Delaware
|
001-39671
|
85-1854133
|
(State or other jurisdiction
of incorporation)
|
(Commission
File Number)
|
(IRS Employer
Identification No.)
|
700 South Flower Street, Suite 640
Los Angeles, California
|
90017
|
||
(Address of Principal Executive Offices)
|
(Zip Code)
|
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|
|
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
||
Class A common stock, $0.01 par value
|
MAX
|
New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this
chapter).
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Emerging growth company ☒
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|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. ☐
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Exhibit
No.
|
Description
|
99.1 |
|
99.2 |
MediaAlpha, Inc. | ||||
Date: May 13, 2021
|
By:
|
/s/ Jeffrey Coyne | ||
Name: |
Jeffrey Coyne
|
|||
Title: | General Counsel & Secretary | |||
● |
Revenue of $174 million, up 45% year over year
|
○ |
Revenue from Property & Casualty grew 74% year over year to $126 million
|
● |
Transaction Value grew to a record $262.5 million, up 58% year over year
|
● |
Revenue of $173.6 million, an increase of 45% year over year;
|
● |
Transaction Value of $262.5 million, an increase of 58% year over year;
|
● |
Gross margin of 15.2%, compared with 15.7% in the first quarter of 2020;
|
● |
Contribution Margin(1) of 16.1%, compared with 16.5% in the first quarter of 2020;
|
● |
Net income was $0.2 million, compared with $8.8 million in the first quarter of 2020; and
|
● |
Adjusted EBITDA(1) was $16.3 million, compared with $12.7 million in the first quarter of 2020.
|
● |
Transaction Value between $255 million - $260 million, representing 47% year-over-year growth at the midpoint of the guidance range;
|
● |
Revenue between $156 million - $161 million, representing 28% year-over-year growth at the midpoint of the guidance range;
|
● |
Contribution between $25 million - $27 million, representing 28% year-over-year growth at the midpoint of the guidance range; and
|
● |
Adjusted EBITDA between $14.5 million - $15.5 million, representing 13% year-over-year growth at the midpoint of the guidance range.
|
● |
Transaction Value between $1,050 million - $1,100 million, representing 32% year-over-year growth at the midpoint of the guidance range;
|
● |
Revenue between $680 million - $710 million, representing 19% year-over-year growth at the midpoint of the guidance range;
|
● |
Contribution between $114 million - $118 million, representing 25% year-over-year growth at the midpoint of the guidance range; and
|
● |
Adjusted EBITDA between $65 million - $67 million, representing 14% year-over-year growth at the midpoint of the guidance range.
|
March 31,
|
December 31,
|
|||||||
2021
|
2020
|
|||||||
Assets
|
||||||||
Current assets
|
||||||||
Cash and cash equivalents
|
$
|
12,853
|
$
|
23,554
|
||||
Accounts receivable, net of allowance for credit losses of $0.6 million and $0.4 million, respectively
|
80,268
|
96,295
|
||||||
Prepaid expenses and other current assets
|
7,251
|
7,950
|
||||||
Total current assets
|
100,372
|
127,799
|
||||||
Property and equipment, net
|
749
|
762
|
||||||
Intangible assets, net
|
14,805
|
15,551
|
||||||
Goodwill
|
18,402
|
18,402
|
||||||
Deferred tax asset
|
91,278
|
31,613
|
||||||
Other assets
|
16,085
|
16,210
|
||||||
Total assets
|
$
|
241,691
|
$
|
210,337
|
||||
Liabilities and stockholders’ deficit
|
||||||||
Current liabilities
|
||||||||
Accounts payable
|
$
|
64,574
|
$
|
98,249
|
||||
Accrued expenses
|
5,360
|
9,206
|
||||||
Total current liabilities
|
69,934
|
107,455
|
||||||
Long-term debt
|
183,004
|
182,668
|
||||||
Liabilities under tax receivable agreement, net of current portion
|
75,355
|
22,498
|
||||||
Other long-term liabilities
|
2,823
|
2,834
|
||||||
Total liabilities
|
331,116
|
315,455
|
||||||
Total stockholders’ (deficit) attributable to MediaAlpha, Inc.
