Rubicon Reports Third Quarter 2024 Financial Results
“We’re thrilled with our Q3 performance, where Rubicon’s relentless focus on partner-centricity and strategic account management drove continued momentum,” said
Third Quarter 2024 Financial Highlights
-
Revenue was
$182.5 million , an increase of$14.0 million or 8.3% compared to$168.5 million in the third quarter of 2023. -
Gross Profit was
$8.6 million , a decrease of$3.1 million or 26.1% compared to$11.7 million in the third quarter of 2023. -
Adjusted Gross Profit was
$14.2 million , a decrease of$2.8 million or 16.6% compared to$17.0 million in the third quarter of 2023. -
Net Loss was
$(8.5) million , an increase of$21.7 million or 71.9% compared to the net loss of$(30.2) million in the third quarter of 2023. -
Adjusted EBITDA was
$(3.2) million , an increase of$5.6 million or 63.4% compared to$(8.8) million in the third quarter of 2023. Adjusted EBITDA for Q3 included$3.7 million in non-cash expenses related to Rubicon’s contract with Palantir.
Operational and Business Highlights
-
Select customer renewals this quarter included Papa John’s
International, Inc. and Caleres, a global footwear company home to a diverse portfolio of loved and admired brands includingSam Edelman , Famous Footwear, and Vince. - In Q3, Rubicon experienced strong growth in its ancillary services for commercial customers including the expansion of newer service offerings such as power washing and a comprehensive grease trap maintenance program.
- The Company saw increased interest from customers and prospects for its Technical Advisory Services (TAS), which provide tailored consulting on zero waste programs, waste audits and material characterizations, and extended producer responsibility (EPR) guidance.
For more information about Rubicon’s third quarter 2024 financial results, please see the Company’s shareholder letter dated
About Rubicon
Rubicon builds technology products and provides expert sustainability solutions to waste generators and material processors to help them understand, manage, and reduce waste. As a mission-driven company, Rubicon helps its customers improve operational efficiency, unlock economic value, and deliver better environmental outcomes. To learn more, visit rubicon.com.
|
||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) |
||||||||||||||||
(in thousands, except per share data) |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
2024 |
|
2023 |
|
2024 |
|
2023 |
||||||||
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Service |
|
$ |
169,305 |
|
|
$ |
156,362 |
|
|
$ |
463,282 |
|
|
$ |
478,712 |
|
Recyclable commodity |
|
|
13,228 |
|
|
|
12,138 |
|
|
|
45,460 |
|
|
|
40,794 |
|
Total revenue |
|
|
182,533 |
|
|
|
168,500 |
|
|
|
508,742 |
|
|
|
519,506 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Costs and Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of revenue (exclusive of amortization and depreciation): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Service |
|
|
161,011 |
|
|
|
146,178 |
|
|
|
444,933 |
|
|
|
452,999 |
|
Recyclable commodity |
|
|
12,660 |
|
|
|
10,272 |
|
|
|
41,607 |
|
|
|
35,427 |
|
Total cost of revenue (exclusive of amortization and depreciation) |
|
|
173,671 |
|
|
|
156,450 |
|
|
|
486,540 |
|
|
|
488,426 |
|
Sales and marketing |
|
|
1,874 |
|
|
|
1,824 |
|
|
|
5,895 |
|
|
|
6,215 |
|
Product development |
|
|
5,286 |
|
|
|
7,636 |
|
|
|
17,182 |
|
|
|
21,645 |
|
General and administrative |
|
|
6,685 |
|
|
|
13,565 |
|
|
|
30,436 |
|
|
|
45,451 |
|
Gain on settlement of incentive compensation |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(18,622 |
) |
Amortization and depreciation |
