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8-K - FORM 8-K - TRUPANION, INC.v392704_8k.htm

Trupanion, Inc. Reports Third Quarter 2014 Results



- Total revenue of $30 million, an increase of 37% from third quarter 2013.  

- Adjusted revenue (for our subscription business) of $27 million, an increase of 38% from third quarter 2013.  

- 207,843 total pets enrolled, an increase of 30% from third quarter 2013.

SEATTLE, Oct. 30, 2014 /PRNewswire/ -- Trupanion, Inc. (NYSE:TRUP), a direct-to-consumer, monthly subscription business that provides medical plans for cats and dogs through its affiliated entities, today announced financial results for the third quarter of 2014.

Trupanion.com

"The third quarter was a strong showing for our team," said Darryl Rawlings, CEO of Trupanion. "Our award-winning contact center continues to innovate with cutting edge technology and customer focused initiatives that are driving up our overall member satisfaction, retention and referral rates. We received a record 133,569 calls in our contact center and we serviced 99,495 veterinary invoices during the third quarter. These are two examples of the scale and expertise we have built in customer facing areas of our business. This strong focus on our customer experience drove a 98.67% monthly retention in the quarter which implies a subscriber life of 75 months. We are pleased with our consistent growth and strong cohort metrics."

Third Quarter 2014 Financial Highlights

  • Total revenue for the third quarter of 2014 was $30 million, an increase of 37% from the third quarter of 2013.
  • Adjusted revenue (for our subscription business) for the third quarter of 2014 was $27 million, an increase of 38% from the third quarter of 2013.
  • Adjusted EBITDA for the third quarter of 2014 was $(2.9) million, compared to $(0.4) million for the third quarter of 2013.
  • Net Loss for the third quarter of 2014 was $(8.5) million, compared to $(1.2) million for the third quarter of 2013. Non-cash charges comprised $(4.3) million of the net loss in the third quarter of 2014 and were attributed to expensing of debt discounts related to debt repayments, the revaluation of warrants related to certain adjustments contingent upon our initial public offering, and stock-based compensation awards.

Operating Metrics

  • Total enrolled pets for the third quarter of 2014 was 207,843, an increase of 30% from the third quarter of 2013.
  • Average monthly adjusted revenue per pet for the third quarter of 2014 was $44.98, an increase of 5.6% from the third quarter of 2013.
  • The ratio of lifetime value of a pet (LVP) to average pet acquisition cost (PAC) or LVP to PAC ratio was 5.2 to 1.

Full Year 2014

  • Total revenue is expected to be between $115 million and $117 million for 2014, representing a slight increase from previously stated expectations.
  • Adjusted EBITDA is still expected to be between $(11.8) million and $(9.8) million for 2014.

Fourth Quarter 2014

  • Total revenue is expected to be between $31 million and $33 million for the fourth quarter of 2014.
  • Adjusted EBITDA is still expected to be between $(4.4) million and $(2.4) million for the fourth quarter of 2014.                        

Trupanion plans to continue to invest heavily in business initiatives, which it believes will continue to drive up overall member satisfaction, retention and referral rates.

Conference Call
Trupanion's management will host a conference call today to review its third quarter 2014 results and to discuss its financial outlook for the fourth quarter and full year 2014. The call is scheduled to begin at 2:00 p.m. PT/ 5:00 p.m. ET. A live webcast will be accessible through the Investor Relations section of Trupanion's website at http://investors.trupanion.com and will be archived online for 60 days upon completion of the conference call. Participants can access the conference call by dialing 1-866-311-7654 (United States), 1-855-669-9657 (Canada), or 1-412-902-4113 (International). A telephonic replay of the call will also be available, one hour after the completion of the call, by dialing 1-877-344-7529 (United States), 1-855-669-9658 (Canada), or 1-412-317-0088 (International) and entering the replay pin number: 10053693.

About Trupanion
Founded in 2000, Trupanion is an industry-leading, direct-to-consumer, monthly subscription business that provides medical plans for cats and dogs in the United States, Canada and Puerto Rico through its affiliated entities. Trupanion's mission is to help the pets we all love receive the best veterinary care. Trupanion offers a simple and comprehensive pet medical plan that pays 90% of veterinary costs for covered pets' illness and injury claims. As of September 30, 2014, Trupanion provided medical coverage to 207,843 pets. Trupanion's shares are traded on the New York Stock Exchange under the ticker symbol TRUP. The company is headquartered in Seattle, WA and can be found online at Trupanion.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 relating to, among other things, expectations, plans, prospects and financial results for Trupanion, including, but not limited to, its expectations regarding future operating results and expenditures. These forward-looking statements are based upon the current expectations and beliefs of Trupanion's management as of the date of this press release, and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. All forward-looking statements made in this press release are based on information available to Trupanion as of the date hereof, and Trupanion has no obligation to update these forward-looking statements.

In particular, the following factors, among others, could cause results to differ materially from those expressed or implied by such forward-looking statements: the ability to achieve or maintain profitability in the future; the accuracy of assumptions used in determining appropriate member acquisition expenditures; the severity and frequency of claims; the ability to maintain high retention rates; the accuracy of assumptions used in pricing medical plan subscriptions and the ability to accurately estimate the impact of new products or offerings on claims frequency; actual claims expense exceeding estimates; regulatory and other constraints on our ability to institute, or our decision to otherwise delay, pricing modifications in response to changes in actual or estimated claims expense; the effectiveness of Territory Partners, veterinarians and other third parties in recommending medical plan subscriptions to potential members; the ability to maintain the requisite amount of risk-based capital; the ability to recognize benefits from investments in new solutions and enhancements to Trupanion's technology platform and website; and compliance with laws and regulations that apply to sale of a pet medical plan.

For a detailed discussion of these and other cautionary statements, please refer to the risk factors discussed in filings with the Securities and Exchange Commission (SEC), including but not limited to Trupanion's Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 and any subsequently filed reports on Forms 10-Q and 8-K. All documents are available through the SEC's Electronic Data Gathering Analysis and Retrieval system at www.sec.gov or the investor relation section of Trupanion's website at http://investors.trupanion.com.

Non-GAAP Financial Measures
Trupanion's stated results include certain non-GAAP financial measures, including adjusted revenue, contribution margin, acquisition cost and adjusted EBITDA. Monthly adjusted revenue per pet is calculated in part based on adjusted revenue, a non-GAAP financial measure, that Trupanion defines as revenue from our subscription business segment excluding sign-up fee revenue and the change in deferred revenue between periods. Lifetime value of a pet is calculated in part based on contribution margin, a non-GAAP financial measure, that Trupanion defines as gross profit from its subscription business segment for the 12 months prior to the period end date excluding stock-based compensation expense related to cost of revenue from its subscription business segment, sign-up fee revenue and the change in deferred revenue between periods. Average pet acquisition cost is calculated in part based on acquisition cost, a non-GAAP financial measure, that Trupanion defines as sales and marketing expenses, excluding stock-based compensation expense, net of sign-up fee revenue. Adjusted EBITDA is a non-GAAP financial measure that Trupanion defines as net loss excluding stock-based compensation expense, depreciation and amortization expense, interest income, interest expense, change in fair value of warrant liabilities and income tax expense (benefit).

Trupanion's non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in its industry as other companies in its industry may calculate or use non-GAAP financial measures differently. In addition, there are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with GAAP, may be different from non-GAAP financial measures used by other companies and exclude expenses that may have a material impact on Trupanion's reported financial results. Further, stock-based compensation expense and other items used in the calculation of adjusted EBITDA have been and will continue to be for the foreseeable future significant recurring expenses in Trupanion's business. The presentation and utilization of non-GAAP financial measures is not meant to be considered in isolation or as a substitute for the directly comparable financial measures prepared in accordance with GAAP. Trupanion urges its investors to review the reconciliation of its non-GAAP financial measures to the most directly comparable GAAP financial measures in its consolidated financial statements, and not to rely on any single financial or operating measure to evaluate its business.

Because of varying available valuation methodologies, subjective assumptions and the variety of equity instruments that can impact a company's non-cash expenses, Trupanion believes that providing non-GAAP financial measures such as contribution margin, acquisition cost and adjusted EBITDA that exclude stock-based compensation expense and, in the case of adjusted EBITDA, the change in fair value of warrant liabilities allows for more meaningful comparisons between its operating results from period to period. Trupanion excludes sign-up fee revenue from the calculation of both adjusted revenue and contribution margin because it collects sign-up fee revenue from new members at the time of enrollment and consider it to be an offset to a portion of Trupanion's sales and marketing expenses. For this reason, Trupanion also nets sign-up fees with sales and marketing expenses in its calculation of acquisition cost. Trupanion excludes changes in deferred revenue from the calculation of both adjusted revenue and contribution margin in order to eliminate fluctuations caused by the timing of pet enrollment during the last month of any particular period in which such measures are being presented or utilized. Trupanion excludes the change in fair value of warrant liabilities from its calculation of adjusted EBITDA in order to eliminate fluctuations caused by changes in its stock price. Trupanion believes this allows it to calculate and present adjusted revenue, contribution margin and acquisition cost and the related financial measures it derives from them, as well as adjusted EBITDA, in a consistent manner across periods. Trupanion's non-GAAP financial measures and the related financial measures it derives from them are important tools for financial and operational decision-making and for evaluating its own operating results over different periods of time.

Trupanion has not reconciled adjusted EBITDA guidance to net income (loss) guidance because it does not provide guidance for stock-based compensation expense, depreciation and amortization, interest income, interest expense, change in fair value of warrant liabilities or income tax expense (benefit), which are reconciling items between net income (loss) and adjusted EBITDA. As items that impact net income (loss) are out of Trupanion's control and cannot be reasonably predicted, Trupanion is unable to provide such guidance. Accordingly, reconciliation to net income (loss) is not available without unreasonable effort. For a reconciliation of historical non-GAAP financial measures to the nearest comparable GAAP measures, see the reconciliation tables included in this press release.

Contacts:
Investors: Quynh Pham, Director, Investor Relations
InvestorRelations@trupanion.com
206.607.1940

Media: Britta Gidican, Director, Public Relations
MediaRelations@trupanion.com
206.607.1930

Trupanion, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except for share data)






SEPTEMBER 30,


DECEMBER 31,


2014


2013


(unaudited)



Assets




Current assets:




Cash and cash equivalents

$                 59,069


$               14,939

Investments in fixed maturities, at amortized cost (fair value: $19,297 and $16,088)

19,297


16,088

Accounts and other receivables

8,598


7,771

Prepaid expenses and other assets

1,386


935

Total current assets

88,350


39,733

Restricted cash


3,000

Investments in fixed maturities, at fair value (amortized cost: $1,000)

944


832

Property and equipment, net

6,355


3,124

Deferred offering costs


54

Intangible assets, net

4,863


4,910

Total assets

100,512


51,653

Liabilities, redeemable convertible preferred stock, and stockholders' equity (deficit)




Current liabilities:




Accounts payable

1,641


1,263

Accrued liabilities

3,519


3,660

Claims reserve

5,411


5,612

Deferred revenue

9,291


8,468

Short-term debt


900

Warrant liabilities


4,900

Other payables

1,340


1,138

Deferred tax liabilities

82


82

Total current liabilities

21,284


26,023

Long-term debt

14,900


25,199

Deferred tax liabilities

1,542


1,540

Other liabilities

141


166

Total liabilities

37,867


52,928

Redeemable convertible preferred stock: $0.00001 par value per share, 0 and 15,648,723 authorized at September 30, 2014 and December 31, 2013, respectively, and 0 and 14,857,989 issued and outstanding at September 30, 2014 and December 31, 2013, respectively.


31,724

Stockholders' equity:




Common stock, $0.00001 par value per share, 200,000,000 and 26,000,000 shares authorized at September 30, 2014 and December 31, 2013, respectively, 28,407,957 and 27,786,978 issued and outstanding at September 30, 2014; 2,857,620 and 2,236,641 shares issued and outstanding at December 31, 2013.


Preferred stock: $0.00001 par value per share, 10,000,000 and 0 authorized at September 30, 2014 and December 31, 2013, respectively, and 0 issued and outstanding at September 30, 2014 and December 31, 2013.


Special voting shares, $0.00001 par value per share, 0 and 2,500,030 shares authorized at September 30, 2014 and December 31, 2013, respectively, and 0  and 2,247,130 issued and outstanding  at September 30, 2014 and December 31, 2013, respectively.


Additional paid-in capital

118,153


5,769

Accumulated other comprehensive loss

(3)


(164)

Accumulated deficit

(52,904)


(36,003)

Treasury stock, at cost: 620,979 shares at September 30, 2014 and December 31, 2013.

(2,601)


(2,601)

Total stockholders' equity (deficit)

62,645


(32,999)

Total liabilities, redeemable convertible preferred stock, and stockholders' equity (deficit)

$               100,512


$               51,653

Trupanion, Inc.

Condensed Consolidated Statement of Operations

(in thousands)

(unaudited)










THREE MONTHS ENDED


NINE MONTHS ENDED


SEPTEMBER 30,


SEPTEMBER 30,


2014


2013


2014


2013









Revenue:








Subscription business

$ 27,517


$ 20,007


$  75,965


$ 55,392

Other business

2,795


2,127


8,077


4,426

Total revenue

30,312


22,134


84,042


59,818

Cost of revenue:








Subscription business (1)

23,404


16,117


62,524


44,289

Other business

2,463


1,898


7,167


3,973

Total cost of revenue

25,867


18,015


69,691


48,262

Gross profit:








Subscription business

4,113


3,890


13,441


11,103

Other business

332


229


910


453

Total gross profit

4,445


4,119


14,351


11,556

Operating expenses:








Sales and marketing (1)

2,934


2,013


8,390


6,853

Technology and development (1)

2,532


1,156


7,285


3,191

General and administrative (1)

4,385


2,033


10,463


5,982

Total operating expenses

9,851


5,202


26,138


16,026

Operating loss

(5,406)


(1,083)


(11,787)


(4,470)

Interest expense

5,155


154


6,623


420

Other (income) expense, net

(2,066)


(13)


(1,545)


168

Loss before income taxes

(8,495)


(1,224)


(16,865)


(5,058)

Income tax expense (benefit)

14


(2)


36


(86)

Net loss

$ (8,509)


$ (1,222)


$ (16,901)


$ (4,972)









(1) Includes stock-based compensation expense as follows:






THREE MONTHS ENDED


NINE MONTHS ENDED


SEPTEMBER 30,


SEPTEMBER 30,


2014


2013


2014


2013

Cost of revenue

$        78


$        56


$       223


$      144

Sales and marketing

115


147


408


492

Technology and development

110


84


306


249

General and administrative

1,698


191


2,257


479

Total stock-based compensation expense

$   2,001


$      478


$    3,194


$   1,364

Trupanion, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)






NINE MONTHS ENDED


SEPTEMBER 30,


2014


2013

Operating activities




Net loss

$ (16,901)


$ (4,972)

Adjustments to reconcile net loss to cash used in operating activities:




Depreciation and amortization

1,234


663

Amortization of prepaid loan fee

108


Amortization of debt discount

4,925


14

Loss on disposal of equipment

48


Warrant (income) expense

(1,574)


129

Stock-based compensation expense

3,194


1,364

Loss from equity method investment


52

Net amortization on bonds

8


12

Changes in operating assets and liabilities:




Accounts receivable

(828)


(5,460)

Prepaid expenses and other current assets

(456)


98

Accounts payable

151


128

Accrued liabilities

(398)


(41)

Claims reserve

(201)


2,565

Deferred revenue

823


4,276

Other payables

167


106

Net cash used in operating activities

(9,700)


(1,066)

Investing activities




Purchases of investment securities, held-to-maturity

(26,455)


(15,697)

Maturities of investment securities, held-to-maturity

23,239


15,055

Purchases of property and equipment

(4,013)


(1,416)

Other


(18)

Net cash used in investing activities

(7,229)


(2,076)

Financing activities




Restricted cash

3,000


Proceeds from exercise of stock options

161


434

Proceeds from line of credit and debt financing

17,000


3,700

Payment of loan fee

(103)


Repayment of debt financing

(32,000)


Net proceeds from initial public offering

72,946


Net cash provided by financing activities

61,004


4,134

Effect of foreign exchange rates on cash, net

55


53

Net change in cash and cash equivalents

44,130


1,045

Cash and cash equivalents at beginning of period

14,939


4,234

Cash and cash equivalents at end of period

$  59,069


$  5,279

Supplemental disclosures




Income taxes paid

9


Interest paid

1,372


406

Noncash investing and financing activities:




Warrants issued in conjunction with debt issuance

1,123


43

Exchange of stock for equity method investment


448

Increase in payables for property and equipment

488


139

Increase in payables for deferred financing costs

136


Cashless exercise of preferred stock warrants

1,270


The following tables set forth our key financial and operating metrics for our subscription business on a year over year and quarterly sequential basis:















THREE MONTHS ENDED


NINE MONTHS ENDED,










SEPTEMBER 30,


SEPTEMBER 30,










2014


2013


2014


2013









Total pets enrolled (at period end)

207,843


160,065


207,843


160,065









Monthly adjusted revenue per pet

$   44.98


$     42.59


$    44.04


$     42.37









Lifetime value of a pet (LVP)

$      584


$        617


$       584


$        617









Average pet acquisition cost (PAC)

$      113


$          80


$       112


$        102









Average monthly retention

98.67%


98.64%


98.67%


98.64%










































PERIOD ENDED


DEC. 31, 2012


MAR. 31, 2013


JUN. 30, 2013


SEPT. 30, 2013


DEC. 31, 2013


MAR. 31, 2014


JUN. 30, 2014


SEPT. 30, 2014

Total Pets Enrolled (at period end)

125,387


136,027


147,868


160,065


169,570


181,634


194,617


207,843

Monthly adjusted revenue per pet

$   42.43


$     42.30


$    42.21


$     42.59


$   43.07


$     43.12


$   43.90


$     44.98

Lifetime value of a pet

$      557


$        604


$       641


$        617


$      611


$        610


$      605


$        584

Average pet acquisition cost

$      134


$        132


$         99


$          80


$      105


$        111


$      113


$        113

Average monthly retention

98.51%


98.56%


98.62%


98.64%


98.65%


98.65%


98.65%


98.67%


































The following tables reflect the reconciliation of adjusted revenue to revenue:



















THREE MONTHS ENDED


NINE MONTHS ENDED,










SEPTEMBER 30,


SEPTEMBER 30,










2014


2013


2014


2013










(in thousands)









Revenue

$ 30,312


$   22,134


$  84,042


$   59,818









Excluding:
















Other business revenue

(2,795)


(2,127)


(8,077)


(4,426)









Change in deferred revenue

385


314


731


656









Sign-up fee revenue

(425)


(386)


(1,209)


(1,074)









Adjusted revenue

$ 27,477


$   19,935


$  75,487


$   54,974










































THREE MONTHS ENDED


DEC. 31, 2012


MAR. 31, 2013


JUN. 30, 2013


SEPT. 30, 2013


DEC. 31, 2013


MAR. 31, 2014


JUN. 30, 2014


SEPT. 30, 2014


(in thousands)

Revenue

$ 15,863


$   17,842


$  19,842


$   22,134


$ 24,011


$   25,640


$ 28,090


$   30,312

Excluding:
















    Other business revenue

(178)


(825)


(1,474)


(2,127)


(2,585)


(2,551)


(2,731)


(2,795)

    Change in deferred revenue

218


124


218


314


452


262


84


385

    Sign-up fee revenue

(282)


(332)


(356)


(386)


(345)


(377)


(407)


(425)

Adjusted revenue

$ 15,621


$   16,809


$  18,230


$   19,935


$ 21,533


$   22,974


$ 25,036


$   27,477



















The following table reflects the reconciliation of contribution margin to gross profit:


















TWELVE MONTHS ENDED


DEC. 31, 2012


MAR. 31, 2013


JUN. 30, 2013


SEPT. 30, 2013


DEC. 31, 2013


MAR. 31, 2014


JUN. 30,  2014


SEPT. 30, 2014


(in thousands)

Gross profit

$ 11,211


$   12,841


$  14,263


$   14,788


$ 15,644


$   16,792


$ 18,113


$   18,439

Excluding:
















    Stock-based compensation expense

109


123


143


171


229


270


287


309

    Other business segment gross profit

(44)


(108)


(267)


(496)


(730)


(935)


(1,086)


(1,189)

    Change in deferred revenue

767


725


761


874


1,108


1,246


1,111


1,183

    Sign-up fee revenue

(1,189)


(1,229)


(1,285)


(1,356)


(1,419)


(1,464)


(1,514)


(1,554)

Contribution margin

$ 10,854


$   12,352


$  13,615


$   13,981


$ 14,832


$   15,909


$ 16,911


$   17,188



















The following table reflects the reconciliation of acquisition cost to sales and marketing expenses:



















THREE MONTHS ENDED


DEC. 31,  2012


MAR. 31, 2013


JUN. 30, 2013


SEPT. 30, 2013


DEC. 31, 2013


MAR. 31, 2014


JUN. 30, 2014


SEPT. 30, 2014


(in thousands)

Sales and marketing expenses

$   2,161


$     2,572


$    2,268


$     2,013


$   2,238


$     2,646


$   2,810


$     2,934

Excluding:
















    Stock-based compensation expense

(104)


(143)


(202)


(147)


(185)


(149)


(144)


(115)

Net of:
















    Sign-up fee revenue

(282)


(332)


(356)


(386)


(345)


(377)


(407)


(425)

Acquisition cost

$   1,775


$     2,097


$    1,710


$     1,480


$   1,708


$     2,120


$   2,259


$     2,394



















The following table reflects the reconciliation of adjusted EBITDA to net loss:



















THREE MONTHS ENDED,


NINE MONTHS ENDED,










SEPTEMBER 30,


SEPTEMBER 30,










2014


2013


2014


2013










(in thousands)









Net loss

$  (8,509)


$   (1,222)


$ (16,901)


$    (4,972)









Excluding:
















    Stock-based compensation expense

2,001


478


3,194


1,364









    Depreciation and amortization expense

505


243


1,234


663









    Interest income

(20)


(32)


(56)


(89)









    Interest expense

5,155


154


6,623


420









    Change in fair value of warrant liabilities

(2,054)


3


(1,574)


129









    Income tax expense (benefit)

14


(2)


36


(86)









Adjusted EBITDA

$  (2,908)


$      (378)


$   (7,444)


$    (2,571)









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