8-K
false000181820100018182012024-02-282024-02-28

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 28, 2024

 

 

CCC Intelligent Solutions Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39447

98-1546280

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

167 N. Green Street, 9th Floor

 

Chicago, Illinois

 

60607

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (800) 621-8070

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common stock, par value $0.0001 per share

 

CCCS

 

The Nasdaq Stock Market LLC

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).

Emerging growth company

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.

 


Item 2.02 Results of Operations and Financial Condition.

Attached hereto as Exhibit 99.1 and incorporated by reference into this Item 2.02 is a copy of the press release, date February 28, 2024, announcing the financial results of CCC Intelligent Solutions Holdings Inc. for the quarter and year ended December 31, 2023.

 

The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

 

 

Exhibit Number

Description

99.1

Press release, dated February 28, 2024

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

CCC INTELLIGENT SOLUTIONS HOLDINGS INC.

 

 

 

 

Date:

February 28, 2024

By:

/s/ Brian Herb

 

 

Name:

Title:

Brian Herb
Executive Vice President, Chief Financial and Administrative Officer

 


EX-99.1

Exhibit 99.1

CCC Intelligent Solutions Holdings Inc. Announces Fourth Quarter and Fiscal Year 2023 Financial Results

February 28, 2024 – CCC Intelligent Solutions Holdings Inc. (“CCC” or the “Company”) (NASDAQ: CCCS), a leading SaaS platform for the P&C insurance economy, today announced its financial results for the three months and year ended December 31, 2023.

“CCC delivered another year of strong financial performance, with year-over-year revenue growth in 2023 of 11% and adjusted EBITDA margin of 41% – both above our guidance ranges. We believe our strong performance is the result of a growing interest in advanced digital solutions across the P&C insurance economy and the trust our customers place in us from years of delivering innovation and operational performance,” said Githesh Ramamurthy, Chairman & CEO of CCC.

“In 2023, we made significant investments in the business to position CCC for continued growth, including expanding our multi-sided network as well as increasing our growth capacity and capabilities,” continued Ramamurthy. “While making these critical investments to support our customers, we also delivered significant year-over-year margin expansion."

 

Fourth Quarter 2023 Financial Highlights

Revenue

Total revenue was $228.6 million for the fourth quarter of 2023, an increase of 12% from $204.1 million for the fourth quarter of 2022.

Profitability

GAAP gross profit was $172.7 million, representing a gross margin of 76%, for the fourth quarter of 2023, compared with $145.5 million, representing a gross margin of 71%, for the fourth quarter of 2022. Adjusted gross profit was $181.5 million, representing an adjusted gross profit margin of 79%, for the fourth quarter of 2023, compared with $157.2 million, representing an adjusted gross profit margin of 77%, for the fourth quarter of 2022.
GAAP operating income was $19.4 million for the fourth quarter of 2023, compared with GAAP operating income of $9.7 million for the fourth quarter of 2022. Adjusted operating income was $90.6 million for the fourth quarter of 2023, compared with adjusted operating income of $72.2 million for the fourth quarter of 2022.
GAAP net income was $26.3 million for the fourth quarter of 2023, compared with GAAP net income of $1.1 million for the fourth quarter of 2022. Adjusted net income was $59.0 million for the fourth quarter of 2023, compared with adjusted net income of $44.0 million for the fourth quarter of 2022.
Adjusted EBITDA was $100.1 million for the fourth quarter of 2023, compared with adjusted EBITDA of $80.1 million for the fourth quarter of 2022. Adjusted EBITDA grew 25% in the fourth quarter of 2023 compared with the fourth quarter of 2022.

Full Year 2023 Financial Highlights

Revenue

Total revenue was $866.4 million for the full year of 2023, an increase of 11% from $782.4 million for the full year of 2022.

Profitability

GAAP gross profit was $636.2 million, representing a gross margin of 73% for the full year of 2023, compared with $568.5 million, representing a gross margin of 73% for the full year of 2022. Adjusted gross profit was $672.2 million, representing an adjusted gross profit margin of 78% for the full year of 2023, compared with $604.8 million, representing an adjusted gross profit margin of 77% for the full year of 2022.
GAAP operating loss was $23.9 million for the full year of 2023, compared with GAAP operating income of $51.9 million for the full year of 2022. Adjusted operating income was $315.4 million for the full year of 2023, compared with adjusted operating income of $276.7 million for the full year of 2022.
GAAP net loss was $90.1 million for the full year of 2023, compared with GAAP net income of $38.4 million for the full year of 2022. Adjusted net income was $210.5 million for the full year of 2023, compared with adjusted net income of $176.4 million for the full year of 2022.
Adjusted EBITDA was $353.4 million for the full year of 2023, compared with adjusted EBITDA of $305.4 million for the full year of 2022. Adjusted EBITDA grew 16% in the full year of 2023 compared with the full year of 2022.