|
|
885 |
|
|
|
1,007 |
|
|
|
2,766 |
|
|
|
3,194 |
|
Total Costs and Expenses |
|
|
188,401 |
|
|
|
180,482 |
|
|
|
542,819 |
|
|
|
546,309 |
|
Loss from continuing operations |
|
|
(5,868 |
) |
|
|
(11,982 |
) |
|
|
(34,077 |
) |
|
|
(26,803 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest earned |
|
|
32 |
|
|
|
5 |
|
|
|
91 |
|
|
|
11 |
|
Gain on change in fair value of warrant liabilities |
|
|
528 |
|
|
|
3,354 |
|
|
|
13,997 |
|
|
|
2,885 |
|
Gain on change in fair value of earnout liabilities |
|
|
- |
|
|
|
150 |
|
|
|
133 |
|
|
|
5,440 |
|
Gain (loss) on change in fair value of derivatives |
|
|
5,717 |
|
|
|
(1,245 |
) |
|
|
3,697 |
|
|
|
(3,778 |
) |
Gain on service fee settlements in connection with the Mergers |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
6,996 |
|
Loss on extinguishment of debt obligations |
|
|
- |
|
|
|
(9,348 |
) |
|
|
(8,782 |
) |
|
|
(18,234 |
) |
Interest expense |
|
|
(7,886 |
) |
|
|
(9,179 |
) |
|
|
(27,049 |
) |
|
|
(24,474 |
) |
Related party interest expense |
|
|
(562 |
) |
|
|
(453 |
) |
|
|
(1,624 |
) |
|
|
(1,707 |
) |
Other expense, net |
|
|
(538 |
) |
|
|
(1,116 |
) |
|
|
(2,154 |
) |
|
|
(2,019 |
) |
Total Other Expense, Net |
|
|
(2,709 |
) |
|
|
(17,832 |
) |
|
|
(21,691 |
) |
|
|
(34,880 |
) |
Loss from continuing operations before income taxes |
|
|
(8,577 |
) |
|
|
(29,814 |
) |
|
|
(55,768 |
) |
|
|
(61,683 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income tax expense |
|
|
102 |
|
|
|
16 |
|
|
|
222 |
|
|
|
49 |
|
Net loss from continuing operations, net of tax |
|
(8,679 |
) |
|
(29,830 |
) |
|
(55,990 |
) |
|
|
(61,732 |
) |
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Discontinued Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net loss from discontinued operations |
|
|
- |
|
|
|
(343 |
) |
|
|
(1,125 |
) |
|
|
(709 |
) |
Net gain on sale of discontinued operations |
|
|
- |
|
|
|
- |
|
|
|
59,674 |
|
|
|
- |
|
Income tax benefit (expense) |
|
|
226 |
|
|
|
- |
|
|
|
(1,653 |
) |
|
|
- |
|
Net income (loss) from discontinued operations, net of tax |
|
|
226 |
|
|
|
(343 |
) |
|
|
56,896 |
|
|
|
(709 |
) |
Net income (loss) |
|
|
(8,453 |
) |
|
|
(30,173 |
) |
|
|
906 |
|
|
|
(62,441 |
) |
Net loss from continuing operations attributable to noncontrolling interests |
|
|
(89 |
) |
|
|
(4,731 |
) |
|
|
(2,005 |
) |
|
|
(20,474 |
) |
Net loss from continuing operations attributable to Class A common stockholders |
|
|
(8,590 |
) |
|
|
(25,099 |
) |
|
|
(53,985 |
) |
|
|
(41,258 |
) |
Net income (loss) from discontinued operations attributable to noncontrolling interests |
|
|
3 |
|
|
|
(54 |
) |
|
|
917 |
|
|
|
(249 |
) |
Net income (loss) from discontinued operations attributable to Class A common stockholders |
|
$ |
223 |
|
|
$ |
(289 |
) |
|
$ |
55,979 |
|
|
$ |
(460 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net loss from continuing operations per Class A Common share – basic and diluted |
|
|
(0.12 |
) |
|
|
(0.78 |
) |
|
|
(0.46 |
) |
|
|
(2.32 |
) |
Net earnings (loss) from discontinued operations per Class A Common share – basic and diluted |
|
|
- |
|
|
|
(0.01 |
) |
|
|
0.48 |
|
|
|
(0.03 |
) |
Net earnings (loss) per Class A Common share – basic and diluted |
|
|
(0.12 |
) |
|
|
(0.93 |
) |
|
|
0.01 |
|
|
|
(3.51 |
) |
Weighted average shares outstanding – basic |
|
|
68,946,948 |
|
|
|
32,381,649 |
|
|
|
57,996,823 |
|
|
|
17,786,466 |
|
Weighted average shares outstanding – diluted |
|
|
68,946,948 |
|
|
|
32,381,649 |
|
|
|
57,996,823 |
|
|
|
17,786,466 |
|
The accompanying notes to the condensed consolidated financial statements are an integral part of these statements.
