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Exhibit 99.1

 

GRUBHUB REPORTS RECORD second QUARTER RESULTS

 

Announces acquisition of LevelUp to accelerate technology integrations and

provide the most comprehensive ordering and fulfillment solution

 

CHICAGO, July 25, 2018 – Grubhub Inc. (NYSE: GRUB), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced financial results for the second quarter ended June 30, 2018. For the second quarter, the Company posted revenues of $240 million, which is a 51% year-over-year increase from $159 million in the second quarter of 2017. Gross Food Sales grew 39% year-over-year to $1.2 billion, up from $880 million in the year ago period. Grubhub today also announced it entered into an agreement to acquire Boston-based LevelUp, the leader in mobile diner engagement and payment solutions for national and regional restaurant brands.

 

“We had a standout quarter, highlighted by a record number of new diners trying Grubhub for the first time. We generated robust order growth, while continuing our rapid delivery expansion and adding thousands of high quality new restaurant partners,” said Matt Maloney, Grubhub’s founder and chief executive officer. “We’re also thrilled to announce the LevelUp acquisition. LevelUp’s leading restaurant-facing technology and the team they have built in Boston will help Grubhub provide the most comprehensive solution for restaurants, powering everything from online demand generation to fulfillment for restaurants.”

 

Second Quarter 2018 Highlights

 

The following results reflect the financial performance and key operating metrics of our business for the three months ended June 30, 2018, as compared to the same period in 2017.

 

Second Quarter Financial Highlights

 

 

Revenues: $239.7 million, a 51% year-over-year increase from $158.8 million in the second quarter of 2017.

 

Net Income: $30.1 million, or $0.33 per diluted share, a 104% year-over-year increase from $14.8 million, or $0.17 per diluted share, in the second quarter of 2017.

 

Non-GAAP Adjusted EBITDA: $67.4 million, a 61% year-over-year increase from $41.9 million in the second quarter of 2017.

 

Non-GAAP Net Income: $46.3 million, or $0.50 per diluted share, a 99% year-over-year increase from $23.2 million, or $0.26 per diluted share, in the second quarter of 2017.

 

Second Quarter Key Business Metrics Highlights

 

 

Active Diners were 15.6 million, a 70% year-over-year increase from 9.2 million Active Diners in the second quarter of 2017.

 

Daily Average Grubs (DAGs) were 423,200, a 35% year-over-year increase from 313,900 DAGs in the second quarter of 2017.

 

Gross Food Sales were $1.2 billion, a 39% year-over-year increase from $880 million in the second quarter of 2017.

 

 


 

LevelUp Acquisition

 

LevelUp’s world-class technology and team will simplify Grubhub’s integrations with the nation’s top restaurant brands, provide more channels to attract and engage diners, and position us to dramatically accelerate product development for valuable restaurant-facing tools.

 

With the addition of LevelUp, Grubhub will offer national and independent restaurants the industry’s most comprehensive solution to drive online delivery and pickup orders, from demand generation through fulfillment. In addition to making it easier for restaurants like KFC, Taco Bell, Bareburger, and Roti to integrate with the Grubhub marketplace, LevelUp accelerates Grubhub’s existing point-of-sale (POS) integration capabilities and provides restaurants with powerful CRM and analytical tools to help them drive more diners to their platform and increase volume from existing diners.

 

“For the last seven years, the LevelUp team has worked to provide our restaurant partners with a complete solution to engage customers in this rapidly evolving digital landscape,” said Seth Priebatsch, LevelUp’s founder and chief executive officer. “By becoming a part of Grubhub, we take our biggest and most exciting step in achieving that mission. Together, we will provide restaurants with everything they need to grow profitably as more and more diners opt for the convenience, transparency and control of ordering online."

 

Grubhub has entered into a definitive agreement to acquire LevelUp for $390 million in cash, subject to standard closing conditions, including the expiration of U.S. antitrust waiting periods. The transaction is expected to be funded through cash on hand and Grubhub’s existing credit facility.

 

Foley Hoag is serving as legal counsel to LevelUp in connection with the acquisition and Kirkland & Ellis LLP is serving as legal counsel to Grubhub.

 

Third Quarter and Full Year 2018 Guidance

 

Based on information available as of July 25, 2018, the Company is providing the following financial guidance for the third quarter and full year of 2018. This guidance excludes any impact from the potential acquisition of LevelUp, which has not yet closed and is subject to standard closing conditions:

 

 

Third Quarter 2018

 

Full Year 2018

 

(in millions)

Expected Revenue range

$232 - $240

 

$966 - $983

Expected Adjusted EBITDA range

$58 - $64

 

$256 - $270

 

 

Second Quarter 2018 Financial Results Conference Call 

Grubhub will webcast a conference call today at 9 a.m. CT to discuss the second quarter 2018 financial results. The webcast can be accessed on the Grubhub Investor Relations website at http://investors.grubhub.com, along with the Company's earnings press release and financial tables. A replay of the webcast will be available at the same website until August 8, 2018.

About Grubhub

Grubhub (NYSE: GRUB) is the nation’s leading online and mobile takeout food-ordering marketplace with the largest and most comprehensive network of restaurant partners, as well as the largest diner base. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub strives to elevate food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub is proud to


 

work with more than 85,000 restaurant partners in over 1,600 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, Eat24, AllMenus and MenuPages.

Use of Forward Looking Statements

This press release contains forward-looking statements regarding Grubhub, “the Company’s” or our management's future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected benefits to, and financial performance of, Grubhub following the acquisition of Eat24 and its commercial agreements with Yelp and Yum! Brands. Such statements constitute “forward-looking statements”, which are subject to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve substantial known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, but are not limited to, the matters set forth in the filings that we make with the Securities and Exchange Commission from time to time, including those set forth in the section entitled “Risk Factors” in our Annual Report on Form 10-K filed on February 28, 2018, which is on file with the SEC and is available on the Investor Relations section of our website at http://investors.grubhub.com. Additional information will be set forth in our Quarterly Report on Form 10-Q that will be filed for the quarter ended June 30, 2018, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent management's beliefs and assumptions only as of the date of this press release. Except as required by law, we disclaim any intention to, and undertake no obligation to, publicly update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future.

 

Use of Non-GAAP Financial Measures

Adjusted EBITDA, non-GAAP net income and non-GAAP net income per diluted share attributable to common stockholders are financial measures that are not calculated in accordance with accounting principles generally accepted in the United States, or GAAP.

 

We define Adjusted EBITDA as net income adjusted to exclude acquisition, restructuring and certain legal costs, income taxes, interest income and expense, depreciation and amortization and stock-based compensation expense. Non-GAAP net income and non-GAAP net income per diluted share attributable to common stockholders exclude acquisition, restructuring and certain legal costs, amortization of acquired intangible assets, stock-based compensation expense and other nonrecurring items as well as the income tax effects of these non-GAAP adjustments. We use these non-GAAP financial measures as key performance measures because we believe they facilitate operating performance comparisons from period to period by excluding potential differences primarily caused by variations in capital structures, tax positions, the impact of acquisitions, restructuring and certain legal costs, the impact of depreciation and amortization expense on our fixed assets and the impact of stock-based compensation expense. Adjusted EBITDA, non-GAAP net income and non-GAAP net income per diluted share attributable to common stockholders are not measurements of our financial performance under GAAP and should not be considered as an alternative to performance measures derived in accordance with GAAP.

 

See “Schedule of Non-GAAP Financial Measures Reconciliation” below for a reconciliation of net income to Adjusted EBITDA, non-GAAP net income and non-GAAP net income per diluted share attributable to common stockholders.

 


Contacts:

Dave Zaragoza

Corporate Finance & Investor Relations

ir@grubhub.com

 

Katie Norris

Press

press@grubhub.com

 


 

 

GRUBHUB INC.

STATEMENTS OF OPERATIONS

(in thousands, except per share data)

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Revenues

$

239,741

 

 

$

158,794

 

 

$

472,311

 

 

$

314,928

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operations and support

 

102,445

 

 

 

62,924

 

 

 

198,728

 

 

 

122,443

 

Sales and marketing

 

46,231

 

 

 

34,770

 

 

 

94,987

 

 

 

70,208

 

Technology (exclusive of amortization)

 

18,717

 

 

 

14,076

 

 

 

36,048

 

 

 

27,268

 

General and administrative

 

18,180

 

 

 

14,829

 

 

 

35,877

 

 

 

28,010

 

Depreciation and amortization

 

19,849

 

 

 

10,414

 

 

 

40,800

 

 

 

20,454

 

Total costs and expenses

 

205,422

 

 

 

137,013

 

 

 

406,440

 

 

 

268,383

 

Income from operations

 

34,319

 

 

 

21,781

 

 

 

65,871

 

 

 

46,545

 

Interest (income) expense - net

 

8

 

 

 

(314

)

 

 

1,030

 

 

 

(535

)

Income before provision for income taxes

 

34,311

 

 

 

22,095

 

 

 

64,841

 

 

 

47,080

 

Income tax expense

 

4,191

 

 

 

7,341

 

 

 

3,955

 

 

 

14,611

 

Net income attributable to common stockholders

$

30,120

 

 

$

14,754

 

 

$

60,886

 

 

$

32,469

 

Net income per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.34

 

 

$

0.17

 

 

$

0.69

 

 

$

0.38

 

Diluted

$

0.33

 

 

$

0.17

 

 

$

0.67

 

 

$

0.37

 

Weighted-average shares used to compute net income per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

89,503

 

 

 

86,162

 

 

 

88,294

 

 

 

86,018

 

Diluted

 

92,503

 

 

 

87,700

 

 

 

91,297

 

 

 

87,410

 

 

KEY OPERATING METRICS

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Active Diners (000s)

 

 

 

15,581

 

 

 

9,177

 

 

 

15,581

 

 

 

9,177

 

Daily Average Grubs

 

 

 

423,200

 

 

 

313,900

 

 

 

430,000

 

 

 

319,200

 

Gross Food Sales (millions)

 

 

$

1,220.4

 

 

$

879.7

 

 

$

2,465.4

 

 

$

1,777.8

 

 



 

GRUBHUB INC.

 

CONSOLIDATED BALANCE SHEETS

 

(in thousands, except share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2018

 

 

December 31, 2017

 

ASSETS

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

Cash and cash equivalents

$

442,678

 

 

$

234,090

 

Short-term investments

 

38,969

 

 

 

23,605

 

Accounts receivable, less allowances for doubtful accounts

 

98,254

 

 

 

95,970

 

Prepaid expenses and other current assets

 

12,120

 

 

 

6,818

 

Total current assets

 

592,021

 

 

 

360,483

 

PROPERTY AND EQUIPMENT:

 

 

 

 

 

 

 

Property and equipment, net of depreciation and amortization

 

89,208

 

 

 

71,384

 

OTHER ASSETS:

 

 

 

 

 

 

 

Other assets

 

9,177

 

 

 

6,487

 

Goodwill

 

589,862

 

 

 

589,862

 

Acquired intangible assets, net of amortization

 

494,484

 

 

 

515,553

 

Total other assets

 

1,093,523

 

 

 

1,111,902

 

TOTAL ASSETS

$

1,774,752

 

 

$

1,543,769

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

Restaurant food liability

$

110,011

 

 

$

119,922

 

Accounts payable

 

8,829

 

 

 

7,607

 

Accrued payroll

 

11,223

 

 

 

13,186

 

Taxes payable

 

1,203

 

 

 

3,109

 

Short-term debt

 

5,469

 

 

 

3,906

 

Other accruals

 

35,782

 

 

 

26,818

 

Total current liabilities

 

172,517

 

 

 

174,548

 

LONG-TERM LIABILITIES:

 

 

 

 

 

 

 

Deferred taxes, non-current

 

70,983

 

 

 

74,292

 

Other accruals

 

18,246

 

 

 

7,468

 

Long-term debt

 

116,598

 

 

 

169,645

 

Total long-term liabilities

 

205,827

 

 

 

251,405

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

 

Common stock, $0.0001 par value

 

9

 

 

 

9

 

Accumulated other comprehensive loss

 

(1,528

)

 

 

(1,228

)

Additional paid-in capital

 

1,066,167

 

 

 

849,043

 

Retained earnings

 

331,760

 

 

 

269,992

 

Total Stockholders’ Equity

$

1,396,408

 

 

$

1,117,816

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

$

1,774,752

 

 

$

1,543,769

 

 


 

GRUBHUB INC.

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

Net income

 

$

60,886

 

 

$

32,469

 

Adjustments to reconcile net income to net cash from operating activities:

 

 

 

 

 

 

 

 

Depreciation

 

 

10,526

 

 

 

5,092

 

Provision for doubtful accounts

 

 

301

 

 

 

148

 

Deferred taxes

 

 

(3,308

)

 

 

(6,780

)

Amortization of intangible assets

 

 

30,274

 

 

 

15,362

 

Stock-based compensation

 

 

22,170

 

 

 

15,438

 

Deferred rent

 

 

2,877

 

 

 

43

 

Amortization of deferred loan costs

 

 

460

 

 

 

240

 

Other

 

 

(596

)

 

 

(554

)

Change in assets and liabilities, net of the effects of business acquisitions:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

5,770

 

 

 

784

 

Prepaid expenses and other assets

 

 

(8,446

)

 

 

3,323

 

Restaurant food liability

 

 

(9,870

)

 

 

(1,690

)

Accounts payable

 

 

(107

)

 

 

(978

)

Accrued payroll

 

 

(1,961

)

 

 

396

 

Other accruals

 

 

7,041

 

 

 

4,365

 

Net cash provided by operating activities

 

 

116,017

 

 

 

67,658

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

Purchases of investments

 

 

(44,271

)

 

 

(110,108

)

Proceeds from maturity of investments

 

 

29,116

 

 

 

114,303

 

Capitalized website and development costs

 

 

(13,145

)

 

 

(9,576

)

Purchases of property and equipment

 

 

(19,266

)

 

 

(7,291

)

Acquisitions of businesses, net of cash acquired

 

 

737

 

 

 

 

Acquisition of other intangible assets

 

 

 

 

 

(5,000

)

Other cash flows from investing activities

 

 

24

 

 

 

492

 

Net cash used in investing activities

 

 

(46,805

)

 

 

(17,180

)

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Proceeds from the issuance of common stock

 

 

200,000

 

 

 

 

Repayments of borrowings under the credit facility

 

 

(51,562

)

 

 

 

Proceeds from exercise of stock options

 

 

9,958

 

 

 

8,308

 

Taxes paid related to net settlement of stock-based compensation awards

 

 

(18,717

)

 

 

(5,523

)

Net cash provided by financing activities

 

 

139,679

 

 

 

2,785

 

Net change in cash, cash equivalents, and restricted cash

 

 

208,891

 

 

 

53,263

 

Effect of exchange rates on cash, cash equivalents and restricted cash

 

 

(318

)

 

 

413

 

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

 

 

238,239

 

 

 

242,214

 

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

 

$

446,812

 

 

$

295,890

 

SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS

 

 

 

 

 

 

 

 

Cash paid for income taxes

 

$

7,426

 

 

$

13,805

 

 


 

GRUBHUB INC.

NON-GAAP FINANCIAL MEASURES RECONCILIATION

(in thousands, except per share data)

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Net income

$

30,120

 

 

$

14,754

 

 

$

60,886

 

 

$

32,469

 

Income taxes

 

4,191

 

 

 

7,341

 

 

 

3,955

 

 

 

14,611

 

Interest (income) expense - net

 

8

 

 

 

(314

)

 

 

1,030

 

 

 

(535

)

Depreciation and amortization

 

19,849

 

 

 

10,414

 

 

 

40,800

 

 

 

20,454

 

EBITDA

 

54,168

 

 

 

32,195

 

 

 

106,671

 

 

 

66,999

 

Acquisition, restructuring and legal costs

 

1,312

 

 

 

1,495

 

 

 

2,641

 

 

 

1,904

 

Stock-based compensation

 

11,939

 

 

 

8,195

 

 

 

22,170

 

 

 

15,438

 

Adjusted EBITDA

$

67,419

 

 

$

41,885

 

 

$

131,482

 

 

$

84,341

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Net income

$

30,120

 

 

$

14,754

 

 

$

60,886

 

 

$

32,469

 

Stock-based compensation

 

11,939

 

 

 

8,195

 

 

 

22,170

 

 

 

15,438

 

Amortization of acquired intangible assets

 

9,527

 

 

 

5,100

 

 

 

21,070

 

 

 

10,373

 

Acquisition, restructuring and legal costs

 

1,312

 

 

 

1,495

 

 

 

2,641

 

 

 

1,904

 

Income tax adjustments

 

(6,628

)

 

 

(6,315

)

 

 

(13,305

)

 

 

(11,834

)

Non-GAAP net income

$

46,270

 

 

$

23,229

 

 

$

93,462

 

 

$

48,350

 

Weighted-average diluted shares used to compute net income per share attributable to common stockholders

 

92,503

 

 

 

87,700

 

 

 

91,297

 

 

 

87,410

 

Non-GAAP net income per diluted share attributable to common stockholders

$

0.50

 

 

$

0.26

 

 

$

1.02

 

 

$

0.55

 

 

 

Guidance

 

 

Three Months Ended

September 30, 2018

 

 

Year Ended

December 31, 2018

 

 

Low

 

 

High

 

 

Low

 

 

High

 

 

(in millions)

 

Net income

$

18.5

 

 

$

22.8

 

 

$

103.3

 

 

$

113.4

 

Income taxes

 

7.3

 

 

 

9.0

 

 

 

20.6

 

 

 

24.5

 

Interest expense ̶ net

 

(0.3

)

 

 

(0.3

)

 

 

0.5

 

 

 

0.5

 

Depreciation and amortization

 

20.0

 

 

 

20.0

 

 

 

81.0

 

 

 

81.0

 

EBITDA

 

45.5

 

 

 

51.5

 

 

 

205.4

 

 

 

219.4

 

Acquisition and restructuring costs

 

 

 

 

 

 

 

2.6

 

 

 

2.6

 

Stock-based compensation

 

12.5

 

 

 

12.5

 

 

 

48.0

 

 

 

48.0

 

Adjusted EBITDA

$

58.0

 

 

$

64.0

 

 

$

256.0

 

 

$

270.0