Liquidity


Exhibit 99.1

CCC had $195.6 million in cash and cash equivalents and $784.0 million of total debt on December 31, 2023. The Company generated $250.0 million in cash from operating activities and had free cash flow of $195.0 million during the full year of 2023, compared with $199.9 million generated in cash from operating activities and $152.0 million in free cash flow in the full year of 2022.

The information presented above includes non-GAAP financial measures such as “adjusted EBITDA,” “adjusted net income,” “adjusted operating income,” “adjusted gross profit,” “adjusted gross profit margin,” and “free cash flow.” Refer to “Non-GAAP Financial Measures” for a discussion of these measures and reconciliations of each non-GAAP financial measure to the most directly comparable GAAP financial measure.

4th Quarter and Recent Business Highlights

CCC continued to deliver innovative solutions to its customers at scale, touching more claims with more capabilities than ever before. In 2023, CCC processed the highest number of U.S. auto insurance claims in the Company’s history, and increasingly those claims are benefiting from CCC artificial intelligence to help clients make better decisions faster. To date, over 19 million unique claims have been processed using a CCC AI-enabled solution and we have doubled the number of insurers using our AI-based CCC®Estimate-STP to process claims over the past year.
CCC continued to expand its network of customers by adding over 1,000 repair facilities and over 500 parts dealers in 2023. In total, CCC has more than 35,000 companies in its network, including approximately 29,500 repair facilities, approximately 5,000 parts suppliers, more than 300 insurers, and 13 of the top-15 automotive OEMs.
Mobile Jumpstart is CCC’s new AI-driven feature within CCC ONE® Estimating-IQ that helps estimators use their mobile phones to reduce the time it takes to prepare estimates. Since its introduction in late Q4, more than 3,000 repair facilities have used Mobile Jumpstart to transform the way repair technicians prepare estimates in the capacity-constrained collision repair industry. In January 2024, Mobile Jumpstart users were able to complete an initial estimate in an average time of less than 2 minutes vs. the traditional industry average of about half an hour.
Certain existing shareholders recently completed two secondary offerings of the Company’s common stock. The first offering was of 69,875,000 shares in November 2023. Of this amount, the Company repurchased 32,500,000 shares for $328.5 million. The second offering was of 22,000,000 shares in January 2024. The Company did not receive any proceeds from the sale of shares by the existing stockholders in either offering.

Business Outlook

Based on information as of today, February 28, 2024, the Company is issuing the following financial guidance:

 

First Quarter Fiscal 2024

Full Year Fiscal 2024

 

Revenue

$224.5 million to $226.0 million

$942.0 million to $950.0 million

Adjusted EBITDA

$90.5 million to $92.0 million

$387.0 million to $395.0 million

Conference Call Information

CCC will host a conference call today, February 28, 2024, at 5:00 p.m. (Eastern Time) to discuss the Company’s financial results and financial guidance. A live webcast of this conference call will be available on the “Investor Relations” page of the Company’s website at https://ir.cccis.com, and a replay will be archived on the website as well.

About CCC Intelligent Solutions

CCC Intelligent Solutions Inc., a subsidiary of CCC Intelligent Solutions Holdings Inc. (NASDAQ: CCCS), is a leading SaaS platform for the multi-trillion-dollar P&C insurance economy powering operations for insurers, repairers, automakers, part suppliers, lenders, and more. CCC cloud technology connects more than 35,000 businesses digitizing mission-critical workflows, commerce, and customer experiences. A trusted leader in AI, IoT, customer experience, network and workflow management, CCC delivers innovations that keep people’s lives moving forward when it matters most. Learn more about CCC at www.cccis.com.