Use of Non-GAAP Financial Measures
Adjusted Gross Profit and Adjusted Gross Profit Margin
Adjusted Gross Profit and Adjusted Gross Profit Margin are considered non-GAAP financial measures under the rules of the
Adjusted EBITDA
Adjusted EBITDA is considered a non-GAAP financial measure under the rules of the
The Company has included Adjusted EBITDA because it is a key measure used by Rubicon’s management team to evaluate its operating performance, generate future operating plans, and make strategic decisions, including those relating to operating expenses. Further, the Company believes Adjusted EBITDA is helpful in highlighting trends in Rubicon’s operating results because it allows for more consistent comparisons of financial performance between periods by excluding gains and losses that are non-operational in nature or outside the control of management, as well as items that may differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which Rubicon operates and capital investments. Adjusted EBITDA is also often used by analysts, investors and other interested parties in evaluating and comparing Rubicon’s results to other companies within the industry. Accordingly, the Company believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating its operating results in the same manner as Rubicon’s management team and board of directors.
Adjusted EBITDA has limitations as an analytical tool, and it should not be considered in isolation or as a substitute for analysis of net loss or other results as reported under GAAP. Some of these limitations are:
- Adjusted EBITDA does not reflect the Company’s cash expenditures, future requirements for capital expenditures, or contractual commitments;
- Adjusted EBITDA does not reflect changes in, or cash requirements for, the Company’s working capital needs;
- Adjusted EBITDA does not reflect the Company’s tax expense or the cash requirements to pay taxes;
- although amortization and depreciation are non-cash charges, the assets being amortized and depreciated will often have to be replaced in the future and Adjusted EBITDA does not reflect any cash requirements for such replacements;
- Adjusted EBITDA should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items for which the Company may make adjustments in historical periods; and
- other companies in the industry may calculate Adjusted EBITDA differently than the Company does, limiting its usefulness as a comparative measure.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon current expectations, estimates, projections, and assumptions that, while considered reasonable by Rubicon and its management, are inherently uncertain; factors that may cause actual results to differ materially from current expectations include, but are not limited to: 1) the outcome of any legal proceedings that may be instituted against Rubicon or others following the closing of the business combination; 2) changes in applicable laws or regulations; 3) the possibility that Rubicon may be adversely affected by other economic, business and/or competitive factors; 4) Rubicon’s execution of anticipated operational efficiency initiatives, cost reduction measures and financing arrangements; and 5) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Company’s Annual Report on Form 10-K for the year ended
Reconciliations of Non-GAAP Financial Measures
Adjusted Gross Profit and Adjusted Gross Profit Margin
The following table presents reconciliations of Adjusted Gross Profit and Adjusted Gross Margin to the most directly comparable GAAP financial measures for each of the periods indicated.
|
|
Three Months Ended
|
|
Nine months Ended
|
||||||||||||
|
|
2024 |
|
2023 |
|
2024 |
|
2023 |
||||||||
|
|
(in thousands, except percentages) |
||||||||||||||
Total revenue |
|
$ |
182,533 |
|
|
$ |
168,500 |
|
|
$ |
508,742 |
|
|
$ |
519,506 |
|
Less: total cost of revenue (exclusive of amortization and depreciation) |
|
|
173,671 |
|
|
|
156,450 |
|
|
|
486,540 |
|
|
|
488,426 |
|
Less: amortization and depreciation for revenue generating activities |
|
|
179 |
|
|
|
299 |
|
|
|
877 |
|
|
|
1,006 |
|
Gross profit |
|
$ |
8,683 |
|
|
$ |
11,751 |
|
|
$ |
21,325 |
|
|
$ |
30,074 |
|
Gross profit margin |
|
|
4.8 |
% |
|
|
7.0 |
% |
|
|
4.2 |
% |
|
|
5.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross profit |
|
$ |
8,683 |
|
|
$ |
11,751 |
|
|
$ |
21,325 |
|
|
$ |
30,074 |
|
Add: amortization and depreciation for revenue generating activities |
|
|
179 |
|
|
|
299 |
|
|
|
877 |
|
|
|
1,006 |
|
Add: platform support costs(1) |
|
|
5,384 |
|
|
|
5,043 |
|
|
|
16,326 |
|
|
|
15,447 |
|
Adjusted gross profit |
|
$ |
14,246 |
|
|
$ |
17,093 |
|
|
$ |
38,528 |
|
|
$ |
46,527 |
|
Adjusted gross profit margin |
|
|
7.8 |
% |
|
|
10.1 |
% |
|
|
7.6 |
% |
|
|
9.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization and depreciation for revenue generating activities |
|
$ |
179 |
|
|
$ |
299 |
|
|
$ |
877 |
|
|
$ |
1,006 |
|
Amortization and depreciation for sales, marketing, general and administrative activities |
|
|
706 |
|
|
|
708 |
|
|
|
1,889 |
|
|
|
2,188 |
|
Total amortization and depreciation |
|
$ |
885 |
|
|
$ |
1,007 |
|
|
$ |
2,766 |
|
|
$ |
3,194 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Platform support costs(1) |
|
$ |
5,384 |
|
|
$ |
5,043 |
|
|
$ |
16,326 |
|
|
$ |
15,447 |
|
Marketplace vendor costs(2) |
|
|
168,287 |
|
|
|
151,407 |
|
|
|
470,214 |
|
|
|
472,979 |
|
Total cost of revenue (exclusive of amortization and depreciation) |
|
$ |
173,671 |
|
|
$ |
156,450 |
|
|
$ |
486,540 |
|
|
$ |
488,426 |
|
(1) |
We define platform support costs as costs to operate our revenue generating platforms that do not directly correlate with volume of sales transactions procured through our digital marketplace. Such costs include employee costs, data costs, platform hosting costs and other overhead costs. |
(2) |
We define marketplace vendor costs as direct costs charged by our hauling and recycling partners for services procured through our digital marketplace. |
Adjusted EBITDA
The following table presents reconciliations of Adjusted EBITDA to the most directly comparable GAAP financial measure for each of the periods indicated.
