15,385

15,311

Total investment income

108,494

92,201

59,295

Expenses:

Salaries and benefits

17,866

14,211

14,305

Interest

20,515

17,877

20,422

Depreciation and amortization

304

402

501

Professional fees

5,610

3,718

3,807

Origination and loan processing

10,234

8,431

9,215

Origination and loan processing – related party

19,272

9,855

9,944

Change in fair value of contingent consideration liabilities

54

42

Loss on extinguishment of debt

1,552

251

Other general and administrative costs

7,454

5,668

6,427

Total expenses

82,807

60,216

64,914

Net investment income (loss)

25,687

31,985

(5,619

)

Net realized and unrealized gains (losses):

Net realized gain on non-affiliate investments – SBA 7(a) loans

53,113

11,368

47,816

Net realized gain (loss) on controlled investments

(1,266

)

2,585

Net realized gain on derivative transactions

590

Net unrealized appreciation (depreciation) on SBA guaranteed non-affiliate investments

6,380

(795

)

(225

)

Net unrealized appreciation (depreciation) on SBA unguaranteed non-affiliate investments

5,097

(176

)

(6,291

)

Net unrealized appreciation (depreciation) on controlled investments

2,829

(8,237

)

11,211

Change in deferred taxes

(1,327

)

999

(3,164

)

Net unrealized depreciation on derivative transactions

(183

)

Net unrealized depreciation on servicing assets

(6,778

)

(1,525

)

(5,178

)

NEWTEK BUSINESS SERVICES CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, except for Per Share Data)

Net realized and unrealized gains

$

58,455

$

1,634

$

46,754

Net increase in net assets resulting from operations

$

84,142

$

33,619

$

41,135

Net increase in net assets resulting from operations per share

$

3.69

$

1.59

$

2.13

Net investment income (loss) per share

$

1.13

$

1.51

$

(0.29

)

Dividends and distributions declared per common share

$

3.15

$

2.05

$

2.15

Weighted average number of shares outstanding

22,795

21,146

19,326

NEWTEK BUSINESS SERVICES CORP. AND SUBSIDIARIES

NON-GAAP FINANCIAL MEASURES-

ADJUSTED NET INVESTMENT INCOME RECONCILIATION:

Year ended

Year ended

(in thousands, except per share amounts)

December 31, 2021

Per share

December 31, 2020

Per share

Net investment income

$

25,687

$

1.13

$

31,985

$

1.51

Net realized gain on non-affiliate investments – SBA 7(a) loans

53,113

2.33

11,368

0.54

Net realized loss on controlled investments

(1,266

)

(0.06

)

Adjustment for realized gain on derivatives (1)

25

0.00

Change in fair value of contingent consideration liabilities

54

0.00

Loss on debt extinguishment

1,552

0.07

Adjusted Net investment income

$

79,111

$

3.47

$

43,407

$

2.05

Note: Amounts may not foot due to rounding

(1) The following is a reconciliation of GAAP net realized gain/(loss) on derivative transactions to our adjustment for realized gain/(loss) on derivatives on closed transactions presented in the computation of ANII in the preceding tables:

Year ended

Year ended

(in thousands, except per share amounts)

December 31, 2021

Per share

December 31, 2020

Per share

Net realized gain on derivatives

$

590

$

0.03

$

$

Hedging realized result on open hedging positions

(565

)

(0.02

)

Adjustment for realized gain on derivatives

$

25

$

0.00

$

$

Note: Amounts may not foot due to rounding

NEWTEK BUSINESS SERVICES CORP. AND SUBSIDIARIES

DEBT-TO-EQUITY RATIO – ACTUAL AT DECEMBER 31, 2021

(in thousands):

Actual Debt-to-Equity Ratio at December 31, 2021

Total senior debt

$

479,450

Total equity

$

403,887

Debt-to-equity ratio – actual

1.19x

NEWTEK BUSINESS SERVICES CORP. AND SUBSIDIARIES

DEBT-TO-EQUITY RATIO – PROFORMA AT DECEMBER 31, 2021

(in thousands):

Broker receivable, including premium income receivable

$

44,537

Less: realized gain on sale included in broker receivable

(4,783

)

Broker receivable

39,754

90{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} advance rate on SBA guaranteed non-affiliate portions of loans sold, not settled

$

35,779

Proforma debt adjustments at December 31, 2021:

Total senior debt

$

479,450

Proforma adjustment for broker receivable

(35,779

)

Total proforma debt

$

443,671

Proforma Debt-to-Equity ratio at December 31, 2021:

Total proforma debt

$

443,671

Total equity

$

403,887

Debt-to-equity ratio – proforma

1.10x

Newtek Business Services Corp. (NEWT) CEO Barry Sloane on Q4 2021 Results – Earning Call Transcript

Newtek Business Services Corp. (NEWT) CEO Barry Sloane on Q4 2021 Results – Earning Call Transcript

Newtek Business Services Corp. (NASDAQ:NEWT) Q4 2021 Earnings Conference Call February 24, 2022 8:30 AM ET

Company Participants

Barry Sloane – President, Founder & Chief Executive Officer

Nick Leger – Chief Accounting Officer

Conference Call Participants

Paul Johnson – KBW

Mickey Schleien – Ladenburg

Matt Jaden – Raymond James

Operator

Welcome to the Newtek Business Services Corp. Full Year 2021 Earnings Conference Call. My name is Hilda and I will be your operator for today. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session. [Operator Instructions]

Now, I would like to turn the call over to Mr. Barry Sloane, President, Founder, CEO. You may begin.

Barry Sloane

Good morning everyone and first and foremost Newtek would like to send its prayers, thoughts, and feelings out to the country of Ukraine and its citizens. We certainly appreciate the dilemma that they’re seeing and witnessing this morning.

Welcome everyone to our full year 2021 financial results conference call. My name is Barry Sloane. Joining me today will be Nick Leger, our Chief Accounting Officer.

I would also like to thank our accounting staff, legal staff, business leaders, and to all Newtek associates that made 2021 and the results that we’re about to talk about today, a great year.

For those following along on the PowerPoint presentation it, can be found on our website newtekone.com in the Investor Relations section. Please go to Events & Presentations and we are ready to begin.

I first like to call everyone’s attention to slide number one and please remind everyone to read the note regarding forward-looking statements and comments.

Slide number two, we always like to go over our report card, particularly as a public company and on slide number two, you could see that Newtek Business Service Corp. has been a very successful organization over the course of 10 years. The data that you see is the end of year data acquired from Bloomberg and obviously, the returns include capital price improvement as well as dividends.

Moving to slide number three, as many of you are aware, approximately August 2nd or 3rd, the company announced our intent to acquire National Bank of New York City and potentially convert, subject to a proxy vote and regulatory approval, from a business development corporation to a bank holding company and designated financial holding company status.

There’s been a lot of activity in the share count. This particular document demonstrates that shareholders that owned stock at the beginning of the period in their name to the end of the period sold out to zero. So, we asked the market participants to draw their own conclusions from this, but clearly there’s been a significant amount of movement in the share from people that had a position to not having a position. Obviously, the potential transformative change that we’re talking about may have caused this.

Slide number four, obviously, we’re here today to talk about our 2021 performance and clearly we were dealing with tremendous headwinds from the 2020 and 2021 pandemic. We’ve used the expression we’re firing on all cylinders. Simply stated investment in Newtek Business Service Corp., you’re investing in a diversified business model under the Newtek brand. People come to Newtek Tech for loans, payment processing solutions, tech solutions, insurance agency solutions, payroll solutions and other solutions that will make their business successful. We’re real, real happy with our performance in 2021. But I’m particularly happy with the momentum that we’re carrying into 2022. We’ll demonstrate that throughout the course of the deck.

Since January 20 – excuse me, since January 21, 2021 NSBF which is Newtek Small Business Finance our non-bank lending SBLC increased its headcount by 63 individuals to 253 people at 33{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase. This headcount increases indicative of the fact that, we have geared up, and as you’ll see in terms of units and loan volume, we’re gearing up with the great operating leverage that we have to do more and more business, obviously, both in 2021 with the records that we produce as well as going forward into 2022. We’re looking forward to further demonstrating not just in lending, but in our other solutions area, whether it’s payment processing solutions, tech solutions, payroll solutions, or insurance agency solutions.

If you look at every one of these individual areas, there’s tremendous change in payments. There’s tremendous change in how businesses are looking and seeking assistance for their technology. There’s tremendous change in people that are looking for payroll and HR solutions. We are very, very well positioned for these changes going forward, with our solutions that we believe very strongly, make businesses more successful, and make them better.

On the fourth bullet on the slide 4, we will talk about our NewtekOne Dashboard that we unveiled recently. We were really excited about the product. Important to note, we are hopeful that the company will carry forward its objectives with the proxy vote and regulatory approval, to become a bank in the event we’re not a bank. The Dashboard will still be available, however, without deposits. But we’ve been working on this. We will be rolling this Dashboard out in calendar year 2022.

Also to note, obviously during the fourth quarter of 2021, we really put tremendous amounts of resources into closing and funding 7(a) loans, 504 loans, our non-conventional or non-conforming conventional loan business has taken off really, really well. Obviously, in calendar year 2019, there were no PPP loans, and no PPP income. There’ll be not in calendar year 2022. But when you look at the momentum and the performance of the company through 2020 and 2021, we’re extremely excited about our future. We have great momentum going into particularly the lending vertical, based upon technology changes that we’ve made, staffing changes, training changes. And we’ve got plenty of capital to be basically able to fund our loan growth and quality portfolios going forward.

On slide number 5, some lending highlights 198 million of 7(a) loans in the fourth quarter of 74{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase. On the year $560 million of loans for the full 12 months, an increase of 184{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over the prior year that’s the largest amount of SBA funded loans that Newtek has done. We’re the second largest SBA lender in the United States, after the December 31 quarter. For the SBA that’s their first quarter, for us it’s our fourth quarter.

Our Newtek business lending facility, which originates and creates SBA 504 loans and non-conforming loans, which go into joint ventures, the 504 portfolio closed $90 million of loans during the 12 months versus $87 million. I would say from a metric perspective this was an underperformance. However, we do have a very nice roll forward on some loans that we thought could or should have closed in Q4 that are rolling over into Q1. We feel really good about that. We’ll talk about our first quarter 504 closing position in a later slide.

Newtek Business Lending is forecasting $150 million of 504 loans for the full calendar year 2022, which would represent a 66.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase. Once again important to note in the 504 business in addition to us making the loans we have to get CDC, Community Development Corp approval, SBA approval and the borrower, everything’s got to get lined up. So it’s important to understand that markets change, pandemic issues, staffing, legal et cetera. These necessarily move closing and funding dates around from time to time.

Lastly, we say goodbye to PPP, $1.9 billion of PPP loans funded. We probably forgiven in units about 75{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} of the total 26,500 portfolio to remind everyone we have sold 100{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} participation certificates in almost all of our PPP financings.

On slide number 6, we talked about this previously, addition to staff, I think it’s important to note that we have brought in some new management in the lending space for all the four products, okay, it’s important to note once again, the way we do our business, big funnel up at the top, the referrals come in, and then our business service specialists and management team sides. Is it a 7(a) loan? Is it a 504 loan? Is it a non-conforming loan? Is it secured line of credit?

So you’ve got a very big funnel to get the referrals in, the front end decides what is best for the customer and what’s suited to their needs and demands obviously, to make a good credit. So on a positive note, the addition of Justin Gavin, Jessye Brem, Scott Shulman, and I’m forgetting somebody at the moment to that management team, I’ll have to come back to that.

But that management team has done a great job, which you’ll see as you look at the portfolio — growth in the pipeline growth this quarter in time this year, this quarter in time last year. So we have had staff turnover, for some company staff turnover was bad. In our case the turnover that we’ve been involved within the past, I would say year and a half. It’s really put a very talented team in place that has similar goals and metrics for both personal and professional growth that the company has. We feel very good about our staff and our training going forward. In the press release, we indicated I think it was north of 3,200 management training hours for lending staff. We’re very proud of that.

Slide 7 gives you a good idea of what our efforts are doing and what we think is the operationally leverageable and scalable lending business. 57,000 referral units for the quarter in 2021, compared to 92,000 in 2020. For the year 413,000 in referrals for the 12 months versus 239 for the same period in 2020, in unit closes it’s important to note, we’re closing more units. That’s a big deal. 282 loan units for the three months ended December 31, 2021, compared to 122 units for the year. 761 units versus 215 units.

Now this is all based on 7(a) data. Once you get into the non-conforming conventional loan business, you’re looking at average loan size that could be around $5 million plus or minus. I think it’s very important to note that in order to get the very significant material volumes, you really don’t have to do a lot of units and that big referral funnel that’s coming in the front end is going to create that type of activity. So when you think of the non-conforming business, and we’ll talk about that going forward, putting that on to the referral infrastructure, the assembly infrastructure, the underwriting infrastructure, tremendous opportunities for operating leverage.

Newtek’s database of customer opportunities is extensive, with over 1.5 million referrals in the database. We’ll talk about the Newtek One dashboard and our ability to cross-sell, but more importantly, provide a quality solution to our independent business owners all across the United States. Once again, it’s important to note that the dashboard that we’re going to provide is going to give business owners a tool that it’s going to enable them to be more successful in their business, both for data information and transaction. Important to note with a 19-year track record of loan assembly underwriting and technological expertise, we have materially improved our processes across the board to be much, much better in the lending business, closing out 2021 and clearly going into calendar year 2022. We’re excited about the growth potential and all the possibilities.

Slide number 8 talks about our financial highlights. Total investment income, up 17.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} for the year, net investment income was a decrease of 25.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. The explanation there is the delta of the PPP income that came in, in 2020 versus 2021 because the gain on sale is included. So on a positive note, clearly we had significantly greater adjusted ANNI or ANNI for the calendar year of $3.47 versus the prior year of $2.05. However, the PPP income in calendar year 2020 dwarfs everything else. We did very little bit of our core business. Core business coming online. We’re back to basics. We are growing very exciting. I do want to point out the $3.47 was a nickel better than consensus analysts—we have full analysts estimates at $3.42 and we previously forecast $3.40 for the year.

Debt-to-equity ratio of 1.19 at December 31. That’s one of our lower debt-to-equity numbers in recent quarters in recent years. We feel pretty good about reducing our leverage at this point in time and its’ likely that that leverage number will bounce back up. Once again, total investment portfolio increased 13.1{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. Important to note that BDCs have a hard time growing their total asset size because they’re constrained, when they’re trading below NAV, we obviously traded a premium to NAV. So being a BDC, it’s important to have a real strong stock price to be able to continue to raise equity and debt to grow the business. Net asset value of $403 million crossed over the $400 million mark, an increase of 8.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} per share on a year-over-year basis.

Slide number 9, the adjustment NII trend. Obviously, big $3.47 adjusted NII. Look I would say that we have not given full year guidance as a BDC for the calendar year. There’s good reason for that. We may not be a BDC for the full year. We have indicated that we think that the third quarter would be the most likely yes. But that’s up to our work obviously with the regulatory bodies which we’re going to work with them and take — give them as much time as they need to make the appropriate decisions to work with us, to make sure that everything goes smoothly and we’ve got the best plan in place.

So we have declared for the board a $0.65 dividend in the first quarter. We have forecasted a $0.65 dividend in the second quarter. That’s a $1.30 for the first six months, which I think is a good formidable forecast going forward.

Typically we’ve had better second half than first halves. There is — and maybe this is the understatement of the day, a lot of uncertainty and volatility in the markets today. So trying to figure out what the third and fourth quarter of the year look like. Looks like at this point in time, we’re going to hold that back at this point in time.

But once again, when you look at the trends, when you look at the pipelines and you look at the efficiencies, the areas that we’re in, and frankly, the fact that the businesses that were involved with, these are not international businesses, they’re independent business owners, primarily with a U.S. focus.

We do we do think we’re in pretty good shape here. So we would like the market to, obviously, look at the company’s historical performance over 10 years, how things are trending, the processes and training that we put in place, the technological improvements. We’re pretty excited about 2022.

Slide number 10, dividends, which we’re just talking about. Obviously, $3.15 in 2021 was 53{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over 2020. We talked about our first quarter 2022 dividend declared $0.65, forecasted $0.65 in Q2. The declared dividend is a 30{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase. I think you’ll look at some metrics that we have going forward for Q1, very-very strong, very- very strong. So we’re really excited, obviously, about finishing what we’re doing here today, but also reporting our first quarter performance as well.

Going back, 2021, clearly, we put up some great numbers, you could see that, what we talked about. But those numbers without — were without great challenges. And I think that, one has to look at the company and say this is a company that is flexible, that is nimble, that’s forward thinking and is able to make these adjustments. And these are things that we’ve done over the course of our 20 years as a public company.

Slide number 11 talks about the 1.19 debt to equity ratio. And then, as many of you are familiar with our model, we sometimes sell government guaranteed pieces, which settle in the first week or second week of the next quarter. So, I mean, those — that leverage basically goes away fairly quickly. And we would have been about 1.10. So we’re really putting up some great numbers without a lot of leverage.

As many of you know, we redeemed $40 million, on slide number 12, of the NEWTL outstanding baby bond notes with no prepay penalties. Egan-Jones has recently maintained their BBB+ rating on our notes and debt. And there’s also the NEWTZ notes $115 million, 5.50{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} due 2026 that are callable after Feb. 2022. And then there are make-whole provisions for one year after that.

Slide number 13. Obviously, the market should be concerned about companies managing their interest rate risk and interest rate risk exposure. Once again important to remind everybody that our SBA 7(a) portfolio floats quarterly over prime, but no cap.

And our liabilities in the warehouse line with Capital One also a floating rate and the rate on a securitizations are floating rate. So we have a very nice asset liability match on both sides.

We also did a recent securitization of the joint venture of a non-conforming conventional loans. This is a very good template going forward for our business, that we’d like the analysts and the investment community to begin to focus on — in the category of well, what if, like, what if Newtek can grow this business which we intend to do. What if this becomes valuable and important? And what are the margins in this business?

Well, we wound up issuing a little over 56 million of notes I believe, which were rated single A by DBRS with a fixed coupon of 3.187. The net coupon on the portfolio was 7.2, the gross coupon 8.2. We keep the servicing spread 100{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} of that on all the loans, but the joint venture is split between us and our joint venture partner. Really a very good transaction for us and should serve as a template for what we can do going forward, obviously, subject to the volume. Point to note those loans were season. And as of this date, they’re all currently performing which is valuable, all of them except for two or three were originated pre-pandemic.

In the calendar year of 2021, I believe that’s when it began. The Board of Management decided it was prudent to hedge the interest rate risk in the 504 portfolio in the non-conforming portfolio. I go back to having good foresight and maybe luck and good timing to begin a hedging program. 504 loans are typically six or five years and then they adjust at a spread over a five-year index with a margin and our non-conforming conventional loans are typically structured the same way, six for five years or a term, then to the full adjustment without a cap and a floor.

So it’s important to note that the hedging is basically for the duration during the time the portfolio was hedged. We successfully hedge a portfolio in calendar 2021 with a realized net gain of $644,000 and then non-conforming portfolio once it got securitized then it was asset liability matched with a fixed rate coupon realized a hedging gain of a million dollars when the securitization was closed.

Slide number 14 is our typical slide that we talked about in — with our SBA pedigree. Points are known average loan size is coming down $156,000 per unit that’s the uninsured portion of the loans that government-guaranteed pieces are sold since the market has gained. And that uninsured portfolio is typically in non-recourse securitizations that are adjusting the loans are Prime plus 2.75{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} no caps, which is approximately a 6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} cost to the borrower and a 6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} earned coupon to ourselves.

I would like to point out also that the secondary market pricing, which you can see on slide 15 remained strong without getting too much into the weeds and this is in the past history. It was one of the reasons for the high 13.05 premium was the fact that there was 50 basis points of additional coupon for SBA lenders like ourselves because of the pandemic adjustments in various Biden and Trump programs. That benefit is going away. Prices still remain strong. Not quite at that number, but certainly not far from it and significantly above the 10.78. Mind you, the mix between 10-year paper and 25-year paper determines this as well as market conditions, but essentially to Full Faith and Credit government guaranteed floater with a big determinant the price changes is prepayment.

Important to note on slide 15, the final bullet, the company had $59.3 million guaranteed portions of 7(a) loans on its balance sheet that are available for sale. So, this if sold in Q1, will produce a gain on sale from that portfolio.

Slide number 16, we successfully did our 11th securitization of the uninsured portions of our SB portfolio which cleans out our Capital One Bank line created $79.7 million of Class A notes that were A rated and $23.8 million to Class B notes that were BBB rated by Standard and Poor’s. Very nice advance rate and we’re proud of the execution. We want to make sure that we thanked great work that Deutsche Bank and Capital One Bank did on this particular transaction deal. I think it sold out in a day or two, we had to close the books down almost four and a half to one over-subscribed on the A class. Once again these are non-recourse financings.

Slide number 17, an important new slide to the deck. Newtek Small Business Finance that’s a 7(a) lender that basically has its loans in the Capital One Bank line and then into securitizations. Take a look at the net interest income trend, which I think is very, very valuable. This is good quality, reoccurring income that is added.

So, when you look at Q4 2021 and you look at the net interest income, $4.7 million, that’s the highest number we’ve ever had. And obviously that will reoccur throughout the year next year, up from $3.1 million the prior year and $3.6 million in Q4 2019. Obviously, we didn’t do many loans in 2020 and you had attrition on the portfolio. So, we’re very happy and proud about this additional stream of income continuing to grow on a going forward basis.

This type of spread income is valuable to Newtek, we anticipate as we grow the non-conforming business out of the JVs, we’ll pick up that type of spread income. We’ll talk about that in the slide going forward.

Once again, real excited, particularly look at our part our pipeline progress going forward, which you can see on slide number 18. So, we’ve got the pipeline on the 7(a), 504 and, the non-conforming conventional.

So, on the 7(a), important to note that as of 2/23/22, we’ve already closed $60 million of 7(a) loans. We have an approved pending closing $155 million. If you go back to calendar years 2018, 2019, I’ll throw 2020 out for the most part because we kind of dumped the March portfolio, 2021, a $80 million, $90 million, $100 million closed here in the first quarter which is typically light. You could see we’re going to have a heck of a good Q1 for the SBA 7(a) portfolio and as you go down, you could see the growth and prequal the total growth, the total size of the portfolio in 7(a) of 66 — 67{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} over the prior year.

In the 504 unit, you’ve got the same type of numbers. You’ve got $15.6 million closed, you’ve got a lot in approved pending closing. I’m hopeful that we’ll get to $30 million or $40 million closed number in the first quarter. We’re looking to do $150 million of closer or funded loans in calendar year 2022 from 504.

In the non-conforming space, we’ve got a nice pipeline that’s building. We’re very close to closing our second JV, our first JV was dormant throughout the pandemic last year. We have a second and third-party, very enclosed negotiations. We’re going to forecast about $300 million in these loans which will be funded by 50:50 joint ventures. I think that’s a very conservative forecast and one that can be met and this is obtainable.

On Slide number 19. That’s a total pipeline growth across all the different businesses. And Slide number 20 shows the seasoning of the 7A portfolio and we do like the fact that portfolio is getting more and more seasoned. The folds tend to accelerate within the first four years of a portfolio particularly from 18 to 40 months and it flattened. So we feel pretty good about the seasoning of our portfolio being helpful.

Slide number 21. We’re more proud of — if you take a look at the 12/31/2021 dates. There’s nothing greater than 60 in the portfolio and the nonaccrual portfolio went down year-over-year.

Given a pandemic COVID affected business affected shut down. We feel very good about the portfolio that’s been originated in our 18 year 19 year history at Newtek Small Business Finance so we’re really pleased with what’s gone on in the portfolio from an origination and from a service perspective.

On Slide number 22. We have 44 full time employees that service our portfolio. The size of the portfolio is approximately 3.1 billion Dec 31. It was higher obviously because we’ve gotten forgiveness on a sizable amount of PPP loans. Important to note that we are a Standard and Poor’s rated servicer both for SBA and NSBF. We also serve as portfolios for two government regulators, the FDIC and the National Credit Union administrator NICU that regulates all credit unions and 75 other banking entities. We work very hard for the course of the last two years as the government shut down businesses and industries and really limited the amount of commerce for some of our clients. So we help their clients with PPP financing, EIDL loans, E-I-D-L as well as Employment Retention Tax Credit program, which is still going on. These programs help keep our borrowers healthy and very well positioned for 2022 going forward

Let’s go to Slide number 25. Portfolio company review. Important to note, the key entities in this review, Newtek Merchant Solutions, Newtek Technology Solutions, Newtek Insurance Agency, Newtek Payroll Solutions, also Newtek Business Lending that we talked about that does the 504 and participates in originating those loans and selling them into the joint ventures and Newtek Business Credit which is DBA for CDS.