Forward Looking Statements

This press release contains forward-looking statements that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or


Exhibit 99.1

the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Forward-looking statements in this press release include, but are not limited to, future events, goals, plans and projections regarding the Company’s financial position, results of operations, market position, product development and business strategy. Such differences may be material. We cannot assure you that the forward-looking statements in this press release will prove to be accurate. These forward looking statements are subject to a number of risks and uncertainties, including, among others, our revenues, the concentration of our customers and the ability to retain our current customers; our ability to negotiate with our customers on favorable terms; our ability to maintain and grow our brand and reputation cost-effectively; the execution of our growth strategy; the impact of public health outbreaks, epidemics or pandemics on our business and results of operations; our projected financial information, growth rate and market opportunity; the health of our industry, claim volumes, and market conditions; changes in the insurance and automotive collision industries, including the adoption of new technologies; global economic conditions and geopolitical events; competition in our market and our ability to retain and grow market share; our ability to develop, introduce and market new enhanced versions of our solutions; our sales and implementation cycles; the ability of our research and development efforts to create significant new revenue streams; changes in applicable laws or regulations; changes in international economic, political, social and governmental conditions and policies, including corruption risks in China and other countries; our reliance on third-party data, technology and intellectual property; changes in our customers’ or the public’s perceptions regarding the use of artificial intelligence; our ability to protect our intellectual property; our ability to keep our data and information systems secure from data security breaches; our ability to acquire or invest in companies or pursue business partnerships; our ability to raise financing in the future and improve our capital structure; our success in retaining or recruiting, or changes required in, our officers, key employees or directors; our estimates regarding expenses, future revenue, capital requirements and needs for additional financing; our ability to expand or maintain our existing customer base; our ability to service our indebtedness; and other risks and uncertainties, including those included under the header “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission (“SEC”), which can be obtained, without charge, at the SEC’s website (www.sec.gov), and in our other filings with the SEC. The forward-looking statements in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.

Non-GAAP Financial Measures

This press release includes certain financial measures not presented in accordance with generally accepted accounting principles in the U.S. (“GAAP”), including, but not limited to, “adjusted EBITDA,” “adjusted net income,” “adjusted operating income,” “adjusted gross profit,” “adjusted gross profit margin,” “adjusted operating expenses,” and “free cash flow” in each case presented on a non-GAAP basis, and certain ratios and other metrics derived therefrom. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Therefore, these measures should not be considered in isolation or as an alternative to other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company’s calculation of these non-GAAP measures may not be comparable to similarly-titled measures used by other companies.

The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in and in comparing the Company’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. Please refer to the reconciliations of these measures below to what the Company believes are the most directly comparable measures evaluated in accordance with GAAP.

This press release also includes certain projections of non-GAAP financial measures. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these projected measures, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included for these projections.

Investor Contact:

Bill Warmington

VP, Investor Relations, CCC Intelligent Solutions Inc.

312-229-2355

IR@cccis.com


Exhibit 99.1

Media Contact:

Michelle Hellyar

Senior Director, Public Relations, CCC Intelligent Solutions Inc.

mhellyar@cccis.com

 

 

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

 

December 31,

 

 

December 31,

 

 

 

2023

 

 

2022

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

  Cash and cash equivalents

 

$

195,572

 

 

$

323,788

 

  Accounts receivable—Net of allowances of $5,574 and $5,339 as of December 31, 2023 and 2022, respectively

 

 

102,365

 

 

 

98,353

 

  Income taxes receivable

 

 

1,798

 

 

 

4,015

 

  Deferred contract costs

 

 

17,900

 

 

 

16,556

 

  Other current assets

 

 

32,364

 

 

 

36,358

 

           Total current assets

 

 

349,999

 

 

 

479,070

 

SOFTWARE, EQUIPMENT, AND PROPERTY—Net

 

 

160,416

 

 

 

146,443

 

OPERATING LEASE ASSETS

 

 

30,456

 

 

 

32,874

 

INTANGIBLE ASSETS—Net

 

 

1,015,046

 

 

 

1,118,819

 

GOODWILL

 

 

1,417,724

 

 

 

1,495,129

 

DEFERRED FINANCING FEES, REVOLVER—Net

 

 

1,672

 

 

 

2,286

 

DEFERRED CONTRACT COSTS

 

 

22,302

 

 

 

20,161

 

EQUITY METHOD INVESTMENT

 

 

10,228

 

 

 

10,228

 

OTHER ASSETS

 

 

43,197

 

 

 

45,911

 

TOTAL

 

$

3,051,040

 

 

$

3,350,921

 

LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

  Accounts payable

 

$

16,324

 

 

$

27,599

 

  Accrued expenses

 

 

71,478

 

 

 

71,445

 

  Income taxes payable

 

 

3,689

 

 

 

922

 

  Current portion of long-term debt

 

 

8,000

 

 

 

8,000

 

  Current portion of long-term licensing agreement—Net

 

 

3,061

 

 

 

2,876

 

  Operating lease liabilities

 

 

6,788

 

 

 

5,484

 

  Deferred revenues

 

 

43,567

 

 

 

35,239

 

           Total current liabilities

 

 

152,907

 

 

 

151,565

 

LONG-TERM DEBT—Net

 

 

767,504

 

 

 

774,132

 

DEFERRED INCOME TAXES—Net

 

 

195,365

 

 

 

241,698

 

LONG-TERM LICENSING AGREEMENT—Net

 

 

27,692

 

 

 

30,752

 

OPERATING LEASE LIABILITIES

 

 

50,796

 

 

 

54,245

 

WARRANT LIABILITIES

 

 

51,501

 

 

 

36,405

 

OTHER LIABILITIES

 

 

6,414

 

 

 

2,658

 

           Total liabilities

 

 

1,252,179

 

 

 

1,291,455

 

COMMITMENTS AND CONTINGENCIES (Notes 23 and 24)

 

 

 

 

 

 

MEZZANINE EQUITY:

 

 

 

 

 

 

  Redeemable non-controlling interest

 

 

16,584

 

 

 

14,179

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

  Preferred stock—$0.0001 par; 100,000,000 shares authorized; no shares issued or outstanding

 

 

 

 

 

 

  Common stock—$0.0001 par; 5,000,000,000 shares authorized; 603,128,781 and 622,072,905 shares issued and outstanding at December 31, 2023 and 2022, respectively

 

 

60

 

 

 

62

 

  Additional paid-in capital

 

 

2,909,757

 

 

 

2,754,055

 

  Accumulated deficit

 

 

(1,126,467

)

 

 

(707,946

)

  Accumulated other comprehensive loss

 

 

(1,073

)

 

 

(884

)

           Total stockholders’ equity

 

 

1,782,277

 

 

 

2,045,287

 

TOTAL

 

$

3,051,040

 

 

$

3,350,921

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(In thousands, except share and per share data)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

REVENUES

 

$

228,601

 

 

$

204,106

 

 

$

866,378

 

 

$

782,448

 

COST OF REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

 Cost of revenues, exclusive of amortization of acquired technologies

 

 

49,370

 

 

 

51,827

 

 

 

203,324

 

 

 

187,001

 

 Amortization of acquired technologies

 

 

6,567

 

 

 

6,745

 

 

 

26,464

 

 

 

26,938

 

  Impairment of acquired technologies

 

 

 

 

 

 

 

 

431

 

 

 

 

Total cost of revenues (1)

 

 

55,937

 

 

 

58,572

 

 

 

230,219

 

 

 

213,939

 

GROSS PROFIT

 

 

172,664

 

 

 

145,534

 

 

 

636,159

 

 

 

568,509

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development (1)

 

 

45,215

 

 

 

42,246

 

 

 

173,106

 

 

 

156,957

 

Selling and marketing (1)

 

 

35,779

 

 

 

30,863

 

 

 

140,851

 

 

 

119,594

 

General and administrative (1)

 

 

54,367

 

 

 

44,665

 

 

 

191,844

 

 

 

167,758

 

Amortization of intangible assets

 

 

17,942

 

 

 

18,066

 

 

 

71,972

 

 

 

72,278

 

  Impairment of goodwill

 

 

 

 

 

 

 

 

77,405

 

 

 

 

  Impairment of intangible assets

 

 

 

 

 

 

 

 

4,906

 

 

 

 

Total operating expenses

 

 

153,303

 

 

 

135,840

 

 

 

660,084

 

 

 

516,587

 

OPERATING INCOME (LOSS)

 

 

19,361

 

 

 

9,694

 

 

 

(23,925

)

 

 

51,922

 

INTEREST EXPENSE

 

 

(16,652

)

 

 

(13,204

)

 

 

(63,577

)

 

 

(38,990

)

INTEREST INCOME

 

 

3,806

 

 

 

908

 

 

 

16,252

 

 

 

908

 