|
|
Three Months Ended
|
|
Nine months Ended
|
||||||||||||
|
|
2024 |
|
2023 |
|
2024 |
|
2023 |
||||||||
|
|
(in thousands, except percentages) |
||||||||||||||
Total revenue |
|
$ |
182,533 |
|
|
$ |
168,500 |
|
|
$ |
508,742 |
|
|
$ |
519,506 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net (loss) income |
|
$ |
(8,453 |
) |
|
$ |
(30,173 |
) |
|
$ |
906 |
|
|
$ |
(62,441 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense |
|
|
7,886 |
|
|
|
9,179 |
|
|
|
27,049 |
|
|
|
24,474 |
|
Related party interest expense |
|
|
562 |
|
|
|
453 |
|
|
|
1,624 |
|
|
|
1,707 |
|
Interest earned |
|
|
(32 |
) |
|
|
(5 |
) |
|
|
(91 |
) |
|
|
(11 |
) |
Income tax expense |
|
|
102 |
|
|
|
16 |
|
|
|
222 |
|
|
|
49 |
|
Amortization and depreciation |
|
|
885 |
|
|
|
1,007 |
|
|
|
2,766 |
|
|
|
3,194 |
|
Loss on extinguishment of debt obligations |
|
|
- |
|
|
|
9,348 |
|
|
|
8,782 |
|
|
|
18,234 |
|
Equity-based compensation |
|
|
488 |
|
|
|
2,134 |
|
|
|
1,582 |
|
|
|
13,239 |
|
Gain on change in fair value of warrant liabilities |
|
|
(528 |
) |
|
|
(3,354 |
) |
|
|
(13,997 |
) |
|
|
(2,885 |
) |
Gain on change in fair value of earn-out liabilities |
|
|
- |
|
|
|
(150 |
) |
|
|
(133 |
) |
|
|
(5,440 |
) |
(Gain) loss on change in fair value of derivatives |
|
|
(5,717 |
) |
|
|
1,245 |
|
|
|
(3,697 |
) |
|
|
3,778 |
|
Executive severance charges |
|
|
1,262 |
|
|
|
- |
|
|
|
4,000 |
|
|
|
4,553 |
|
Gain on settlement of Management Rollover Bonuses |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(26,826 |
) |
Gain on service fee settlements in connection with the Mergers |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(6,996 |
) |
Other expenses(1) |
|
|
538 |
|
|
|
1,116 |
|
|
|
2,154 |
|
|
|
2,019 |
|
Net loss (income) from discontinued operations |
|
|
(226 |
) |
|
|
343 |
|
|
|
(56,896 |
) |
|
|
709 |
|
Adjusted EBITDA |
|
$ |
(3,233 |
) |
|
$ |
(8,841 |
) |
|
$ |
(25,729 |
) |
|
$ |
(32,643 |
) |
Net (loss) income as a percentage of total revenue |
|
|
(4.6 |
)% |
|
|
(17.9 |
)% |
|
|
0.2 |
% |
|
|
(12.0 |
)% |
Adjusted EBITDA as a percentage of total revenue |
|
|
(1.5 |
)% |
|
|
(5.2 |
)% |
|
|
(5.1 |
)% |
|
|
(6.3 |
)% |
(1) |
Other expenses primarily consist of foreign currency exchange gains and losses, taxes, penalties and gains and losses on sale of property and equipment. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20241119860509/en/
Investor Contact:
Interim Chief Financial Officer
grant.deans@rubicon.com
Media Contact:
Director of Communications
benjamin.spall@rubicon.com
Source: