Digital Media Solutions, Inc. Announces Q4 and Full Year 2021 Financial Results

Cortez Deacetis
  • Record fourth quarter revenue of $119 million, up 17% year over year; Full year 2021 revenue of $428 million, up 29% year over year

  • Record adjusted revenue in the fourth quarter totaled $122 million, up 17% year over year; Full year 2021 adjusted revenue of $442 million, up 30% year over year

  • Fourth quarter net income and adjusted EBITDA of $(4) million and $15 million, with adjusted EBITDA flat year over year; Full year 2021 net income and adjusted EBITDA of $6 million and $58 million, with adjusted EBITDA up 7% year over year.

  • Fourth quarter gross margin of 30% and variable marketing margin (VMM) of 36%, respectively; Full year 2021 gross margin of 30% and VMM of 35%

  • Announced first quarter 2022 revenue guidance of $102 – $107 million and adjusted EBITDA guidance of $10 – $12 million.

  • Announced FY 2022 revenue guidance of $465 – $475 million and adjusted EBITDA guidance of $55 – $60 million.

CLEARWATER, Fla., March 14, 2022–(BUSINESS WIRE)–Digital Media Solutions, Inc. (NYSE: DMS), a leading provider of technology-enabled digital performance advertising solutions connecting consumers and advertisers, today announced record financial results for the fourth quarter and full year ended December 31, 2021.

“In the fourth quarter, we generated more revenues than in any other quarter in DMS history, and did so while maintaining strong cash generation,” said Joe Marinucci, CEO of DMS. “We demonstrated the power of our data driven, vertical-agnostic / channel-agnostic model that, time and time again, has been the fuel helping our business continue its positive growth momentum.”

Dynamic diversification, a consistent go-to-market strategy for DMS, allowed the company to pivot quickly to meet consumer and advertiser needs in the fourth quarter. As a result, both of the primary DMS business segments — Brand-Direct and Marketplace Solutions — grew in Q4 2021, up 17% and 25% respectively year over year, driven by strength in health insurance, especially during the open enrollment periods, and ecommerce.

On a sector-basis, during the quarter, 28% of DMS revenues came from auto insurance, 23% from health insurance, 20% from ecommerce, 10% from career and education and 8% from consumer finance. Each of these sectors is supported by both Brand-Direct and Marketplace Solutions. Similarly, in aggregate across all of the DMS business segments, no individual media channel or publisher represented more than one-quarter of the total supply for DMS.

Insurance revenues, 58% of our total revenues in Q4, grew 13% year over year, even as auto insurance advertising bid prices remained low due to carrier loss-ratio challenges. Health insurance, now a major business for DMS, grew 35% organically over the prior year. As a result, auto insurance revenues accounted for 49% of DMS insurance revenues in Q4 2021, compared to approximately 3/4 in the same quarter of 2020.

Dynamic diversification within the ecommerce vertical allowed DMS to shift in parallel with consumer demand, away from holiday spending, which was marginalized by macro supply chain issues, to the robust health and wellness category. DMS ecommerce increased 36% year over year.

In addition to dynamic diversification, scaled client spend and the DMS data flywheel supported growth momentum in the fourth quarter. The company noted a 100% retention rate for its top 20 clients, which generated 31% year-over-year revenue growth.

Fourth Quarter 2021 Performance:

  • Record revenue of $119 million, up 17% over the same quarter last year.

  • Record adjusted revenue of $122 million, up 17% over Q4 2020.

  • Gross profit margin of 30%, compared to 27% in the year-ago quarter.

  • Variable marketing margin of 36%, up from 32% in Q4 2020.

  • Operating expenses totaled $39 million, a decrease of $6.4 million year over year.

  • Net income of $(4) million versus $(18) million in the same quarter last year.

  • Adjusted EBITDA of $15 million, flat year over year.

  • EPS came in at $(0.11) compared to $(0.32) in Q4 2020.

  • We ended the quarter with $26 million in cash, cash equivalents and marketable securities and total debt of $220 million, or a net leverage of approximately 3.3x.

Fourth Quarter 2021 Segment Performance (excluding intracompany revenue):

  • Brand-Direct Solutions generated revenue of $73 million, up 17% over the same quarter last year. Gross margin was 24%, up from 22% in the prior year.

  • Marketplace Solutions generated revenue of $59 million, up 25% over the same quarter last year. Gross margin was 28%, up from 26% in the prior year.

  • Other Solutions generated revenue of $4 million, down 6% compared to Q4 2020. Gross margin was 38%, down from 44% in the prior year.

Full Year 2021 Performance:

  • Record revenue of $428 million, up 29% year over year.

  • Record adjusted revenue of $442 million, up 30% over FY2020.

  • Gross profit margin was 30%, flat from FY2020.

  • Variable marketing margin was 35%, up from 34% in 2020.