CHANGE IN FAIR VALUE OF WARRANT LIABILITIES

 

 

30,308

 

 

 

2,621

 

 

 

(15,096

)

 

 

26,073

 

GAIN ON SALE OF COST METHOD INVESTMENT

 

 

 

 

 

 

 

 

 

 

 

3,587

 

OTHER INCOME—Net

 

 

(3,761

)

 

 

(205

)

 

 

1,799

 

 

 

6,362

 

PRETAX INCOME (LOSS)

 

 

33,062

 

 

 

(186

)

 

 

(84,547

)

 

 

49,862

 

INCOME TAX (PROVISION) BENEFIT

 

 

(6,770

)

 

 

1,258

 

 

 

(5,524

)

 

 

(11,456

)

NET INCOME (LOSS) INCLUDING NON-CONTROLLING INTEREST

 

 

26,292

 

 

 

1,072

 

 

 

(90,071

)

 

 

38,406

 

LESS: ACCRETION OF REDEEMABLE NON-CONTROLLING INTEREST

 

 

(1,080

)

 

 

 

 

 

(2,405

)

 

 

 

NET INCOME (LOSS) ATTRIBUTABLE TO CCC INTELLIGENT SOLUTIONS HOLDINGS INC.'S COMMON STOCKHOLDERS

 

$

25,212

 

 

$

1,072

 

 

$

(92,476

)

 

$

38,406

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.04

 

 

$

0.00

 

 

$

(0.15

)

 

$

0.06

 

Diluted (2)

 

$

(0.01

)

 

$

0.00

 

 

$

(0.15

)

 

$

0.06

 

Weighted-average shares used in computing net income (loss) per share
   attributable to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

609,128,048

 

 

 

612,448,089

 

 

 

617,889,384

 

 

 

607,760,886

 

Diluted

 

 

609,387,346

 

 

 

643,941,176

 

 

 

617,889,384

 

 

 

642,841,596

 

COMPREHENSIVE INCOME (LOSS):

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) including non-controlling interest

 

 

26,292

 

 

 

1,072

 

 

 

(90,071

)

 

 

38,406

 

Other comprehensive income (loss)—Foreign currency translation
   adjustment

 

 

85

 

 

 

235

 

 

 

(189

)

 

 

(569

)

COMPREHENSIVE INCOME (LOSS) INCLUDING
   NON-CONTROLLING INTEREST

 

 

26,377

 

 

 

1,307

 

 

 

(90,260

)

 

 

37,837

 

Less: accretion of redeemable non-controlling interest

 

 

(1,080

)

 

 

 

 

 

(2,405

)

 

 

 

COMPREHENSIVE INCOME (LOSS) INCLUDING
   NON-CONTROLLING INTEREST

 

$

25,297

 

 

$

1,307

 

 

$

(92,665

)

 

$

37,837

 

 


Exhibit 99.1

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended December 31,

 

 

Year Ended December 31,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Cost of revenues

 

$

2,207

 

 

$

1,645

 

 

$

8,802

 

 

$

5,812

 

Research and development

 

 

6,634

 

 

 

5,103

 

 

 

25,467

 

 

 

19,536

 

Sales and marketing

 

 

7,940

 

 

 

6,978

 

 

 

33,204

 

 

 

25,309

 

General and administrative

 

 

23,266

 

 

 

15,002

 

 

 

77,045

 

 

 

58,840

 

Total stock-based compensation expense

 

$

40,047

 

 

$

28,728

 

 

$

144,518

 

 

$

109,497

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2) The following table sets forth a reconciliation of the numerator and denominator used to compute diluted earnings per share of common stock (in thousands, except for share data):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended December 31,

 

 

Year Ended December 31,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Numerator

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

26,292

 

 

$

1,072

 

 

$

(90,071

)

 

$

38,406

 

Accretion of redeemable non-controlling interest

 

 

(1,080

)

 

 

 

 

 

(2,405

)

 

 

 

Change in fair value of in-the-money warrant liabilities

 

 

(30,308

)

 

 

 

 

 

 

 

 

 

Net (loss) income attributable to common stockholders

 

$

(5,096

)

 

$

1,072

 

 

$

(92,476

)

 

$

38,406

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares of common stock - basic

 

 

609,128,048

 

 

 

612,448,089

 

 

 

617,889,384

 

 

 

607,760,886

 

Dilutive effect of stock-based awards

 

 

-

 

 

 

31,493,087

 

 

 

-

 

 

 

35,080,710

 

Dilutive effect of assumed conversion of warrants

 

 

259,298

 

 

 

-

 

 

 

-

 

 

 

-

 

Weighted average shares of common stock - diluted

 

 

609,387,346

 

 

 

643,941,176

 

 

 

617,889,384

 

 

 

642,841,596

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


Exhibit 99.1

 

Year ended December 31,

 

 

2023

 

 

2022

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

  Net (loss) income

$

(90,071

)

 

$

38,406

 

  Adjustments to reconcile net (loss) income to net cash provided by operating activities:

 

 

 

 

 

    Depreciation and amortization of software, equipment, and property

 

36,902

 

 

 

27,933

 

    Amortization of intangible assets

 

98,436

 

 

 

99,216

 

    Impairment of goodwill and intangible assets

 

82,742

 

 

 

 

    Deferred income taxes

 

(46,333

)

 

 

(34,401

)

    Stock-based compensation

 

144,518

 

 

 

109,497

 

    Amortization of deferred financing fees

 

1,753

 

 

 

1,878

 

    Amortization of discount on debt

 

233

 

 

 

257

 

    Change in fair value of derivative instruments

 

5,743

 

 

 

(5,663

)

    Change in fair value of warrant liabilities

 

15,096

 

 

 

(26,073

)

    Change in fair value of estimated contingent consideration

 

 

 

 

(100

)

    Loss on early extinguishment of debt

 

 

 

 

 

    Non-cash lease expense

 

1,232

 

 

 

3,697

 

    Gain on divestitures

 

 

 

 

 

    Gain on sale of cost method investment

 

 

 

 

(3,587

)

    Loss on disposal of software, equipment and property

 

79

 

 

 

2,651

 

    Other

 

620

 

 

 

104

 

    Changes in:

 

 

 

 

 

      Accounts receivable—Net

 

(4,001

)

 

 

(19,844

)

      Deferred contract costs

 

(1,344

)

 

 

(1,487

)

      Other current assets

 

4,046

 

 

 

9,792

 

      Deferred contract costs—Non-current

 

(2,141

)

 

 

1,956

 

      Other assets

 

(3,649

)

 

 

(14,501

)

      Operating lease assets

 

1,186

 

 

 

3,448

 

      Income taxes

 

4,984

 

 

 

(10,018

)

      Accounts payable

 

(11,270

)

 

 

15,516

 

      Accrued expenses

 

1,041

 

 

 

4,592

 

      Operating lease liabilities

 

(2,145

)

 

 

(7,241

)

      Deferred revenues

 

8,321

 

 

 

4,196

 

      Extinguishment of interest rate swap liability

 

 

 

 

 

      Other liabilities

 

4,055

 

 

 

(317

)

           Net cash provided by operating activities

 

250,033

 

 

 

199,907

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

  Purchases of software, equipment, and property

 

(55,032

)

 

 

(47,951

)

  Proceeds from sale of cost method investment

 

 

 

 

3,901

 

  Acquisition of Safekeep, Inc., net of cash

 

 

 

 

(32,242

)

  Purchase of equity method investment

 

 

 

 

 

  Purchase of intangible asset

 

 

 

 

 

           Net cash used in investing activities

 

(55,032

)

 

 

(76,292

)

CASH FLOWS (USED IN) PROVIDED BY FINANCING ACTIVITIES:

 

 

 

 

 

  Proceeds from exercise of stock options

 

25,381

 

 

 

27,693

 

  Proceeds from employee stock purchase plan

 

4,761

 

 

 

3,197

 

  Principal payments on long-term debt

 

(8,000

)

 

 

(8,000

)

  Payments for employee taxes withheld upon vesting of equity awards

 

(16,715

)

 

 

(5,015

)

  Repurchase of common stock

 

(328,453

)

 

 

 

  Proceeds from issuance of long-term debt, net of fees paid to lender

 

 

 

 

 

  Net proceeds from equity infusion from the Business Combination

 

 

 

 

 

  Payment of fees associated with early extinguishment of long-term debt

 

 

 

 

 

  Dividends to CCCIS stockholders

 

 

 

 

 

  Deemed distribution to CCCIS option holders

 

 

 

 

 

  Proceeds from issuance of common stock

 

 

 

 

 

  Tax effect of Business Combination transaction costs

 

 

 

 

 

           Net cash (used in) provided by financing activities

 

(323,026

)

 

 

17,875

 

NET EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS

 

(191

)

 

 

(246

)

NET CHANGE IN CASH AND CASH EQUIVALENTS

 

(128,216

)

 

 

141,244

 

CASH AND CASH EQUIVALENTS:

 

 

 

 

 

  Beginning of period

 

323,788

 

 

 

182,544

 

  End of period

$

195,572

 

 

$

323,788

 

NONCASH INVESTING AND FINANCING ACTIVITIES:

 

 

 

 

 

  Noncash purchases of software, equipment, and property

$

2,044

 

 

$

100

 

  Leasehold improvements acquired by tenant improvement allowance

$

 

 

$

 

  Fair value of assumed Public Warrants exercised

$

 

 

$

 

  Contingent consideration related to business acquisition

$

 

 

$

200

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

 

 

 

 

 

  Cash paid for interest

$

61,367

 

 

$

36,636

 

  Cash paid for income taxes—Net

$

42,948

 

 

$

55,697

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT

(In thousands, except profit margin percentage data)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

(dollar amounts in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Gross Profit

 

$

172,664

 

 

$

145,534

 

 

$

636,159

 

 

$

568,509

 

Amortization of acquired technologies

 

 

6,567

 

 

 

6,745

 

 

 

26,464

 

 

 

26,938

 

Stock-based compensation and related employer payroll tax

 

 

2,223

 

 

 

1,712

 

 

 

9,129

 

 

 

6,090

 

Impairment of acquired technologies

 

 

 

 

 

 

 

 

431

 

 

 

 

Contract termination costs

 

 

 

 

 

3,248

 

 

 

 

 

 

3,248

 

Business combination transaction costs

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Gross Profit

 

$

181,454

 

 

$

157,239

 

 

$

672,183

 

 

$

604,785

 

Gross Profit Margin

 

 

76

%

 

 

71

%

 

 

73

%

 

 

73

%

Adjusted Gross Profit Margin

 

 

79

%

 

 

77

%

 

 

78

%

 

 

77

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP OPERATING EXPENSES TO ADJUSTED OPERATING EXPENSES

(In thousands)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

(dollar amounts in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Operating expenses

 

$

153,303

 

 

$

135,840

 

 

$

660,084

 

 

$

516,587

 

Amortization of intangible assets

 

 

(17,942

)

 

 

(18,066

)

 

 

(71,972

)

 

 

(72,278

)

Stock-based compensation expense and related
   employer payroll tax

 

 

(38,001

)

 

 

(27,279

)

 

 

(138,578

)

 

 

(105,775

)

Goodwill and intangible asset impairment charges

 

 

 

 

 

 

 

 

(82,311

)

 

 

 

Plaintiff litigation costs

 

 

(1,150

)

 

 

(894

)

 

 

(5,068

)

 

 

(894

)

M&A and integration costs

 

 

(3,372

)

 

 

(11

)

 

 

(3,372

)

 

 

(1,772

)

Business combination transaction and related costs, including secondary offering costs

 

 

(2,031

)

 

 

(174

)

 

 

(2,031

)

 

 

(1,330

)

Lease abandonment

 

 

 

 

 

(4,915

)

 

 

 

 

 

(6,137

)

Lease overlap costs

 

 

 

 

 

 

 

 

 

 

 

(1,338

)

Change in fair value of contingent consideration

 

 

 

 

 

100

 

 

 

 

 

 

100

 

Income related to divestiture, net

 

 

 

 

 

459

 

 

 

 

 

 

877

 

Adjusted operating expenses

 

$

90,807

 

 

$

85,060

 

 

$

356,752

 

 

$

328,040

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP OPERATING INCOME (LOSS) TO ADJUSTED OPERATING INCOME

(In thousands)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

(dollar amounts in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Operating income (loss)

 

$

19,361

 

 

$

9,694

 

 

$

(23,925

)

 

$

51,922

 

Amortization of intangible assets

 

 

17,942

 

 

 

18,066

 

 

 

71,972

 

 

 

72,278

 

Amortization of acquired technologies—Cost of revenue

 

 

6,567

 

 

 

6,745

 

 

 

26,464

 

 

 

26,938

 

Stock-based compensation expense and related employer
   payroll tax

 