On Slide number 26. Here’s some of the important data for the 504 loan program. And it talks about what we accomplished in calendar year 2021. On a going forward basis we’re looking to close or fund approximately $150 million 504 loan which would be a big increase over 2021 so that will be the 2022 forecast of $150 million a 66{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over the 2021 fundings or closings. We have the capacity to do these loans with $100 million facility from Deutsche Bank a $75 million Capital One Bank, a $20 million facility with One Florida Bank which helps us through construction, financing. Also important to note, we sold approximately 64.6 million and 24 units of 78 loans to third-party investors just for a gain on sale, over 2 million for the 12 months.

So, when you look at a 504 business on slide number 27, you’ve got a typical structure of a loan in terms of what the first is funded by NBL and then you’ve got the second lien that we fund. It gets taken out by government debentures, bar injection of 10{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. But we’re left with a 50{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} first. We don’t fund the loan until the government take out is in place.

Slide number 28 talks about the return on investment, which we could see that the 504 business is profitable like our 7(a) business is profitable, like our nonconforming business is profitable. These are all businesses that are providing high returns on equity. And we are excited about these businesses. The businesses that we’re in that we’ve successfully managed for over a decade provide higher returns on equity, which is why our stock price has been a stellar performer over the course of 10 years.

Slide number 29, a little bit of a deeper dive into a conventional loan portfolio, we call non-conforming conventional loans. We’re really happy to announce that we successfully securitized our portfolio of 86.6 million, 17 loans. Our DBRS was the rating agency. For those of you that are interested in more details on that securitization, you can go to DBRS’s website, take a look at the presale agreement, which I still believe is up there.

Obviously, the pandemic slowed the initiatives down, both with ourselves and joint venture partners. We’re up and running and we’re forecasting conservatively 300 million. We love to beat that number, but that’s where we are in 2022. And we said we’re currently negotiating 3 JV agreements which would give us tremendous capital power to clearly fund between say 500 million to a $1 billion worth of these loans in the foreseeable future, very, very excited about this business.

On slide number 38 and 30. Excuse me, we talk about the benefits of non-conforming conventional loans and this is important in the contract of looking at Newtek and trying to analyze the cash flows from the different areas, whether it’s the merchant processing business, whether it’s tech solutions business, whether it’s the 7 (a) business, whether it’s gain on sale, it’s servicing income, it’s spread income from its portfolio. And now you’ve got the non-conforming conventional loan business where we can earn origination fees, prior to going into the JV or out of the JV additional servicing income of 100 basis points for servicing these loans, which goes into SBL.

We have the opportunity obviously, to manage the interest rate risk through a Hedging portfolio. And then once the loans go into a securitization, you’re pretty much match funded and what the NCL or non-conforming conventional owned business does, is it leverages our existing origination platform which allows for increased revenue off of fixed expenses.

So when you look at the overall operating plan once again big funnel, lots of referrals and when we’re in the market we don’t say, oh come to Newtek we’re a 7 (a) lender. We’re a lender. How do we lend 10 to 25 year loans, no balloons, no covenants, must personally guarantee the loan, willingness to give you a high advanced rate in the primary collateral and we indicate a single digit interest rate that brings businesses to us. They can ultimately wind up in any one of these four buckets that exist today. Down the road, we’re hopeful that we’re successful with the proxy vote and regulatory authority. The Newtek brand will also be able to make regular bank loans that are more consistent with bank type lending practices, with lower costs of deposit funding to fund that, so that you’ve got a full menu for independent business owners and you’ve got a full menu as businesses mature and graduate through the cycle and get better and better and qualify for different types of financing. Once again, no balloons, long arm schedule means for the borrower, lower payments, and it really is working very well and the additions of non-conforming conventional loans and the ability to use the brand to put assets qualifying assets into the bank extremely excited.

So on slide number 31, I believe we cover. I jumped the gun a little bit. We talked about the securitization that we did, very, very useful and beneficial. One other thing that’s important in all of these loan categories, 7(a), 504, secured line of credit, non- conforming conventional and bank lending, our referrals encompass a wide swath of women minority owned businesses and loans to rural communities because of how we aggregate these opportunities.

Branch list, broker lists, BDO list environment using technology and alliance partners to refer to us gives us these opportunities, so we’re extremely excited about servicing independent business owner communities and the communities where these people live in all areas, whether they’re men, women, transgender, rural, urban, we’re very excited about our potential future.

Slide number 31 talks about our merchant processing valuation. We expect our growth to begin to return back to this business coming off with a pandemic. Slide number 33, just a couple of points to consider, 23.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase in monthly sales volume for the fourth quarter compared to the fourth quarter of 2021. We’re hopeful that increase consumer spending will continue. We also — we have a significant portfolio of taxi drivers in New York. That’s been tremendously affected by the lack of international travel that business of 1.2 million, 1.3 million of cash flow that has been diminished I think last year down to like 300,000. So there’s a lot of upside in these various different businesses that we’re in.

I will also state that we had a significant management realignment in 2021, which we believe will bear a lot of fruit this year. David Simon named as President and Chief Operating Officer of Newtek Merchant Solutions and he’s repositioned a very strong management team along with Mike Campbell, who is in charge of all underwriting risk and policies and procedures today which will be valuable particularly as we are hopeful that we will morph into a bank at some point in time in the future, once again, subject to shareholder vote, and regulatory approval.

When I go to slide number 32, when we look at our Newtek Payment Systems and what is referred to also legally as POS on Cloud. We are very excited about this system. For those of you, who want to learn more about it, go to newtekpaymentsystems.com on the website. There’s a lot to go over. I don’t want to spend too much time on the call today to go over but here’s what I’m very comfortable with. When you look at square, you look at Square, you look at Clover, our software, our system, it’s just better. We are processor agnostic. It’s fully integrated into the G for payroll, for payments. We are able to integrate a full range of benefits into the system. It can be branded for any channel partner like an ISO, a Community Bank, Credit Union, which Square and Clover do not do. This is a winning product for us. We’re very excited about this. We see it as a future opportunity for growth.

Slide number 35. We talked about our technology business. Newtek Technology Solutions 2021, revenue $41.1 million, EBITDA $5.4 million that’s versus $4.3 million last year, so we’re really excited. We have a very aggressive growth forecast. I am hopeful that we will deliver that $7 million.

The ability to offer two independent business owners, Security as a Service, advice and consulting for tech solutions, professional services, and to be able to give our facilities out to independent business owners that can’t afford a CTO or CIO or really can’t afford to have servers on-prem nor would they really know how to manage them. We do this business for a three to five person medical or dental office. And we also do it for larger players as well with a particular emphasis and focus going forward on financial institutions and clearly commercial enterprises. So we’re very excited about this business.

We believe in it. It’s great and businesses today need to be able to store their data and information technology in a safe and secure place that’s current and up to date, particularly when you see all the cyber attacks going on right now. We play a very important role, not to say that Amazon and Azure don’t do this, but they really don’t do it for smaller businesses.

And in Amazon’s case, you kind of need to use their development tools and their software. The 30 million SMBs as the SBA would define it, they’re not going to Amazon per se, they can but it’s extremely expensive. And they really don’t have the ability to relate to the Amazon cloud. We can help them with that. By the way, if they want to meet and be in the Amazon cloud. We could help them get into the Amazon cloud with our advice and consulting. We can help them get into the Azure Cloud. We can help them manage their solution on their on-prem, or to use our facilities in Phoenix or New Jersey, extremely excited about the future of our tech solutions business.

I’m going to fast forward now to 38. We talked about payroll and benefits. This is a changing environment. I mean, when you look at all the regulatory changes, customers need help, we’re there 24/7 and we’re very excited about our staff being able to help people in remote locations on video screen and available to our customers. We believe we don’t need branches. We don’t need brokers. We don’t need bankers. We don’t need PDOs.

We need the current team of people that are currently set up the way that we’re doing the business in the pandemic to be able to serve independent business owners in all areas. 24/7, we’re really excited about that.

Let’s go to slide number 39, the NewtekOne Dashboard, the one dashboard for all your business needs, which will be available if we are hopefully successful in acquiring National Bank of New York City, and even without it, the dashboard will be launched. The dashboard is currently in process and it is very much of an aggregation tool that’s important to know.

So with that said, payroll, web traffic data, the storage function, the data information and storage function, the lending tools, the payment processing information, it all exists today. We’re going to drive this up into one single sign on One Dashboard. And this is going to be the Dashboard that’s going to make businesses more successful.

It’s going to make them better. It’s going to make them more informed. There’ll be parts of this Dashboard that will wind up being transactional, that is our goal. Will that be available in 1.0 or 2.0 or 3.0 that still remains to be seen? But we’re very excited about our initiative.

And as a wish as we forayed into the world of banking software and banking systems, we’ve gotten a tremendous education. And once again, bank or no bank Dashboard will be rolled out. We’re really excited about it. And we’re looking forward to moving forward in this particular area.

On slide number 40. This is a screenshot of what the Dashboard will look like. So I think it’s really important. It’s “The One Dashboard for All Your Business Needs”. As you go down the left hand column, extremely important number one, your Newtek team. So when you go into one of the competing banks, community, big banks, et cetera, who do you talk to?

Well, you go to the Dashboard, you’ll have a relationship manager, and you’ll have a payment specialist, you’ll have an insurance specialist. You’ll have a payroll health and benefits specialist, you’ll have a tech specialist, a Lending Specialist, and if we’re a bank a depository specialists.

So, you will be able to go on the system and communicate via video with anybody on your team. So it’s not like you’re walking into one of these big banks today, that’s happy to take your deposits. And I’m giving you much for it and maybe occasionally making you alone. I’m really not doing a lot else for you.

But in the Dashboard you could see, in addition to the things that banks do, give your deposit information and your lending information, your credit card data will be available to you chargebacks, refunds, processing data, how much Visa, how much Master, how much American Express, how much profit, how much credit, looking at all your batches.

Our goal is to be able to get into the Dashboard and be able to allow you to make your payroll, so you can actually see who you’re making the payroll to. You could see the money coming up for the workman’s comp. You could see the money coming up for the health insurance. You could see the money coming up for the 401k or in the Dashboard, because we are a payroll processor and solutions company for our clients.

That dateable, storing data, storing documents for businesses, helping them manage their business, insurance policies, buy-sell agreements, operating agreements, Secretary Certificates all of that stored, safely and securely in the Dashboard, very, very exciting tool. Futuristically, we’d certainly love to maybe be in the tax business, digital bookkeeping business. It’s on the drawing board. I don’t have a specific time. We have a lot of initiatives, which you can tell by the length of this call today. So that is something that we’ll get to it.

The big differentiator here is our Dashboard is going to make our clients better and more successful. And it’s not just software, its software and people. They may not take you out for breakfast, lunch and dinner or play golf. They may not bring into a fancy branch, but they’ll be available onscreen, when you need them on demand. The Newtek One Dashboard, Newtek, a technology enabled bank, we’re really excited about what we’re doing here.

Slide number 41 in conclusion, investment in Newtek Business Service Corp as a BDC or potentially as a financial holding company, which we are hopeful for, you’ve got a proven track record we’ve outperformed the Russell and the S&P 500 for over a decade. Management’s interests aligned, I mean I’ve heard people say, gee, why doing this bank deals, management is very much inline with the shareholder base. We love dividends, and we love capital appreciation. And I don’t quite get the difference between if the stock price goes up for capital and you sell a little piece off and you get your dividend and you make it what’s the difference. It’s total return, but that’s for other people to decide, not me.

At the end of the day, we are looking to enhance shareholder value for all shareholders and we’re very excited about what we’re doing and historic returns that we have provided to shareholders. Yes, it includes dividends, but it also includes a significant amount of capital appreciation, which based upon what we’re doing in the business, within the business is very material.

We’ve used technology in our world as a disrupter, okay. So we’ve never been your typical BDC. And if we move forward with the bank, we won’t be a typical bank either. In the event we’re successful in our quest to obtain a proxy vote regulatory approval, we believe it’s in the best interest of our clients and stakeholders. And we really appreciate the opportunity to present to you today.

I’d like to turn the remaining portion of the financial review of our fourth quarter and annual results to Nick Leger, our Chief Accounting Officer.

Nick Leger

Thank you Barry. Good morning, everyone. You can find a summary of our fourth quarter 2021 results on slide number 43 as well as the reconciliation of our adjusted net investment income or adjusted NII on slide number 45.

On slide number 43 for the fourth quarter 2021, we had a net investment income of $1.6 million or $0.07 per share, as compared to a net investment income of $850,000 or $0.04 per share in the fourth quarter 2020. That’s a 75{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase on a per share basis. Adjusted NII, which is defined on slide number 44 was $16 million or $0.68 per share in the fourth quarter of 2021 as compared to $9.6 million or $0.44 per share in the fourth quarter of 2020.

Focusing on fourth quarter 2021 highlights, we recognize $24.8 million in total investment income, up 67.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase over the fourth quarter of 2020. Total investment income of $14.8 million. Dividends from portfolio companies, interest income and other income are the primary drivers for this increase, with interest income increasing by $1.4 million, resulting from a year-over-year increase in the accrual loan portfolio.

Other income increased by $3.3 million for the fourth quarter 2021, resulting mainly from a year-over-year increase in SBA 7(a) loan origination volume. Servicing income increased by 7.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to $3 million in the fourth quarter of 2021 plus $2.8 million in the same quarter. Distributions from portfolio companies for the fourth quarter 2021 totaled $9.75 million, which included $6 million from NMS, $3.5 million from NBL, our 504 business and $250,000 from NPS as compared to $4.175 million in the fourth quarter of 2020.

Moving on to expenses. Total expenses for the fourth quarter increased by $9.2 million quarter-over-quarter, mainly driven by an increase in the SBA 7(a) loan referral fees due to higher loan origination volume, escalated cost, professional fees and loan origination and processing costs.

Realized gains recognized on the sale of the guaranteed portions of SBA loans sold during the fourth quarter, totaled $18.1 million as compared to $11.4 million during the same quarter in 2020.

In the fourth quarter 2021 NSBS sold 223 loans for $126.6 million at an average premium of 12.28{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} as compared to 123 loans sold during the fourth quarter of 2020 for $85.1 million at an average premium of 11.42{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. The increase in realized gains is attributed to higher SBA loan origination volume in the fourth quarter of 2021 combined with higher average premium prices when compared to the fourth quarter of 2020.

Realized losses on SBA non-affiliate investments for the fourth quarter of 2021 was $3.5 million dollars as compared to $2.7 million for the fourth quarter of 2020. Overall, our operating results for the fourth quarter of 2021 resulted in a net increase in net assets of $20 million or $0.84 cents per share, and we ended the quarter with NAV per share of $16.72.

I’d like to turn the call back over to Barry.

Barry Sloane

Thank you, Nick. Operator, we’d go to Q&A.

Question-and-Answer Session

Operator

Thank you. We will now begin the question-and-answer session. [Operator Instructions] And we have a question from Paul Johnson from KBW.

Paul Johnson

Yes. Good morning, guys. Thanks for taking my questions. Just have a few for you today. I’m curious as far as what you’re seeing with your portfolio in terms credit trends, just subsequent to the expiration of the CARES Act last year in September, if that’s changed at all, if that’s improved or any sort of significant developments there.

Barry Sloane

Yes. I think that if you look at the results, the majority of the portfolio stopped receiving the CARES payments in probably March-April timeframe. And I think that people look at that as gee, that’s personal — none of these things are permanent. And these businesses took these funds and because in many cases they were very limited by government action to open up or wearing masks or a variety of different things they had to do see things better.

So, when you look at our portfolio performance, which we covered in one of the slides we’re very, very pleased and we think that businesses and Newtek is kind of an example of it really took the opportunity to pay attention, get rid of unnecessary expenses, and position themselves for how business has to be done in the future. So we think the trends are pretty good.

Now today’s all of a sudden the new day, lots change. Consumer spending has been incredibly strong up until, I would even say, yesterday. I mean, I’m seeing that in the payments numbers. So, if this is not overly punitive, meaning that if we have oil at 125 bucks a barrel for six months, that’ll be a problem, I would presume to a degree, but I think so far we’re in good shape. I mean, the future is a little bit more uncertain with what’s happened yesterday, But right now, we feel pretty good about the quality of the portfolio where our clients are. I mean, we knocked out everything 60 days and over and non-accruals went down. So we feel pretty good about where we are as well. And I will tell you, the value of the collateral is very strong right now.

Paul Johnson

Thanks for that. Yeah. It’s great to hear. Secondly, you guys have grown your staff pretty significantly last year. Just wondering, do you expect that kind of rate of hiring to continue into this year or do you think you’ve kind of reached a point where you’re pretty satisfied with the staff that you have today.

Barry Sloane

Yes. It’s a great question. Myself, in the lending team led obviously by Tony Zara and Peter Downs, look at headcount regularly. But we’ve got the right staff size and the capacity to lean into the business now. As we grow the NCL business, we’ll probably need to add a few selected people, but not a lot. Because you got to remember, the NCL business, you got bigger loads and fewer units.

So the other thing, I would tell you, on the servicing side, hopefully, loan forgiveness and PPP will diminish. So we’ll be able to shift resources around. I think, we’re in pretty good shape. I think the most important story to tell is, we significantly increased, what I think was, our SG&A last year and we’re able to cover it.

And I think that based upon what we’re looking at for Q1 and Q2, we’re able to handle it and we think we get a tremendous amount of leverage through the NCL opportunity, as well as we get leverage in the event we’re successful in the acquisition of National Bank of New York City.

Paul Johnson

Thanks for that, Barry. Appreciate that. I just had a few more and I’ll hop back in the queue, let few others ask questions. I’m curious on the JVs that you talked about with new partners and potentially forming those and growing those over time.

How do you plan funding the JVs? Is that going to be essentially cash on your balance sheet, or potentially assets from the portfolio, or how — what’s the plan in terms of just getting those JVs started?

Barry Sloane

Sure. And it’s a great question. Paul, I appreciate you asking, because I think that a lot of people don’t fully understand the value and capability of the JVs. And the way we currently do it today, which is what we continue to do as a BDC. And frankly, be not much different than if we were, had that assets at a bank holding company would be by a combination of debt and equity.

And they’re typically 50/50 equity pieces, and we have leverage financing from different partners. And we’re — we’ve got term sheets and offers on that now. So, the loan growth would basically be funded on balance sheet by the equity investment of Newtek Business Services Corp. into the joint venture.

Paul Johnson

Got it, got it. And then, lastly, I was hoping maybe you could just to kind of maybe talk about the effect of inflation and how you’ve seen that kind of flow through your portfolio companies, or maybe even, how you expect that kind of flow through this year. Any, sort of, effect that had on your portfolio or maybe even your underwriting process, just any kind of color there would be helpful.

Barry Sloane

Yeah, I think that inflation is a good thing for the payments business. I hate to say that because it’s just dastardly, but it increases the volume and you’ve got a lot of fixed expense there. So for the payments business, it’s good. For the insurance agency, it’s good. For the payroll business, it’s good. So — for the business services business, it’s great.

Now in the lending business, it can be problematic if in fact, it drives rates up a material amount. And I say that driving up rates to material amount does put pressure on businesses that don’t have the price elasticity. So you know where we begin to see certain strains from borrowers typically, is when you have a very material rate shock.

But it’s nothing that we — I mean, we’ve been doing this for, you know, in the SBA space since 2003. So it’s nothing that we haven’t seen before. It’s stuff that we model in all of our models. You know, it not overly concerned about inflation as being problematic for overall this business, which is why it’s great to have all these diversified streams.

Paul Johnson

Yes, appreciate that. Actually, one more question. I just housekeeping thing on for Nick. He mentioned that, I think, I just missed it. But could you just verify the realized losses on the SBA loans in the fourth quarter?

Nick Leger

Yes fourth quarter. Yes, its 3.5 million for the fourth quarter.

Paul Johnson

Okay, appreciate that. Alright, that’s all for me. Congratulations on, you know, really active quarter and a really active 2021. Hopefully, we see more this year.

Barry Sloane

Thank you very much.

Operator

Thank you. The next question comes from Mickey Schleien from Ladenburg.

Mickey Schleien

Good morning, everyone. Hi, Barry.

Barry Sloane

How are you doing?

Mickey Schleien

Okay. Thank you, Barry, most of my questions were already asked, but just a couple more. You mentioned that SBA 7(a) prices weakened in the fourth quarter as the government’s fee waiver and following that, how do you view pricing developing this year? And what do you expect for demand as interest rates rise?

Barry Sloane

Yes, the prices Mickey on the bonds have actually been not as good — is you know, quote up, you know, 1:13 and change, but not too far from that. So you know, without putting a number on it. The need and appetite for government, full faith and credit government guaranteed floater in the current environment is desirous and prices have held up pretty well. I – to be frankly, you don’t have — don’t have a forecast or a number for Q1, but we’ll probably be there in about five weeks with the way things are going so. I don’t see major changes.

You know, if you want to do some modeling, anywhere between 1:11 and maybe 1:12.5, I’m just giving you a very wide range, but I don’t have any further information relative to the mix of the portfolio. And I want to emphasize the change in the pricing was based upon the fact that just 50 basis points less than coupon that we’re selling. So, the flip side of it is the demand for the Full Faith and Credit government guaranteed floater is pretty high, and that’s what’s keeping prices stellar.

Mickey Schleien

And how about demand for the loans in terms of originations, Barry? In other words, when you look at your long history, let’s say interest rates climb — they could claim a couple 100 basis points in the relatively near future. How does that impact demand by your borrowers for debt?

Barry Sloane

It’s a great question, Mickey, it’s still because of the fact that we are a 10 to 25-year amortized lender, we are a better alternative than a conventional bank loan do — obviously, we’re higher rate than they are, but it’s the stretching out of the payments that’s in measurably invaluable. So, higher rate environments don’t tend to dissuade the universe of opportunity.

And you can see that from our pipeline, which has been growing throughout very material significant rate increases over the life. It’s not declining, and it’s — and we’re closing and the credits are good and the economy is good. So, no, we do not see a problem with loan demand, I would say on a Newtek specific basis.

Mickey Schleien

I understand. Thanks Barry. Just to follow-up on the credit quality questions. Could you give us a sense of how your borrowers’ revenues and margins trended in 2021? And do you expect those to be sustainable in 2022?

Barry Sloane

That’s a good one. I think that — too early to tell. Today, there’s been a lot of pricing elasticity and I guess that people going into restaurant with a higher bill and they are paying. So far, we see people from a rent standpoint, being able to afford rent hikes and other expenses. I do believe that we’re still dealing with supply chain issues that will wind up having some effect on the business and business credit. I think I’m — if I were to telling you anything else, I don’t think I’d be telling you what’s truthful here.

So, you’ve got an environment that is really volatile, it’s changing rapidly, and businesses that are smart and nimble, do well, which frankly, we have 44 people in our servicing department. We are all over our clients right now with the employment retention tax credit thing, of which I would say a lot of our businesses don’t know that they’re eligible for.

So, we work very hard, not just giving people money, but giving them these other solutions that make their business better. And that’s why we’ve been able to lend money for 18 or 19 years in a space that typically people they get in, they get their fingers blown off, and they get out.

This — we really put a mark in working with our client base to make them more successful, not just in giving them money, but in helping them grow and develop their business with the best solutions.

Mickey Schleien

I appreciate that. I understand. Thank you. Barry my last question. Thinking about sort of secular trends, are you seeing opportunities developing amongst small and medium sized businesses to service the alternative energy market, I’m just thinking about companies that may go out to houses to service solar panels or wall chargers for electric cars, things of that nature, and can that displace historically loans that used to make to gas stations, for example?

Barry Sloane

Yeah. That’s a good question. Look that is going to happen. Right now, we would be — we typically do not — we’re not a venture lender. I think it’s important to note that. But there is no question we’ve seen an unbelievable amount of entrepreneurship and we talk about charging stations, solar panels, CBD, cannabis, but we’re seeing a lot of economic changes going on, industry changes. And yeah, we think these are burgeoning markets. It’s not typically what we have any interest in lending to.

Mickey Schleien

Understand maybe down the road. That’s it for me this morning. Thanks for your time.

Barry Sloane

Thank you, Mickey. Appreciate it.

Operator

Thank you. Our next question comes from Matt Jaden from Raymond James.

Matt Jaden

Hey all, morning, and appreciate you taking my questions. First one maybe for you Nick. Apologies if I missed it during the prepared remarks. Can you give the breakdown of dividend income in the quarter? And then as a follow-up maybe for you, Barry, kind of expectations for the dividend income line in 2022?

Barry Sloane

Yeah. I’ll take the latter and I’ll let Nick do the former. So I’ll do the latter first. The expectation for dividend income is we have declared a $0.65 dividend for Q1. We have forecasted a $0.65 dividend for Q2. If you look at the momentum that we’ve got in the business with respect to 7A loans rolling over, the projections of the portfolio companies, we think we’re in pretty good shape. Now we’ve been reluctant and we did say this earlier in the call to forecast Q3, Q4. We don’t know whether it will be a bank. We don’t know whether it will be a BDC. But I do think, the company has historically trended to be higher in earnings in the second half than the first. I also cautioned that we have a lot of volatility, just looking at what’s going on in the market today with rates, gas, stuff like that. So we’re a little conservative on that.

What I will say is, given that we think though the bank transaction is not a second quarter, we don’t think the bank transaction second quarter transaction and maybe a third quarter transaction. If it’s a third quarter transaction, we probably would pay a dividend consistent with what we normally do as a BDC. Now that’s a guess that might change. I might retract that. But knowing our customer base, our investor base, we want to reward our investors. With that going beyond that I couldn’t. But I think you’re going to have to do your own projections. I appreciate the work that our four analysts have done because you guys do have adjusted NII projections for the calendar year, all four of you. After this call, hopefully, maybe you’ll look them a little bit closer. But I keep an eye on that pretty well. Nick, you — can you answer Matt’s questions on the dividends from last year?

Nick Leger

Yeah. So from there was 6 million in dividends from NMS, $3.5 million from NBL, and 250,000 from NTS.

Matt Jaden

Got it. Appreciate that. Barry, maybe as a follow-up to you on the bank, bank holding conversion company timing. Any sense you can give us as to when we might expect to see a proxy statement?

Barry Sloane

I should have been prepared for that question, Matt. The answer is I can’t really give you a time frame. I think from our perspective, the most important thing that we can do here is make sure when that proxy goes out that people are just really well informed, with everything that we know. So that’s kind of what we’re studying right now. I preferred to be sooner than later. But I think the – the deeper that we get into, the transaction and we’re in it. We’re in a pretty deep at this point.

And I can say that, we have not encompassed any roadmap at all that’s going to us to say no, now, I say that with all humility, because until the regulator’s sign off on a final plan, you don’t have a final plan. And we’re in discussions with them, and we’ve made certain adjustments to-date and things of that nature. But nothing that’s changed the company or the Board’s position that we like the deal that we did, and are hopeful that shareholders will follow through with our belief that this makes sense. They’ll have to do that evaluation based upon what’s in the proxy, which is basically a vote on being a BDC or not being a BDC. I know, I didn’t answer your question, Matt. But hopefully I gave you a little bit color that’s useful.

Matt Jaden

Yeah. Fair enough. Last one, for me kind of continuing on that theme, there maybe – maybe at a high level now that both of the baby bonds are fully callable. How are you thinking about a refi or a call of those heading into the conversion?

Nick Leger

Sure. I think that, it makes most sense for us to get a little bit further along. And, I think that one way to think about it would be that, if you speculate that the third quarter is likely then, in all likelihood that would be less callable and more callable. I don’t want to be one up, boxed myself in here and say that we won’t call it tomorrow, we will call tomorrow. But I think, as you try to analyze this and make your own guesses, what are you going to refinance into and refinance out of?

I will say, if you look at the way that baby bond debt and bank holding company debt is evaluated by the rating agencies are actually not too dissimilar. So I think that, as you try to figure out that, I think the — the likelihood obviously of call ability, with the bank deal, being definitive at some point in time or not being definitive, will be the real determinant as to when those bonds go.

Now, we did pay off $40 million of an issue that was callable, because we had excess cash. We believe the coupon was high. We wanted to reduce our leverage. And I think that’s indicative of the fact that, this company is confident of what its forecasted beliefs are going forward, if that’s helpful at all.

Matt Jaden

That’s it for me, Barry. I appreciate the time this morning.

Barry Sloane

Thank you for the questions. Good questions. I should have been prepared for the other one. But anyway, thank you, Matt

Operator

Thank you. At this moment, we show no further questions. I would like to turn the call back to Mr. Sloane for any other remarks..

Barry Sloane

Great. I want to thank everybody for attending the call today. I know this is a tough day, a lot of activity in the market. We had a great 2021 and we are very, very optimistic about 2022. Look forward to working with each and every one of you on whatever your needs are objectives are. And thank you very much for your time and attention today. Thank you, operator.

Operator

Thank you. Ladies and gentlemen, this concludes today’s conference. We thank you for participating. You may now disconnect.

TAL Education Group Announces Unaudited Financial Results for the Third Fiscal Quarter Ended November 30, 2021

TAL Education Group Announces Unaudited Financial Results for the Third Fiscal Quarter Ended November 30, 2021

BEIJING, Feb. 21, 2022 /PRNewswire/ — TAL Education Group (NYSE: TAL) (“TAL” or the “Company”), a smart learning solutions provider in China, today announced its unaudited financial results for the third quarter of fiscal year 2022 ended November 30, 2021.

Highlights for the Third Quarter of Fiscal Year 2022

  • Net revenues decreased by 8.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} year-over-year to US$1,020.9 million from US$1,119.1 million in the same period of the prior year.

  • Loss from operations was US$108.4 million, compared to loss from operations of US$127.4 million in the same period of the prior year.

  • Non-GAAP loss from operations, which excluded share-based compensation expenses, was US$67.6 million, compared to non-GAAP loss from operations of US$73.4 million in the same period of the prior year.

  • Net loss attributable to TAL was US$99.4 million, compared to net loss attributable to TAL of US$43.6 million in the same period of the prior year.

  • Non-GAAP net loss attributable to TAL, which excluded share-based compensation expenses, was US$58.6 million, compared to non-GAAP net income attributable to TAL of US$10.4 million in the same period of the prior year.

  • Basic and diluted net loss per American Depositary Share (“ADS”) were both US$0.15. Non-GAAP basic and diluted net loss per ADS, which excluded share-based compensation expenses, were both US$0.09. Three ADSs represent one Class A common share.

  • Cash, cash equivalents and short-term investments totaled US$2,837.2 million as of November 30, 2021, compared to US$5,937.5 million as of February 28, 2021.

Highlights for the Nine Months Ended November 30, 2021

  • Net revenues increased by 22.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} year-over-year to US$3,849.8 million from US$3,133.1 million in the same period of the prior year.

  • Loss from operations was US$615.2 million, compared to loss from operations of US$141.0 million in the same period of the prior year.

  • Non-GAAP loss from operations, which excluded share-based compensation expenses, was US$440.5 million, compared to non-GAAP loss from operations of US$16.4 million in the same period of the prior year.

  • Net loss attributable to TAL was US$1,028.0 million, compared to net income attributable to TAL of US$53.0 million in the same period of the prior year.

  • Non-GAAP net loss attributable to TAL, which excluded share-based compensation expenses, was US$853.3 million, compared to non-GAAP net income attributable to TAL of US$177.6 million in the same period of the prior year.

  • Basic and diluted net loss per ADS were both US$1.60. Non-GAAP basic and diluted net loss per ADS, excluding share-based compensation expenses, were both US$1.33.

Financial Data——Third Quarter and First Nine Months of Fiscal Year 2022

(In US$ thousands, except per ADS data and percentages)

Three Months Ended

November 30,

2020

2021

Pct. Change

Net revenues

1,119,135

1,020,932

(8.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Loss from operations

(127,389)

(108,429)

(14.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Non-GAAP loss from operations

(73,354)

(67,611)

(7.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Net loss attributable to TAL

(43,608)

(99,368)

127.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}

Non-GAAP net income/(loss) attributable to TAL

10,427

(58,550)

(661.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Net loss per ADS attributable to TAL – basic

(0.07)

(0.15)

114.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}

Net loss per ADS attributable to TAL – diluted

(0.07)

(0.15)

114.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}

Non-GAAP net income/(loss) per ADS attributable to TAL – basic

0.02

(0.09)

(628.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Non-GAAP net income/(loss) per ADS attributable to TAL – diluted

0.02

(0.09)

(647.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Nine Months Ended

November 30,

2020

2021

Pct. Change

Net revenues

3,133,066

3,849,755

22.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}

Loss from operations

(141,014)

(615,160)

336.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}

Non-GAAP loss from operations

(16,407)

(440,463)

2,584.6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}

Net income/(loss) attributable to TAL

53,012

(1,027,992)

(2,039.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Non-GAAP net income/(loss) attributable to TAL

177,619

(853,295)

(580.4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Net income/(loss) per ADS attributable to TAL – basic

0.09

(1.60)

(1,914.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Net income/(loss) per ADS attributable to TAL – diluted

0.08

(1.60)

(1,985.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Non-GAAP net income/(loss) per ADS attributable to TAL – basic

0.29

(1.33)

(549.4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Non-GAAP net income/(loss) per ADS attributable to TAL – diluted

0.28

(1.33)

(567.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550})

Financial Results for the Third Quarter of Fiscal Year 2022

Net Revenues

In the third quarter of fiscal year 2022, TAL reported net revenues of US$1,020.9 million, representing an 8.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} decrease from US$1,119.1 million in the third quarter of fiscal year 2021.

Operating Costs and Expenses

In the third quarter of fiscal year 2022, operating costs and expenses were US$1,139.3 million, representing a 9.3{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} decrease from US$1,255.9 million in the third quarter of fiscal year 2021. Non-GAAP operating costs and expenses, which excluded share-based compensation expenses, were US$1,098.5 million, representing an 8.6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} decrease from US$1,201.8 million in the third quarter of fiscal year 2021.

Cost of revenues increase by 0.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$519.5 million from US$516.0 million in the third quarter of fiscal year 2021. Non-GAAP cost of revenues, which excluded share-based compensation expenses, increase by 0.8{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$519.2 million, from US$515.2 million in the third quarter of fiscal year 2021.

Selling and marketing expenses decreased by 35.0{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$273.6 million from US$420.7 million in the third quarter of fiscal year 2021. Non-GAAP selling and marketing expenses, which excluded share-based compensation expenses, decreased by 36.4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$258.6 million, from US$406.4 million in the third quarter of fiscal year 2021.

General and administrative expenses increased by 5.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$300.0 million from US$283.8 million in the third quarter of fiscal year 2021. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses, increased by 12.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$274.4 million, from US$244.5 million in the third quarter of fiscal year 2021.

Total share-based compensation expenses allocated to the related operating costs and expenses decreased by 24.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$40.8 million in the third quarter of fiscal year 2022 from US$54.0 million in the same period of fiscal year 2021.

Impairment loss on intangible assets and goodwill was $46.2 million for the third quarter of fiscal year 2022, compared to US$35.7 million for the third quarter of fiscal year 2021.

Gross Profit

Gross profit decreased by 16.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$501.4 million from US$603.6 million in the third quarter of fiscal year 2021.

Loss from Operations

Loss from operations was US$108.4 million in the third quarter of fiscal year 2022, compared to loss from operations of US$127.4 million in the third quarter of fiscal year 2021. Non-GAAP loss from operations was US$67.6 million, compared to Non-GAAP loss from operations of US$73.4 million in the same period of the prior year.

Other Income

Other income was US$9.5 million for the third quarter of fiscal year 2022, compared to other income of US$45.5 million in the third quarter of fiscal year 2021.

Impairment Loss on Long-term Investments

Impairment loss on long-term investments was nil for the third quarter of fiscal year 2022, compared to US$11.5 million for the third quarter of fiscal year 2021.

Income Tax Benefit/(expense)

Income tax expense was US$25.6 million in the third quarter of fiscal year 2022, compared to US$13.9 million of income tax benefit in the third quarter of fiscal year 2021.

Net Loss/(income) Attributable to TAL Education Group

Net loss attributable to TAL was US$99.4 million in the third quarter of fiscal year 2022, compared to net loss attributable to TAL of US$43.6 million in the third quarter of fiscal year 2021. Non-GAAP net loss attributable to TAL, which excluded share-based compensation expenses, was US$58.6 million, compared to Non-GAAP net income attributable to TAL of US$10.4 million in the third quarter of fiscal year 2021.

Basic and Diluted Net Loss per ADS

Basic and diluted net loss per ADS were both US$0.15 in the third quarter of fiscal year 2022. Non-GAAP basic and diluted net loss per ADS, which excluded share-based compensation expenses, were both US$0.09, in the third quarter of fiscal year 2022.

Cash, Cash Equivalents, and Short-Term Investments

As of November 30, 2021, the Company had US$1,347.9 million of cash and cash equivalents and US$1,489.3 million of short-term investments, compared to US$3,243.0 million of cash and cash equivalents and US$2,694.5 million of short-term investments as of February 28, 2021.

Financial Results for the First Nine Months of Fiscal Year 2022

Net Revenues

For the first nine months of fiscal year 2022, TAL reported net revenues of US$3,849.8 million, representing a 22.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase from US$3,133.1 million in the first nine months of fiscal year 2021.

Operating Costs and Expenses

In the first nine months of fiscal year 2022, operating costs and expenses were US$4,480.0 million, a 36.1{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase from US$3,291.5 million in the first nine months of fiscal year 2021. Non-GAAP operating costs and expenses, which excluded share-based compensation expenses, were US$4,305.3 million, a 35.9{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase from US$3,166.9 million in the first nine months of fiscal year 2021.

Cost of revenues increased by 36.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$2,005.3 million from US$1,467.1 million in the first nine months of fiscal year 2021. Non-GAAP cost of revenues, which excluded share-based compensation expenses, increased by 36.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$2,004.3 million from US$1,466.0 million in the first nine months of fiscal year 2021.

Selling and marketing expenses decreased by 0.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$1,014.7 million from US$1,019.6 million in the first nine months of fiscal year 2021. Non-GAAP selling and marketing expenses, which excluded share-based compensation expenses, decreased by 3.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$951.2 million from US$988.0 million in the first nine months of fiscal year 2021.

General and administrative expenses increased by 28.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$987.6 million from US$768.7 million in the first nine months of fiscal year 2021. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses, increased by 29.6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$877.3 million from US$676.9 million in the first nine months of fiscal year 2021.

Total share-based compensation expenses allocated to the related operating costs and expenses increased by 40.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$174.7 million in the first nine months of fiscal year 2022 from US$124.6 million in the same period of fiscal year 2021.

Impairment loss on intangible assets and goodwill was US$472.4 million for the first nine months of fiscal year 2022, compared to US$36.0 million for the same period of fiscal year 2021.

Gross Profit

Gross profit grew by 10.7{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to US$1,844.5 million from US$1,666.0 million in the first nine months of fiscal year 2021.

Loss from Operations

Loss from operations was US$615.2 million in the first nine months of fiscal year 2022, compared to loss from operations of US$141.0 million in the same period of the prior year. Non-GAAP loss from operations, which excluded share-based compensation expenses, was US$440.5 million for the first nine months of fiscal year 2022, compared to non-GAAP loss from operations, which excluded share-based compensation expenses, was US$16.4 million in the first nine months of fiscal year 2021.

Other Income

Other income was US$17.6 million for the first nine months of fiscal year 2022, compared to other income of US$132.9 million for the first nine months of fiscal year 2021.

Impairment Loss on Long-term Investments

Impairment loss on long-term investments was US$178.1 million for the first nine months of fiscal year 2022, compared to US$18.4 million for the first nine months of fiscal year 2021.

Income Tax Expense

Income tax expense was US$367.1 million in the first nine months of fiscal year 2022, compared to US$10.6 million of income tax expense in the first nine months of fiscal year 2021.

Net Loss/(income) Attributable to TAL Education Group

Net loss attributable to TAL was US$1,028.0 million in the first nine months of fiscal year 2022, compared to net income attributable to TAL of US$53.0 million in the first nine months of fiscal year 2021. Non-GAAP net loss attributable to TAL, which excluded share-based compensation expenses, was US$853.3 million in the first nine months of fiscal year 2022, compared to Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, was US$177.6 million in the first nine months of fiscal year 2021.

Basic and Diluted Net Loss per ADS

Basic and diluted net loss per ADS were both US$1.60, in the first nine months of fiscal year 2022. Non-GAAP basic and Non-GAAP diluted net loss per ADS, which excluded share-based compensation expenses, were both US$1.33, in the first nine months of fiscal year 2022.

Recent Development

On November 12, 2021, the Company issued a press release to announce that in response to the regulatory developments relating to after-school tutoring services, including the Opinions on Further Alleviating the Burden of Homework and After-School Tutoring for Students in Compulsory Education, published in July 2021 by the General Office of the CPC Central Committee and the General Office of the State Council (the “Opinion”) and the related implementation rules, regulations and measures promulgated by competent authorities, the Company decided to cease offering academic subjects to students from kindergarten through grade nine (“K9 Academic AST Services”) in the mainland of China by the end of December 2021.

The Company has completed the cessation by the due date and expects that the cessation will have a substantial adverse impact on the Company’s revenues for the fiscal year ending February 28, 2022 and subsequent periods. In the fiscal year ended February 28, 2021, the revenues from offering K9 Academic AST Services accounted for a substantial majority of the Company’s total revenues in the year. Therefore, the Company believes that the financial results for the fiscal periods ended November 30, 2021 would not be indicative for its performance going forward.

By leveraging its leading-edge education technology, high quality content and extensive experience, the Company will continue to operate and develop the portion of its business other than K9 Academic AST Services, and will also explore other opportunities to provide learning solutions in accordance with relevant rules and regulations.

The Company will continue to seek guidance from and cooperate with government authorities in various provinces and municipalities in China in connection with its efforts to comply with the policy directives in the Opinion and any related implementation rules, regulations and measures. The Company will further adjust its business operations as required, and provide updates to its shareholders as appropriate.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, TAL Education Group’s strategic and operational plans contain forward-looking statements. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s ability to continue to provide competitive learning services and products; the Company’s ability to continue to recruit, train and retain talents; the Company’s ability to improve the content of current course offerings and develop new courses; the Company’s ability to maintain and enhance its brand; the Company’s ability to maintain and continue to improve its teaching results; and the Company’s ability to compete effectively against its competitors. Further information regarding these and other risks is included in the Company’s reports filed with, or furnished to the U.S. Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of this press release, and TAL Education Group undertakes no duty to update such information or any forward-looking statement, except as required under applicable law.

About TAL Education Group

TAL Education Group is a smart learning solutions provider in China. The acronym “TAL” stands for “Tomorrow Advancing Life”, which reflects our vision to promote top learning opportunities for students through both high-quality teaching and content, as well as leading edge application of technology in the education experience. TAL Education Group offers comprehensive learning services to students from pre-school to the twelfth grade primarily through three flexible class formats: small classes, personalized premium services, and online courses. Our learning services mainly cover enrichment learnings programs and some academic subjects in and out of China. Our ADSs trade on the New York Stock Exchange under the symbol “TAL”.

About Non-GAAP Financial Measures

In evaluating its business, TAL considers and uses the following measures defined as non-GAAP financial measures by the SEC as supplemental metrics to review and assess its operating performance: non-GAAP operating costs and expenses, non-GAAP cost of revenues, non-GAAP selling and marketing expenses, non-GAAP general and administrative expenses, non-GAAP income from operations, non-GAAP net income attributable to TAL, non-GAAP basic and non-GAAP diluted net income per ADS. To present each of these non-GAAP measures, the Company excludes share-based compensation expenses. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of non-GAAP measures to the most comparable GAAP measures” set forth at the end of this release.

TAL believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding share-based expenses that may not be indicative of its operating performance from a cash perspective. TAL believes that both management and investors benefit from these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to TAL’s historical performance and liquidity. TAL computes its non-GAAP financial measures using the same consistent method from quarter to quarter and from period to period. TAL believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using non-GAAP measures is that these non-GAAP measures exclude share-based compensation charges that have been and will continue to be for the foreseeable future a significant recurring expense in the Company’s business. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of U.S. dollars)

As of

February 28,
2021

As of

November 30,
2021

ASSETS

Current assets

Cash and cash equivalents

$ 3,242,953

$ 1,347,934

Restricted cash-current

1,758,937

1,110,112

Short-term investments

2,694,555

1,489,245

Inventory

38,675

22,239

Amounts due from related parties-current

2,964

2,093

Income tax receivables

15,641

20,926

Prepaid expenses and other current assets

403,110

178,349

Total current assets

8,156,835

4,170,898

Restricted cash-non-current

16,094

377,898

Property and equipment, net

511,415

358,914

Deferred tax assets

317,189

8,524

Rental deposits

102,555

94,234

Intangible assets, net

66,041

16,776

Land use right, net

216,702

216,942

Goodwill

454,413

18,836

Amounts due from related parties- non-current

63

Long-term investments

667,636

557,974

Long-term prepayments and other non-current assets

57,694

19,943

Operating lease right-of-use assets

1,545,735

828,980

Total assets

$ 12,112,309

$ 6,669,982

LIABILITIES AND EQUITY

Current liabilities

Accounts payable

$ 353,778

$ 150,867

Deferred revenue-current

1,387,493

538,979

Amounts due to related parties-current

3,488

312

Accrued expenses and other current liabilities

911,283

928,463

Income tax payable

65,138

33,297

Current portion of long-term debt

270,000

Operating lease liabilities, current portion

382,671

247,344

Total current liabilities

3,373,851

1,899,262

Deferred revenue-non-current

30,005

20

Deferred tax liabilities

10,333

17,898

Bond payable

2,300,000

Operating lease liabilities, non-current portion

1,193,564

634,295

Total liabilities

6,907,753

2,551,475

Mezzanine equity

Redeemable non-controlling interests

1,775

Equity

Class A common shares

148

166

Class B common shares

67

49

Additional paid-in capital

4,369,125

4,358,131

Statutory reserve

121,285

111,151

Retained earnings/(accumulated deficit)

624,883

(392,975)

Accumulated other comprehensive income

86,321

68,888

Total TAL Education Group’s equity

5,201,829

4,145,410

Noncontrolling interest

952

(26,903)

Total equity

5,202,781

4,118,507

Total liabilities, mezzanine equity and equity

$ 12,112,309

$ 6,669,982

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands of U.S. dollars, except share, ADS, per share and per ADS data)

For the Three Months Ended
November 30,

For the Nine Months Ended
November 30,

2020

2021

2020

2021

Net revenues

$ 1,119,135

$ 1,020,932

$ 3,133,066

$ 3,849,755

Cost of revenues (note 1)

515,560

519,483

1,467,112

2,005,252

Gross profit

603,575

501,449

1,665,954

1,844,503

Operating expenses (note 1)

Selling and marketing

420,747

273,629

1,019,598

1,014,666

General and administrative

283,827

299,963

768,719

987,595

Impairment loss on intangible
assets and goodwill

35,727

46,247

36,031

472,437

Total operating expenses

740,301

619,839

1,824,348

2,474,698

Government subsidies

9,337

9,961

17,380

15,035

Loss from operations

(127,389)

(108,429)

(141,014)

(615,160)

Interest income

28,879

12,747

79,065

84,644

Interest expense

(2,714)

(1,821)

(9,378)

(7,871)

Other income

45,507

9,520

132,948

17,611

Impairment loss on long-term
investments

(11,472)

(18,357)

(178,063)

(Loss)/income before provision
for income tax and income
from equity method investments

(67,189)

(87,983)

43,264

(698,839)

Income tax benefit/(expense)

13,887

(25,562)

(10,556)

(367,120)

Income from equity method
investments

411

6,423

6,352

10,471

Net (loss)/income

(52,891)

(107,122)

39,060

(1,055,488)

Add: Net loss attributable to
noncontrolling interest

9,283

7,754

13,952

27,496

Total net (loss)/income
attributable to TAL
Education Group

$ (43,608)

$ (99,368)

$ 53,012

$ (1,027,992)

Net (loss)/income
per common share

Basic

$ (0.22)

$ (0.46)

$ 0.26

$ (4.79)

Diluted

(0.22)

(0.46)

0.25

(4.79)

Net (loss)/income per ADS (note 2)

Basic

$ (0.07)

$ (0.15)

$ 0.09

$ (1.60)

Diluted

(0.07)

(0.15)

0.08

(1.60)

Weighted average shares used in
calculating net (loss)/income
per common share

Basic

202,039,751

214,672,624

200,786,811

214,619,651

Diluted

202,039,751

214,672,624

208,710,216

214,619,651

Note1: Share-based compensation expenses are included in the operating costs and expenses as follows:

For the Three Months

For the Nine Months

Ended November 30,

Ended November 30,

2020

2021

2020

2021

Cost of revenues

$ 404

$ 262

$ 1,158

$ 996

Selling and marketing expenses

14,322

15,008

31,644

63,440

General and administrative expenses

39,309

25,548

91,805

110,261

Total

$ 54,035

$ 40,818

$ 124,607

$ 174,697

Note 2: Three ADSs represent one Class A common Share.

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF

COMPREHENSIVE INCOME/(LOSS)

(In thousands of U.S. dollars)

For the Three Months Ended

November 30,

For the Nine Months Ended

November 30,

2020

2021

2020

2021

Net (loss)/income

$ (52,891)

$ (107,122)

$ 39,060

$ (1,055,488)

Other comprehensive income/(loss), net of tax

54,944

6,053

87,834

(17,796)

Comprehensive income/(loss)

2,053

(101,069)

126,894

(1,073,284)

Add: Comprehensive loss
attributable to noncontrolling
interest

8,581

8,106

12,872

27,855

Comprehensive income/(loss) attributable to TAL Education Group

$ 10,634

$ (92,963)

$ 139,766

$ (1,045,429)

TAL EDUCATION GROUP

Reconciliation of Non-GAAP Measures to the Most Comparable GAAP Measures

(In thousands of U.S. dollars, except share, ADS, per share and per ADS data)

For the Three Months

Ended November 30,

For the Nine Months
Ended November 30,

2020

2021

2020

2021

Cost of revenues

$ 515,560

$ 519,483

$ 1,467,112

$ 2,005,252

Share-based compensation expense in cost of revenues

404

262

1,158

996

Non-GAAP cost of revenues

515,156

519,221

1,465,954

2,004,256

Selling and marketing expenses

420,747

273,629

1,019,598

1,014,666

Share-based compensation expense
in selling and marketing expenses

14,322

15,008

31,644

63,440

Non-GAAP selling and marketing expenses

406,425

258,621

987,954

951,226

General and administrative expenses

283,827

299,963

768,719

987,595

Share-based compensation expense
in general and administrative
expenses

39,309

25,548

91,805

110,261

Non-GAAP general and administrative expenses

244,518

274,415

676,914

877,334

Operating costs and expenses

1,255,861

1,139,322

3,291,460

4,479,950

Share-based compensation expense in operating
costs and expenses

54,035

40,818

124,607

174,697

Non-GAAP operating costs and expenses

1,201,826

1,098,504

3,166,853

4,305,253

Loss from operations

(127,389)

(108,429)

(141,014)

(615,160)

Share based compensation expenses

54,035

40,818

124,607

174,697

Non-GAAP loss from operations

(73,354)

(67,611)

(16,407)

(440,463)

Net (loss)/income attributable
to TAL Education Group

(43,608)

(99,368)

53,012

(1,027,992)

Share based compensation expenses

54,035

40,818

124,607

174,697

Non-GAAP net income/(loss) attributable
to TAL Education Group

$ 10,427

$ (58,550)

$ 177,619

$ (853,295)

Net (loss)/income per ADS

Basic

$ (0.07)

$ (0.15)

$ 0.09

$ (1.60)

Diluted

(0.07)

(0.15)

0.08

(1.60)

Non-GAAP Net income/(loss) per ADS

Basic

$ 0.02

$ (0.09)

$ 0.29

$ (1.33)

Diluted

0.02

(0.09)

0.28

(1.33)

ADSs used in calculating net (loss)/income per ADS

Basic

606,119,253

644,017,872

602,360,433

643,858,953

Diluted

606,119,253

644,017,872

626,130,648

643,858,953

ADSs used in calculating Non-GAAP income/(loss) per ADS

Basic

606,119,253

644,017,872

602,360,433

643,858,953

Diluted

627,950,637

644,017,872

626,130,648

643,858,953

Cision

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SOURCE TAL Education Group

Laureate Education Announces Preliminary Fourth Quarter and Year End 2021 Results and 2022 Guidance

MIAMI, Feb. 9, 2022 /PRNewswire/ — Laureate Education, Inc. (NASDAQ: LAUR) today announced preliminary financial results for the fourth quarter and year ended December 31, 2021 and guidance for full-year 2022.

Laureate Education Logo

Laureate Education Logo

Preliminary Fourth Quarter 2021 and Year End 2021 Results

Based on preliminary information, Laureate expects fourth quarter revenue of approximately $295 to $297 million and Adjusted EBITDA of approximately $57 to $60 million, and, for the year ended December 31, 2021, expects revenue of approximately $1,085 to $1,087 million and Adjusted EBITDA of approximately $250 to $253 million. Total enrollment at year-end 2021 was approximately 388,500 students.

Laureate ended the fourth quarter of 2021 with approximately $325 million of cash and cash equivalents and $154 million in debt outstanding. In addition, $74 million of the Walden sale transaction value was paid into an escrow account, which will be released in full or in part to Laureate in August 2022 pursuant to the terms and conditions of the escrow agreement.

Preliminary Outlook for Fiscal 2022

Based on preliminary information and the current foreign exchange spot rates1, Laureate currently expects its full-year 2022 results to be as follows:

  • Total enrollments expected to be in the range of 405,000 to 415,000;

  • Revenues expected to be in the range of $1,169 to $1,194 million; and

  • Adjusted EBITDA expected to be in the range of $320 to $330 million.

Reconciliations of the forward-looking non-GAAP measures, including the 2022 Adjusted EBITDA outlook, to the relevant forward-looking GAAP measures are not being provided, as Laureate does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliations, and such reconciliation could not be produced without unreasonable effort.

Please see the “Forward-Looking Statements” section in this release for a discussion of certain risks related to this outlook.

1 Based on actual FX rates for January and spot FX rates (local currency per U.S. Dollar) of MXN 20.56 and PEN 3.86 for February 2022—December 2022. FX impact may change based on fluctuations in currency rates in future periods.

The preliminary estimates for the quarter and year ended December 31, 2021 and outlook for fiscal 2022 set forth herein are not yet complete and are based on information available to our management team as of the date hereof. We have prepared the preliminary estimates disclosed in good faith based upon our internal reporting. These estimates are preliminary and unaudited, inherently uncertain, and subject to change as we complete our financial statements as of and for the quarter and year ended December 31, 2021. These preliminary estimates are not guarantees of actual performance, and are not guarantees of, or indicative of, future performance. Given the timing of these preliminary estimates, we have not completed our customary financial closing and review procedures, including full income tax calculations and management’s review of the results. We may identify other items that require material adjustments to these preliminary estimates as we finalize our financial statement close procedures for the quarter. Accordingly, these preliminary estimates should not be viewed as a substitute for full financial statements for the quarter and year ended December 31, 2021, prepared in accordance with accounting principles generally accepted in the United States (GAAP). Final results for the quarter and year ended December 31, 2021, and the final 2022 outlook could differ materially from these preliminary estimates. You should exercise caution in relying on these preliminary estimates and should not place undue reliance on this information or draw any inferences from this information regarding financial or operating data not yet provided or available. These preliminary results are subject to the final review by our audit committee and review by our independent registered public accounting firm. Accordingly, our independent registered public accounting firm does not express an opinion or any other form of assurance with respect thereto. Important factors that could cause our actual results to differ from these preliminary estimates are set forth below under “Forward- Looking Statements.”

Forward-Looking Statements

This press release includes statements that express Laureate’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, ”forward-looking statements” within the meaning of the federal securities laws, which involve risks and uncertainties. Laureate’s actual results may vary significantly from the results anticipated in these forward-looking statements. You can identify forward-looking statements because they contain words such as ”believes,” ”expects,” ”may,” ”will,” ”should,” ”seeks,” ”approximately,” ”intends,” ”plans,” ”estimates” or ”anticipates” or similar expressions that concern our strategy, plans or intentions. All statements we make relating to (i) guidance (including, but not limited to, total enrollments, revenues, and Adjusted EBITDA), (ii) our current growth strategy and other future plans, strategies or transactions that may be identified, explored or implemented and any litigation or dispute resulting from any completed transaction, (iii) any anticipated share repurchases or cash distributions and (iv) the potential impact of the COVID-19 pandemic on our business or the global economy as a whole are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. All of these forward-looking statements are subject to risks and uncertainties that may change at any time, including with respect to our current growth strategy and the impact of any completed divestiture. Accordingly, our actual results may differ materially from those we expected. We derive most of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all factors that could affect our actual results. Important factors that could cause actual results to differ materially from our expectations are disclosed in our Annual Report on Form 10-K filed with the SEC on February 25, 2021, our Quarterly Reports on Form 10-Q filed and to be filed with the SEC and other filings made with the SEC. These forward-looking statements speak only as of the time of this release and we do not undertake to publicly update or revise them, whether as a result of new information, future events or otherwise, except as required by law.

Presentation of Non-GAAP Measures

In addition to the results provided in accordance with GAAP in this press release, Laureate provides the non-GAAP measurement of Adjusted EBITDA. We have included this non-GAAP measurement because it is a key measure used by our management and board of directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operational plans.

Adjusted EBITDA consists of income (loss) from continuing operations, adjusted for certain items. The exclusion of certain expenses in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business. Additionally, Adjusted EBITDA is a key input into the formula used by the compensation committee of our board of directors and our Chief Executive Officer in connection with the payment of incentive compensation to our executive officers and other members of our management team. Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

We have not included a GAAP reconciliation of our Adjusted EBITDA amounts for the quarter or the year ended December 31, 2021, because we have not yet completed our financial closing procedures for the quarter and year ended December 31, 2021, and such reconciliation could not be produced without unreasonable effort.

About Laureate Education, Inc.

Laureate Education, Inc. operates five universities across Mexico and Peru, enrolling more than 350,000 students in high-quality undergraduate, graduate, and specialized degree programs through campus-based and online learning. Our universities have a deep commitment to academic quality and innovation, strive for market-leading employability outcomes, and work to make higher education more accessible. At Laureate, we know that when our students succeed, countries prosper, and societies benefit. Learn more at laureate.net.

Investor Relations Contact:
ir@laureate.net

Media Contact:
Adam Smith
Laureate Education, Inc.
adam.smith@laureate.net
U.S.: +1 (443) 255 0724

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SOURCE Laureate Education, Inc.

RYB Education, Inc. Reports Third Quarter 2021 Financial Results

BEIJING, Dec. 12, 2021 /PRNewswire/ — RYB Education, Inc. (“RYB” or the “Company”) (NYSE: RYB), a leading early childhood education service provider in China, today announced its unaudited financial results for the third quarter of 2021.

Third Quarter 2021 Operational and Financial Summary

  • Number of students enrolled at directly operated facilities was 36,513 as of September 30, 2021, compared with 33,760 as of September 30, 2020.
  • Net revenues were $42.8 million, compared with $32.6 million for the third quarter of 2020.
  • Gross profit was $3.1 million, compared with $2.0 million for the third quarter of 2020.
  • Net loss attributable to ordinary shareholders of RYB for the third quarter of 2021 was $2.2 million, compared with $7.1 million for the third quarter of 2020. Adjusted net loss attributable to ordinary shareholders[1] of RYB for the third quarter of 2021 was $1.8 million, compared with $6.5 million for the third quarter of 2020.
  • Cash generated from operating activities was $7.3 million in the third quarter of 2021, compared to $14.6 million for the third quarter of 2020.

“As China continues to carry out its reform in the education sector, private education will enter a new phase of development. RYB has long adhered to its original mission for preschool education and endeavored to contribute to the development of private education through providing high-quality products and services,” said Ms. Yanlai Shi, Co-founder, Director and Chief Executive Officer of RYB. “Over the years, we have committed to the healthy, sustainable and compliant development of preschool education, and have steadily followed the policy to expand access to inclusive preschool education in China. For example, we not only managed to provide more inclusive kindergartens to society, but also have been constantly improving the quality of our education services with curriculum upgrades, teacher training as well as security and safety measures enhancement.

With respect to our strategic transformation, in the third quarter we continued to reinforce and explore the potential of our existing business while innovating and extending the scope of our business lines in several areas, including quality-oriented education (including art education), early-years childcare, teacher training (vocational training for preschool education), among other things, all aiming to capture market opportunities and foster new growth engines. As we leverage our competitive edge in existing distribution channels and gradually diversify our business lines, we are confident to strengthen our presence in all preschool education segments, thereby enabling the RYB’s long-term healthy growth.” concluded Ms. Shi.

Third Quarter 2021 Financial Results

Net Revenues

Net revenues for the third quarter of 2021 were $42.8 million, a 31.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase compared with $32.6 million for the same quarter of 2020.

Service revenues for the third quarter of 2021 were $40.0 million, a 34.5{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase compared with $29.8 million for the same quarter of 2020. The increase was mainly due to a significant increase in tuition fees revenue, thanks to a shorter facility closure period at the Company’s directly operated kindergartens in China during this quarter compared to the same quarter of 2020. The increase in the number of students enrolled at facilities in both China and Singapore also contributed to a higher tuition fees revenue.

Product revenues for the third quarter of 2021 were $2.8 million, compared with $2.8 million for the same quarter of 2020.

Cost of Revenues

Cost of revenues for the third quarter of 2021 was $39.7 million, a 30.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} increase from $30.5 million for the same quarter of 2020. Cost of revenues for services for the third quarter of 2021 was $38.4 million, compared with $29.2 million for the same quarter of 2020. The increase was primarily due to the increase in staff compensation and direct cost at the Company’s directly operated facilities. Cost of products revenues for the third quarter of 2021 was $1.3 million, compared with $1.4 million for the same quarter of 2020.

Gross Profit and Gross Margin

Gross profit for the third quarter of 2021 were $3.1 million, compared with $2.0 million for the same quarter of 2020.

Gross margin for the third quarter of 2021 was 7.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}, compared with 6.2{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} for the same quarter of 2020.

Operating Expenses

Total operating expenses for the third quarter of 2021 were $5.7 million, compared with $5.5 million for the same quarter of 2020. Excluding share-based compensation expenses, operating expenses were $5.3 million, compared with $4.9 million for the third quarter of 2020.

Selling expenses for the third quarter of 2021 were $0.7 million, compared with $0.5 million for the same quarter of 2020.

General and administrative (“G&A”) expenses for the third quarter of 2021 were $5.0 million, compared with $5.0 million for the same quarter of 2020. Excluding share-based compensation expenses, G&A expenses were $4.6 million for the third quarter of 2021, compared with $4.4 million for the same quarter of 2020. G&A expenses excluding share-based compensation expenses and effect of exchange rate fluctuation were lower compared with the same quarter of 2020. The share-based compensation expenses included in G&A expenses were $0.5 million for the quarter.

Operating loss

Operating loss for the third quarter of 2021 was $2.7 million, compared with $3.5 million for the same quarter of 2020. Adjusted operating loss[2] was $2.2 million for the third quarter of 2021, compared with $2.9 million for the same quarter of 2020.

Net loss

Net loss attributable to ordinary shareholders of RYB for the third quarter of 2021 was $2.2 million, compared with $7.1 million for the same quarter of 2020. Adjusted net loss attributable to ordinary shareholders of RYB, which excluded the impact of $0.5 million of share-based compensation expense for the third quarter of 2021, was $1.8million, compared with $6.5 million for the same quarter of 2020.

Basic and diluted net loss per American depositary share (“ADS”) attributable to ordinary shareholders of RYB for the third quarter of 2021 were $0.08 and $0.08, compared with $0.26 and $0.26, respectively, for the same quarter of 2020. Each ADS represents one Class A ordinary share.

Adjusted basic and diluted net loss per ADS attributable to ordinary shareholders[3] of RYB for the third quarter of 2021 were $0.06 and $0.06, compared with $0.23 and $0.23, respectively, for the same quarter of 2020.

EBITDA[4] for the third quarter of 2021 was $0.6 million, compared with $0.5 million for the same period of 2020. Adjusted EBITDA[5] for the third quarter of 2021 was $1.0 million, compared with $1.1 million for the same quarter of 2020.

Balance Sheet

As of September 30, 2021, the Company had total cash and cash equivalents of $77.7 million, compared with $53.5 million as of December 31, 2020. The increase in cash and cash equivalents balances was mainly due to the operating cash inflow of $30.2 million during the first nine months of 2021 as a result of tuition fee collection.

Operating Cash Flow

Cash generated from operating activities were $7.3 million during the third quarter of 2021, compared with $14.6 million from operating activities during the third quarter of 2020.

Business Outlook

For the fourth quarter of 2021, the Company’s management currently expects net revenues to be between $49.0 million and $50.0 million, representing a year-over-year increase of approximately 4{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550} to 6{ac23b82de22bd478cde2a3afa9e55fd5f696f5668b46466ac4c8be2ee1b69550}. The above outlook is based on the current market conditions and reflects the Company management’s current and preliminary estimates of market and operating conditions, customer demand and foreign exchange environment, which are all subject to change.

[1] Adjusted net loss attributable to ordinary shareholders is a non-GAAP financial measure, which is defined as net loss attributable to ordinary shareholders excluding share-based compensation expenses and changes of redeemable non-controlling interests. See “Use of Non-GAAP Financial Measures” and “Reconciliations of GAAP and non-GAAP results” included elsewhere in this earnings release.

[2] Adjusted operating loss is a non-GAAP financial measure, which is defined as operating loss excluding share-based compensation expenses. See “Use of Non-GAAP Financial Measures” and “Reconciliations of GAAP and non-GAAP results” elsewhere in this earnings release.

[3] Adjusted basic and diluted net loss per ADS attributable to ordinary shareholders is a non-GAAP financial measure, which is defined as basic and diluted net loss per ADS attributable to ordinary shareholders excluding share-based compensation expenses. See “Use of Non-GAAP Financial Measures” and “Reconciliations of GAAP and non-GAAP results” elsewhere in this earnings release.

[4] EBITDA is defined as net income excluding depreciation, amortization and income tax expenses. See “Use of Non-GAAP Financial Measures” and “Reconciliations of GAAP and non-GAAP results” included elsewhere in this earnings release.

[5] Adjusted EBITDA is a non-GAAP financial measure, which is defined as net income excluding depreciation, amortization, income tax expenses, and share-based compensation expenses. See “Use of Non-GAAP Financial Measures” and “Reconciliations of GAAP and non-GAAP results” included elsewhere in this earnings release.

About RYB Education, Inc.

Founded on the core values of ”Care” and ”Responsibility,” “Inspire” and “Innovate,” RYB Education, Inc. is a leading early childhood education service provider in China. Since opening its first play-and-learn center in 1998, the Company has grown and flourished with the mission to provide high-quality, individualized and age-appropriate care and education to nurture and inspire each child for his or her betterment in life. During its two decades of operating history, the Company has built “RYB” into a well-recognized education brand and helped bring about many new educational practices in China’s early childhood education industry. RYB’s comprehensive early childhood education solutions meet the needs of children from infancy to 6 years old through structured courses at kindergartens and play-and-learn centers, as well as at-home educational products and services.

For more information, please visit http://ir.rybbaby.com

Use of Non-GAAP Financial Measures

We use EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, and adjusted basic and diluted net income per ADS, each a non-GAAP financial measure, in evaluating our operating results and for financial and operational decision-making purposes.

EBITDA is defined as net income excluding depreciation, amortization, and income tax expenses; adjusted EBITDA is defined as net income excluding depreciation, amortization, income tax expenses, and share-based compensation expenses; adjusted operating income is defined as operating income excluding share-based compensation expenses; adjusted net income attributable to ordinary shareholders is defined as  net income attributable to ordinary shareholders excluding share-based compensation expenses and changes of redeemable non-controlling interests; and adjusted basic and diluted net income per ADS attributable to ordinary shareholders are defined as basic and diluted net income per ADS attributable to ordinary shareholders excluding share-based compensation expenses and changes of redeemable non-controlling interests.

We believe that EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, and adjusted basic and diluted net income per ADS, help identify underlying trends in our business that could otherwise be distorted by the effect of certain expenses that we include in income from operations and net income. We believe that EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, and adjusted basic and diluted net income per ADS, provide useful information about our operating results, enhance the overall understanding of our past performance and future prospects and allow for greater visibility with respect to key metrics used by our management in its financial and operational decision-making.

EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, and adjusted basic and diluted net income per ADS, should not be considered in isolation or construed as an alternative to net income or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to review the historical adjusted financial measures to the most directly comparable GAAP measures. EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income, and adjusted basic and diluted net income per ADS, presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to our data. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s brand recognition and market reputation; student enrollment in the Company’s teaching facilities; the Company’s growth strategies; its future business development, results of operations and financial condition; trends and competition in China’s early childhood education market; changes in its revenues and certain cost or expense items; the expected growth of the Chinese early childhood education market; Chinese governmental policies relating to the Company’s industry and general economic conditions in China. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

In China:
RYB Education, Inc.
Investor Relations
E-mail: [email protected]

The Piacente Group, Inc.
Yang Song
Tel: +86 (10) 5730-6200
E-mail: [email protected]  

In the United States:
The Piacente Group, Inc.
Brandi Piacente
Tel: +1-212-481-2050
E-mail: [email protected]

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands of U.S. dollars)



As of


September 30,

2021

December 31, 
2020

Current assets:



Cash and cash equivalents

77,746

53,454

Accounts receivable, net 

2,271

1,844

Inventories

6,501

5,773

Prepaid expenses and other current assets

8,927

8,927

Loan receivables

160

107




Total current assets 

95,605

70,105




Non-current assets:



Restricted cash

1,318

1,127

Property, plant and equipment, net

42,667

47,638

Goodwill 

46,458

46,147

Intangible assets, net

13,038

14,179

Long-term investment

212

217

Deferred tax assets

22,855

21,168

Other non-current assets

12,102

14,438

Operating lease right-of-use assets

74,058

87,472

Total assets 

308,313

302,491




Liabilities 



Current liabilities:



Prepayments from customers, current portion

5,761

4,145

Accrued expenses and other current liabilities

58,847

54,406

Income tax payable

20,340

18,592

Operating lease liabilities, current portion

14,971

16,856

Deferred revenue, current portion

45,881

34,351

Long-term debt, current portion

7

Total current liabilities 

145,800

128,357




Non-current liabilities:



Prepayments from customers, non-current portion

3,247

4,024

Deferred revenue, non-current portion

813

1,726

Other non-current liabilities

11,904

12,519

Deferred income tax liabilities

1,919

1,890

Operating lease liabilities, non-current portion

63,309

76,308

Total liabilities 

226,992

224,824




Mezzanine equity



Redeemable non-controlling interests 

9,366

9,988




Equity



Ordinary shares 

29

29

Treasury stock

(9,042)

(10,321)

Additional paid-in capital

141,611

141,094

Statutory reserve

4,652

4,652

Accumulated other comprehensive loss

(1,541)

(1,468)

Accumulated deficit

(69,700)

(71,837)

Total RYB Education, Inc. shareholders’ equity

66,009

62,149

Non-controlling interest

5,946

5,530

Total equity

71,955

67,679

Total liabilities, mezzanine equity and total equity

308,313

302,491

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands of U.S. dollars, except share, ADS, per share and per ADS data)




Three Months Ended

September 30,

2021

2020

Net revenues:



   Services

40,016

29,755

   Products

2,794

2,797

Total net revenues

42,810

32,552

Cost of revenues:



   Services

38,409

29,150

   Products

1,331

1,383

Total cost of revenues

39,740

30,533

Gross profit

3,070

2,019




Operating expenses



  Selling expenses

692

513

  General and administrative expenses

5,040

5,027

Total operating expenses

5,732

5,540




Operating loss

(2,662)

(3,521)

Interest income

47

102

Government subsidy income

268

1,103

Loss on disposal of subsidiaries

(28)

(168)




Loss before income taxes

(2,375)

(2,484)

Less: Income tax expenses

(257)

3,725




Loss before loss in equity method investments

(2,118)

(6,209)

Loss from equity method investments

(12)

(128)




Net loss

(2,130)

(6,337)

Less: Net income attributable to non-controlling
interest

98

794

Net loss attributable to ordinary shareholders of
RYB Education, Inc.

(2,228)

(7,131)




Net loss per share attributable to ordinary
shareholders of RYB Education, Inc.



  Basic

(0.08)

(0.26)

  Diluted

(0.08)

(0.26)




Net loss per ADS attributable to ordinary
shareholders of RYB Education, Inc. (Note 1)



  Basic

(0.08)

(0.26)

  Diluted

(0.08)

(0.26)




Weighted average shares used in calculating net loss
per ordinary share



  Basic

28,467,242

27,736,777

  Diluted

28,467,242

27,736,777




Net loss

(2,130)

(6,337)

Other comprehensive loss, net of tax of nil:



Change in cumulative foreign currency translation
adjustments

(168)

(360)

Total comprehensive loss

(2,298)

(6,697)




Less: Comprehensive loss attributable to non-
controlling interest

47

1,122

Comprehensive loss attributable to RYB
Education, Inc.

(2,345)

(7,819)


Note 1:Each ADS represents one Class A ordinary share.

RECONCILIATION OF GAAP AND NON-GAAP RESULTS

(in thousands of U.S. dollars, except share, ADS, per share and per ADS data)




Three Months Ended

September 30,

2021

2020

Operating loss

(2,662)

(3,521)

Share-based compensation expenses

471

617

Adjusted operating loss

(2,191)

(2,904)




Net loss attributable to ordinary shareholders of RYB
Education, Inc.

(2,228)

(7,131)

Share-based compensation expenses

471

617

Adjusted net loss attributable to ordinary shareholders
of RYB Education, Inc.

(1,757)

(6,514)




Net loss

(2,130)

(6,337)

Add: Income tax expense

(257)

3,725

Depreciation of property, plant and equipment, and
amortization of intangible assets

2,939

3,076

EBITDA

552

464

Share-based compensation expenses

471

617

Adjusted EBITDA

1,023

1,081




Net loss per ADS attributable to ordinary shareholders
of RYB Education, Inc.- Basic (Note1)

(0.08)

(0.26)

Net loss per ADS attributable to ordinary shareholders
of RYB Education, Inc.- Diluted (Note1)

(0.08)

(0.26)




Adjusted net loss per ADS attributable to ordinary
shareholders of RYB Education Inc.- Basic (Note1)

(0.06)

(0.23)

Adjusted net loss per ADS attributable to ordinary
shareholders of RYB Education Inc.- Diluted (Note1)

(0.06)

(0.23)




Weighted average shares used in calculating basic net
loss per ADS (Note1)

28,467,242

27,736,777

Weighted average shares used in calculating diluted
net loss per ADS (Note1)

28,467,242

27,736,777




Adjusted net loss per share- Basic

(0.06)

(0.23)

Adjusted net loss per share- Diluted

(0.06)

(0.23)




Note 1:Each ADS represents one Class A ordinary share.

SOURCE RYB Education, Inc.

Related Links

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