  • Operating expenses totaled $122 million, up $10 million from 2020.

  • Net income of $6 million, compared to a $14 million loss in the prior year.

  • Adjusted EBITDA of $58 million, up 7% year over year.

  • EPS came in at $0.06 compared to $(0.23) in 2020.

Full Year 2021 Segment Performance (excluding intracompany revenue):

  • Brand-Direct revenue was $254 million, up 28% over FY2020. Gross margin was 24% versus a 24% margin in 2020.

  • Marketplace revenue of $224 million, up 45% from last year. Gross margin of 27% versus a 29% margin in 2020.

  • Other Solutions generated revenue of $10 million, up 3% over 2020. Gross margin of 63% versus a 64% margin in 2020.

First Quarter and Full Year 2022 Guidance:

Thanks to the combination of scaled spend, our data flywheel and dynamic diversification, the Company believes it is well positioned for 2022. DMS currently anticipates revenue, gross margin, variable marketing margin and adjusted EBITDA ranges as follows:

First Quarter 2022:

  • Revenue: $102-$107 million

  • Gross Margin: 28%-31%

  • Variable Marketing Margin: 32-36%.

  • Adjusted EBITDA: $10-$12 million

Full Year 2022:

  • Revenue: $465-$475 million

  • Gross Margin: 28%-31%

  • Variable Marketing Margin: 32-36%

  • Adjusted EBITDA: $55-$60 million

Adjusted revenue, Adjusted EBITDA and Variable Marketing Margin are non-GAAP financial measures. Management believes that Adjusted revenue, Adjusted EBITDA and Variable Marketing Margin provide useful information to investors and help explain and isolate the core operating performance of the business — refer to the “Non-GAAP Financial Measures” section below. For guidance purposes, the company is not providing a quantitative reconciliation of these non-GAAP measures in reliance on the “unreasonable efforts” exception for forward-looking non-GAAP measures set forth in SEC rules because certain financial information, the probable significance of which cannot be determined, is not available and cannot be
reasonably estimated without unreasonable effort and expense.

Conference Call and Webcast Information:

The U.S. toll free dial-in for the conference call is 1-844-200-6205, and the international dial-in number is 1-646-904-5544. The access code is 220107. A live webcast of the conference call will be available on the investor relations page of the company’s website at https://investors.digitalmediasolutions.com.

A replay will be available after the conclusion of the call on March 14, 2022 through March 21, 2022. The U.S. toll-free replay dial-in number is 1-866-813-9403, and the international replay dial-in number is 1-929-458-6194. The replay access code is 689733.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. DMS’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. These forward statements are often identified by words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions. These forward-looking statements include, without limitation, DMS’s expectations with respect to its future performance and its ability to implement its strategy, and are based on the beliefs and expectations of our management team from the information available at the time such statements are made. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside DMS’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) our ability to identify, evaluate, and complete any strategic alternative in connection with our review of strategic alternatives; (2) the possibility that DMS may not be able to realize higher value for its business through a strategic alternative and therefore retains its current corporate and business structure; (3) the possibility that DMS may decide not to undertake a strategic alternative or that it is not able to consummate any proposed strategic alternative due to, among other things, market, regulatory and other factors; (4) the potential for disruption to DMS’s business, including, among other things, attracting and retaining customers, suppliers, key personnel; (5) any potential adverse effects on DMS’s stock price resulting from the announcement of the process to review potential strategic alternatives or the results of that review; (6) the COVID-19 pandemic or other public health crises; (7) changes in client demand for our services and our ability to adapt to such changes; (8) the entry of new competitors in the market; (9) the ability to maintain and attract consumers and advertisers and successfully grow and operate our new health insurance agency business, in the face of changing economic or competitive conditions; (10) the ability to maintain, grow and protect the data DMS obtains from consumers and advertisers; (11) the performance of DMS’s technology infrastructure; (12) the ability to protect DMS’s intellectual property rights; (13) the ability to successfully source and complete acquisitions and to integrate the operations of companies DMS acquires, including the Crisp Results assets and Aimtell, PushPros and Aramis Interactive; (14) the ability to improve and maintain adequate internal controls over financial and management systems, and remediate the identified material weakness; (15) changes in applicable laws or regulations and the ability to maintain compliance; (16) our substantial levels of indebtedness; (17) volatility in the trading price on the NYSE of our common stock and warrants; (18) fluctuations in value of our private placement warrants; and (19) other risks and uncertainties indicated from time to time in DMS’s filings with the SEC, including those under “Risk Factors” in DMS’s Annual Report on Form 10-K/A and its subsequent filings with the SEC. There may be additional risks that we consider immaterial or which are unknown, and it is not possible to predict or identify all such risks. DMS cautions that the foregoing list of factors is not exclusive. DMS cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. DMS does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