|
$
|
(30,803
|
)
|
$
|
(33,773
|
)
|
||
Non-controlling interest
|
(58,622
|
)
|
(71,345
|
)
|
||||
Total stockholders’ (deficit)
|
$
|
(89,425
|
)
|
$
|
(105,118
|
)
|
||
Total liabilities and stockholders’ deficit
|
$
|
241,691
|
$
|
210,337
|
Three months ended
March 31,
|
||||||||
2021
|
2020
|
|||||||
Revenue
|
$
|
173,588
|
$
|
119,445
|
||||
Cost and operating expenses
|
||||||||
Cost of revenue
|
147,179
|
100,669
|
||||||
Sales and marketing
|
5,384
|
3,136
|
||||||
Product development
|
3,315
|
1,843
|
||||||
General and administrative
|
15,746
|
3,247
|
||||||
Total cost and operating expenses
|
171,624
|
108,895
|
||||||
Income from operations
|
1,964
|
10,550
|
||||||
Other (income), net
|
(150
|
)
|
—
|
|||||
Interest expense
|
2,301
|
1,715
|
||||||
Total other expense
|
2,151
|
1,715
|
||||||
(Loss) income before income taxes
|
(187
|
)
|
8,835
|
|||||
Income tax (benefit)
|
(364
|
)
|
—
|
|||||
Net income
|
$
|
177
|
$
|
8,835
|
||||
Net income attributable to QLH prior to Reorganization Transactions
|
—
|
8,835
|
||||||
Net (loss) attributable to non-controlling interest
|
(117
|
)
|
—
|
|||||
Net income attributable to MediaAlpha, Inc.
|
$
|
294
|
$
|
—
|
||||
Net income per share of Class A common stock
|
||||||||
-Basic
|
$
|
0.01
|
$
|
—
|
||||
-Diluted
|
$
|
0.00
|
$
|
—
|
||||
Weighted average shares of Class A common stock outstanding
|
||||||||
-Basic
|
33,136,632
|
—
|
||||||
-Diluted
|
62,163,390
|
—
|
Three months ended
March 31,
|
||||||||
2021
|
2020
|
|||||||
Cash flows from operating activities
|
||||||||
Net income
|
$
|
177
|
$
|
8,835
|
||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Non-cash equity-based compensation expense
|
10,602
|
568
|
||||||
Depreciation expense on property and equipment
|
82
|
67
|
||||||
Amortization of intangible assets
|
746
|
804
|
||||||
Amortization of deferred debt issuance costs
|
345
|
113
|
||||||
Bad debt expense
|
157
|
107
|
||||||
Deferred taxes
|
(358
|
)
|
—
|
|||||
Tax receivable agreement liability adjustments
|
(156
|
)
|
—
|
|||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
15,870
|
8,012
|
||||||
Prepaid expenses and other current assets
|
690
|
(54
|
)
|
|||||
Other assets
|
125
|
(4,750
|
)
|
|||||
Accounts payable
|
(33,675
|
)
|
(2,615
|
)
|
||||
Accrued expenses
|
(3,961
|
)
|
(3,796
|
)
|
||||
Net cash (used in) provided by operating activities
|
(9,356
|
)
|
7,291
|
|||||
Cash flows from investing activities
|
||||||||
Purchases of property and equipment
|
(69
|
)
|
(17
|
)
|
||||
Net cash used in investing activities
|
(69
|
)
|
(17
|
)
|
||||
Cash flows from financing activities
|
||||||||
Proceeds received from:
|
||||||||
Revolving line of credit
|
—
|
2,500
|
||||||
Payments made for:
|
||||||||
Repayments on revolving line of credit
|
—
|
(2,500
|
)
|
|||||
Repayments on long-term debt
|
—
|
(562
|
)
|
|||||
Repurchase of Class B units at QLH up to fair value
|
—
|
(1,254
|
)
|
|||||
Shares withheld for taxes on vesting of restricted stock units
|
(1,276
|
)
|
—
|
|||||
Net cash used in financing activities
|
(1,276
|
)
|
(1,816
|
)
|
||||
Net (decrease) increase in cash and cash equivalents
|
(10,701
|
)
|
5,458
|
|||||
Cash and cash equivalents, beginning of period
|
23,554
|
10,028
|
||||||
Cash and cash equivalents, end of period
|
$
|
12,853
|
$
|
15,486
|
Three months ended
March 31,
|
||||||||
(dollars in thousands)
|
2021
|
2020
|
||||||
Open platform transactions
|
$
|
169,348
|
$
|
117,022
|
||||
Percentage of total Transaction Value
|
64.5
|
%
|
70.5
|
%
|
||||
Private platform transactions
|
93,114
|
49,026
|
||||||
Percentage of total Transaction Value
|
35.5
|
%
|
29.5
|
%
|
||||
Total Transaction Value
|
$
|
262,462
|
$
|
166,048
|
Three months ended
March 31,
|
||||||||
(dollars in thousands)
|
2021
|
2020
|
||||||
Property & casualty insurance
|
$
|
183,426
|
$
|
104,860
|
||||
Percentage of total Transaction Value
|
69.9
|
%
|
63.2
|
%
|
||||
Health insurance
|
50,342
|
33,346
|
||||||
Percentage of total Transaction Value
|
19.2
|
%
|
20.1
|
%
|
||||
Life insurance
|
14,442
|
10,316
|
||||||
Percentage of total Transaction Value
|
5.5
|
%
|
6.2
|
%
|
||||
Other(1)
|
14,251
|
17,526
|
||||||
Percentage of total Transaction Value
|
5.4
|
%
|
10.6
|
%
|
||||
Total Transaction Value
|
$
|
262,462
|
$
|
166,048
|
(1) |
Our other verticals include Travel, Education and Consumer Finance.
|
Three months ended
March 31,
|
||||||||
(in thousands)
|
2021
|
2020
|
||||||
Revenue
|
$
|
173,588
|
$
|
119,445
|
||||
Less cost of revenue
|
(147,179
|
)
|
(100,669
|
)
|
||||
Gross profit
|
26,409
|
18,776
|
||||||
Adjusted to exclude the following (as related to cost of revenue):
|
||||||||
Equity-based compensation
|
400
|
21
|
||||||
Salaries, wages, and related
|
464
|
356
|
||||||
Internet and hosting
|
102
|
123
|
||||||
Other expenses
|
105
|
68
|
||||||
Depreciation
|
7
|
5
|
||||||
Other services
|
291
|
219
|
||||||
Merchant-related fees
|
90
|
152
|
||||||
Contribution
|
$
|
27,868
|
$
|
19,720
|
||||
Gross margin
|
15.2
|
%
|
15.7
|
%
|
||||
Contribution Margin
|
16.1
|
%
|
16.5
|
%
|
Three months ended
March 31,
|
||||||||
(in thousands)
|
2021
|
2020
|
||||||
Net income
|
$
|
177
|
$
|
8,835
|
||||
Equity-based compensation expense
|
10,602
|
1,266
|
||||||
Interest expense
|
2,301
|
1,715
|
||||||
Income tax (benefit)
|
(364
|
)
|
—
|
|||||
Depreciation expense on property and equipment
|
82
|
67
|
||||||
Amortization of intangible assets
|
746
|
804
|
||||||
Transaction expenses(1)
|
2,759
|
—
|
||||||
Adjusted EBITDA
|
$
|
16,303
|
$
|
12,687
|
(1) |
For the three months ended March 31, 2021, transaction expenses included $2.8 million in legal, accounting, and other consulting fees related primarily to the Secondary Offering.
|
|
SHAREHOLDER LETTER
Q1 2021
|
Q1 2021 |
●
|
Transaction Value increased 58% year-over-year for the first quarter of 2021, accelerating from 51% year-over-year growth in Q4 2020 and exceeding the high end of our guidance range.
|
●
|
Record breaking quarterly performance in P&C, as leading auto insurance carriers increased customer acquisition investments significantly in a profitable underwriting environment, driving 74%
year-over-year revenue growth in this vertical.
|
●
|
In Health, business development efforts led to strong extended open enrollment period (OEP) performance as health insurance carriers increased customer acquisition investment.
|
●
|
We drove organic sequential growth in Life and Other, with continued growth in investments from life insurance carriers as they adopt the direct channel and a modest pickup in Travel demand.
|
Q1
|
||||
2020
|
2021
|
YoY Change
|
||
Revenue
|
$119.4
|
$173.6
|
45.3%
|
|
Transaction Value 1
|
$166.0
|
$262.5
|
58.1%
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit
|
$18.8
|
$26.4
|
40.7%
|
|
Contribution 1
|
$19.7
|
$27.9
|
41.5%
|
|
|
||||
|
|
|
|
|
Net Income
|
$8.8
|
$0.2
|
-98.0%
|
|
Adjusted EBITDA 1
|
$12.7
|
$16.3
|
28.5%
|
|
|
|
|
|
|
Q2 2021
|
FY 2021
|
|||||||
Transaction Value 4
|
$255.0 million
|
-
|
$260.0 million
|
$1,050.0 million
|
-
|
$1,100.0 million
|
||
Y/Y Growth
|
45.5%
|
48.4%
|
28.7%
|
34.9%
|
||||
Revenue
|
$156.0 million
|
-
|
$161.0 million
|
$680.0 million
|
-
|
$710.0 million
|
||
Y/Y Growth
|
26.2%
|
30.2%
|
16.3%
|
21.4%
|
||||
Contribution 3
|
$25.0 million
|
-
|
$27.0 million
|
$114.0 million
|
-
|
$118.0 million
|
||
Y/Y Growth
|
22.7%
|
32.5%
|
23.1%
|
27.4%
|
||||
Adjusted EBITDA 3
|
$14.5 million
|
-
|
$15.5 million
|
$65.0 million
|
-
|
$67.0 million
|
||
Y/Y Growth
|
9.6%
|
17.1%
|
11.9%
|
15.4%
|
Steve Yi | Tigran Sinanyan |
Co-Founder & CEO | CFO |
Three Months Ended
March 31,
|
||||||||
(in thousands)
|
2021
|
2020
|
||||||
Open platform transactions
|
$
|
169,348
|
$
|
117,022
|
||||
Percentage of total Transaction Value
|
64.5
|
%
|
70.5
|
%
|
||||
Private platform transactions
|
93,114
|
49,026
|
||||||
Percentage of total Transaction Value
|
35.5
|
%
|
29.5
|
%
|
||||
Total Transaction Value
|
$
|
262,462
|
$
|
166,048
|
Three Months Ended
March 31,
|
||||||||
|
2021
|
2020
|
||||||
(in thousands)
|
||||||||
Property & casualty insurance
|
$
|
183,426
|
$
|
104,860
|
||||
Percentage of total Transaction Value
|
69.9
|
%
|
63.2
|
%
|
||||
Health insurance
|
50,342
|
33,346
|
||||||
Percentage of total Transaction Value
|
19.2
|
%
|
20.1
|
%
|
||||
Life insurance
|
14,442
|
10,316
|
||||||
Percentage of total Transaction Value
|
5.5
|
%
|
6.2
|
%
|
||||
Other
|
14,251
|
17,526
|
||||||
Percentage of total Transaction Value
|
5.4
|
%
|
10.6
|
%
|
||||
Total Transaction Value
|
$
|
262,462
|
$
|
166,048
|
Three Months Ended
March 31,
|
||||||||
(in thousands)
|
2021
|
2020
|
||||||
Revenue
|
$
|
173,588
|
$
|
119,445
|
||||
Less cost of revenue
|
(147,179
|
)
|
(100,669
|
)
|
||||
Gross profit
|
$
|
26,409
|
$
|
18,776
|
||||
Adjusted to exclude the following (as related to
cost of revenue):
|
||||||||
Equity-based compensation
|
400
|
21
|
||||||
Salaries, wages, and related
|
464
|
356
|
||||||
Internet and hosting
|
102
|
123
|
||||||
Other expenses
|
105
|
68
|
||||||
Depreciation
|
7
|
5
|
||||||
Other services
|
291
|
219
|
||||||
Merchant-related fees
|
90
|
152
|
||||||
Contribution
|
$
|
27,868
|
$
|
19,720
|
||||
Gross Margin
|
15.2
|
%
|
15.7
|
%
|
||||
Contribution Margin
|
16.1
|
%
|
16.5
|
%
|
Three Months Ended
March 31,
|
||||||||
(in thousands)
|
2021
|
2020
|
||||||
Net income
|
$
|
177
|
$
|
8,835
|
||||
Equity-based compensation expense
|
10,602
|
1,266
|
||||||
Interest expense
|
2,301
|
1,715
|
||||||
Income tax (benefit)
|
(364
|
)
|
—
|
|||||
Depreciation expense on property and equipment
|
82
|
67
|
||||||
Amortization of intangible assets
|
746
|
804
|
||||||
Transaction expenses(1)
|
2,759
|
—
|
||||||
Adjusted EBITDA
|
$
|
16,303
|
$
|
12,687
|
|
(1) |
For the three months ended March 31, 2021, transaction expenses included $2.8 million in legal, accounting, and other consulting fees related primarily to the Secondary Offering. |