DIGITAL MEDIA SOLUTIONS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

December 31, 2021(unaudited)

December 31,
2020

ASSETS

Current assets:

Cash and cash equivalents

$

26,394

$

31,397

Accounts receivable, net of allowances of $4,930 and $3,121, respectively

51,578

42,085

Prepaid and other current assets

3,698

2,943

Income tax receivable

2,078

474

Total current assets

83,748

76,899

Property and equipment, net

19,168

15,016

Goodwill

76,558

44,904

Intangible assets, net

66,228

46,447

Deferred tax assets

18,948

Other assets

889

206

Total assets

$

246,591

$

202,420

LIABILITIES AND DEFICIT

Current liabilities:

Accounts payable

$

42,073

$

37,191

Accrued expenses and other current liabilities

9,473

9,886

Current portion of long-term debt

2,250

7,967

Income taxes payable

103

1,413

Tax Receivable Agreement liability – current

1,310

510

Contingent consideration payable – current

7,370

Total current liabilities

67,364

56,967

Long-term debt

215,505

193,591

Tax Receivable Agreement liability – non-current

15,760

Deferred tax liabilities

4,786

7,024

Private Placement Warrant liabilities

3,960

22,080

Contingent consideration payable – non-current

1,069

Deferred acquisition consideration payable

Other non-current liabilities

1,725

2,683

Total liabilities

294,409

298,105

Commitments and Contingencies (Note 16)

Stockholders’ deficit:

Preferred stock, $0.0001 par value, 100,000 shares authorized; none issued and outstanding at December 31, 2021

Class A common stock, $0.0001 par value, 500,000 shares authorized; 36,226 issued and outstanding at December 31, 2021

3

3

Class B common stock, $0.0001 par value, 60,000 shares authorized; 25,699 issued and 25,699 outstanding at December 31, 2021

3

3

Class C common stock, $0.0001 par value, 40,000 authorized; none issued and outstanding at December 31, 2021

Additional paid-in capital

$

(25,239

)

$

(48,027

)

Retained earnings

(944

)

(3,146

)

Total stockholders’ deficit

(26,177

)

(51,167

)

Non-controlling interest

$

(21,641

)

$

(44,518

)

Total deficit

(47,818

)

(95,685

)

Total liabilities and deficit

$

246,591

$

202,420

DIGITAL MEDIA SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

T
hree Months Ended

December 31,

Years Ended December 31,

2021 (unaudited)

2020

2021 (unaudited)

2020

Net revenue

$

118,949

$

102,103

$

427,935

$

332,856

Cost of revenue (exclusive of depreciation and amortization shown separately below)

83,635

74,393

300,016

234,731

Gross profit

35,314

27,710

127,919

98,125

Salaries and related costs

13,586

9,272

48,014

33,386

General and administrative expenses

14,368

13,264

43,049

30,020

Depreciation and amortization

5,751

4,647

25,401

17,954

Acquisition costs

147

1,492

1,967

4,814

Change in fair value of contingent consideration liabilities

3,631

1,106

Income from operations

$

(2,169

)

$

(965

)

$

8,382

$

11,951

Interest expense

3,531

3,038

14,166

13,740

Change in fair value of warrant liabilities

(4,280

)

12,680

(18,115

)

8,840

Change in tax receivable agreement liability

(15,289

)

(15,289

)

Loss on debt extinguishment

2,108

Loss on disposal of assets

$

8

$

8

Net income (loss) before income taxes

$

13,861

$

(16,683

)

$

25,504

$

(10,629

)

Income tax expense

17,784

1,184

19,311

3,085

Net income (loss)

$

(3,923

)

$

(17,867

)

$

6,193

$

(13,714

)

Net income (loss) attributable to non-controlling interest

222

(7,481

)

3,991

(5,018

)

Net loss attributable to Digital Media Solutions, Inc.

$

(4,145

)

$

(10,386

)

$

2,202

$

(8,696

)

Weighted-average shares outstanding – basic and diluted

36,226

32,294

35,249

32,335

Earnings (loss) per share attributable to Digital Media Solutions, Inc.:

Basic and diluted – per common shares

$

(0.11

)

$

(0.32

)

$

0.06

$

(0.23

)

DIGITAL MEDIA SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

Years Ended December 31,

2021 (unaudited)

2020

Cash flows from operating activities

Net income (loss)

$

6,193

$

(13,714

)

Adjustments to reconcile net income to net cash provided by operating activities

Provision for bad debt

4,798

3,039

Depreciation and amortization

25,401

17,954

Loss from sales of assets

411

Loss on disposal of assets

8

Lease restructuring charges

542

4,203

Debt extinguishment

2,108

Stock-based compensation, net of amounts capitalized

6,393

958

Payment of contingent consideration

(1,000

)

Amortization of debt issuance costs

1,379

936

Deferred income tax provision, net

16,442

(479

)

Other

400

Change in fair value of contingent consideration

1,106

Change in fair value of warrant liability

(18,115

)

8,840

Change in tax receivable agree
ment liabilities

(15,549

)

1,138

Change in income tax receivable and payable

(1,563

)

Change in accounts receivable

(8,369

)

(14,409

)

Change in prepaid expenses and other current assets

(419

)

(630

)

Change in accounts payable and accrued expenses

(612

)

8,742

Change in other liabilities

(956

)

622

Net cash provided by operating activities

$

18,787

$

17,011

Cash flows from investing activities

Additions to property and equipment

$

(9,114

)

$

(10,372

)

Acquisition of businesses, net of cash acquired

(25,129

)

(2,799

)

Other

10

Net cash used in investing activities

$

(34,243

)

$

(13,161

)

Cash flows from financing activities

Proceeds from Business Combination

29,278

Proceeds from issuance of long-term debt

220,840

2,253

Payments of long-term debt and notes payable

(200,977

)

(5,641

)

Proceeds from borrowings on revolving credit facilities

11,000

10,000

Payments of borrowings on revolving credit facilities

(15,000

)

(11,000

)

Payment of debt issuance costs

(3,565

)

(189

)

Tax withholding on share based awards

(994

)

Payment of equity issuance

(493

)

Payment of early termination

(188

)

Proceeds from warrants exercised

11

Distribution to members

(196

)

Other

15

(162

)

Net cash provided by financing activities

$

10,453

$

24,539

Net change in cash

$

(5,003

)

$

28,389

Cash, beginning of period

31,397

3,008

Cash, end of period

$

26,394

$

31,397

Supplemental Disclosure of Cash Flow Information

Cash Paid During the Period For

Interest

$

12,926

$

13,255

Income taxes

$

4,442

$

3,940

Non-Cash Investing and Financing Transactions:

Contingent and deferred acquisition consideration

$

11,903

$

Stock-based compensation capitalized in property and equipment

$

447

$

Capital expenditures included in accounts payable

$

410

$

325

Issuance of equity for Aimtell/PushPros/Aramis, Crisp Results and SmarterChaos

$

35,000

$

3,000

NON-GAAP FINANCIAL MEASURES

In addition to providing financial measurements based on accounting principles generally accepted in the United States of America (“GAAP”), this earnings release includes additional financial measures that are not prepared in accordance with GAAP (“non-GAAP”), including Adjusted Revenue, Variable Marketing Margin, Adjusted EBITDA, Unlevered Free Cash Flow, and Adjusted Net Income. A reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures can be found below.

As explained further below, we use these financial measures internally to review the performance of our business units without regard to certain accounting treatments and non-recurring items. We believe that presentation of these non-GAAP financial measures provides useful information to investors regarding our results of operations. Because of these limitations, management relied primarily on its GAAP results and uses non-GAAP measures only as a supplement.

Adjusted Revenue

Adjusted Revenue is a non-GAAP financial measure presented as an alternative method for assessing the Company’s operating results in a manner that is focused on the performance of our underlying operations. Management believes this measure provides useful information because, while the majority of our business is comprised of lead generation contracts which are accounted for on a gross basis, a portion of our agency managed services contracts are accounted for on a net basis. In this regard, management believes that Adjusted Revenue provides useful information regarding operating performance across our business, without regard to the accounting treatment of individual contracts, and allows management to build forecasts on a consistent basis across the business.

Management further uses Adjusted Revenue to compare the performance of divisions within the Company against each other and to isolate our core operating performance. Notwithstanding the foregoing, however, management is discontinuing use of Adjusted Revenue going forward in 2022. Management believes that it is appropriate to do so at the current time given that the vast majority of our contracts are now accounted for on a gross basis. In addition, management believes that focusing on GAAP revenue will allow management, analysts and investors to focus on a single measure of revenue and simplify the Company’s disclosures going forward.

Adjusted Revenue is defined as revenue as reported under GAAP, without regard to netting of costs applicable to revenues earned under contracts that are deemed to be entered into on an agency basis. The following table provides a reconciliation of Adjusted Revenue to revenue, the most directly comparable GAAP measure (in thousands):

Three Months Ended December 31, 2021 (unaudited)

Three Months Ended December 31, 2020

Reported

(GAAP)

Adjustments (1)

Adjusted

(Non-GAAP)

Reported

(GAAP)

Adjustments (1)

Adjusted

(Non-GAAP)

Net revenue

$

118,949

$

2,776

$

121,725

$

102,103

$

2,101

$

104,204

Brand Direct

83,635

2,776

86,411

74,393

2,101

76,494

Marketplace

$

35,314

$

$

35,314

$

27,710

$

$

27,710

Gross profit margin

29.7

%

%

29.0

%

27.1

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