 

40,224

 

 

 

28,991

 

 

 

147,707

 

 

 

111,865

 

Goodwill and intangible asset impairment charges

 

 

 

 

 

 

 

 

82,742

 

 

 

 

Plaintiff litigation costs

 

 

1,150

 

 

 

894

 

 

 

5,068

 

 

 

894

 

M&A and integration costs

 

 

3,372

 

 

 

11

 

 

 

3,372

 

 

 

1,772

 

Business combination transaction and related costs, including secondary offering costs

 

 

2,031

 

 

 

174

 

 

 

2,031

 

 

 

1,330

 

Lease abandonment

 

 

 

 

 

4,915

 

 

 

 

 

 

6,137

 

Contract termination costs

 

 

 

 

 

3,248

 

 

 

 

 

 

3,248

 

Lease overlap costs

 

 

 

 

 

 

 

 

 

 

 

1,338

 

Change in fair value of contingent consideration

 

 

 

 

 

(100

)

 

 

 

 

 

(100

)

Income related to divestiture, net

 

 

 

 

 

(459

)

 

 

 

 

 

(877

)

Adjusted operating income

 

$

90,647

 

 

$

72,179

 

 

$

315,431

 

 

$

276,745

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA

(In thousands, except for EBITDA margin percentage data)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

(dollar amounts in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net income (loss)

 

$

26,292

 

 

$

1,072

 

 

$

(90,071

)

 

$

38,406

 

Interest expense

 

 

16,652

 

 

 

13,204

 

 

 

63,577

 

 

 

38,990

 

Interest income

 

 

(3,806

)

 

 

(908

)

 

 

(16,252

)

 

 

(908

)

Income tax provision (benefit)

 

 

6,770

 

 

 

(1,258

)

 

 

5,524

 

 

 

11,456

 

Amortization of intangible assets

 

 

17,942

 

 

 

18,066

 

 

 

71,972

 

 

 

72,278

 

Amortization of acquired technologies—Cost of revenue

 

 

6,567

 

 

 

6,745

 

 

 

26,464

 

 

 

26,938

 

Depreciation and amortization related to software, equipment and property

 

 

2,046

 

 

 

2,327

 

 

 

8,577

 

 

 

10,161

 

Depreciation and amortization related to software, equipment and property—Cost of revenue

 

 

6,831

 

 

 

5,451

 

 

 

28,325

 

 

 

17,772

 

Stock-based compensation expense and related employer payroll tax

 

 

40,224

 

 

 

28,991

 

 

 

147,707

 

 

 

111,865

 

Goodwill and intangible asset impairment charges

 

 

 

 

 

 

 

 

82,742

 

 

 

 

Change in fair value of warrant liabilities

 

 

(30,308

)

 

 

(2,621

)

 

 

15,096

 

 

 

(26,073

)

Change in fair value of derivative instruments

 

 

6,306

 

 

 

328

 

 

 

5,743

 

 

 

(5,663

)

Income from derivative instruments

 

 

(2,016

)

 

 

 

 

 

(6,460

)

 

 

 

Plaintiff litigation costs

 

 

1,150

 

 

 

894

 

 

 

5,068

 

 

 

894

 

M&A and integration costs

 

 

3,372

 

 

 

11

 

 

 

3,372

 

 

 

1,772

 

Business combination transaction and related costs, including secondary offering costs

 

 

2,031

 

 

 

174

 

 

 

2,031

 

 

 

1,330

 

Lease abandonment

 

 

 

 

 

4,915

 

 

 

 

 

 

6,137

 

Contract termination costs

 

 

 

 

 

3,248

 

 

 

 

 

 

3,248

 

Lease overlap costs

 

 

 

 

 

 

 

 

 

 

 

1,338

 

Change in fair value of contingent consideration

 

 

 

 

 

(100

)

 

 

 

 

 

(100

)

Gain on sale of cost method investment

 

 

 

 

 

 

 

 

 

 

 

(3,587

)

Income related to divestiture, net

 

 

 

 

 

(459

)

 

 

 

 

 

(877

)

Adjusted EBITDA

 

$

100,053

 

 

$

80,080

 

 

$

353,415

 

 

$

305,377

 

Adjusted EBITDA Margin

 

 

44

%

 

 

39

%

 

 

41

%

 

 

39

%

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED NET INCOME

(In thousands, except share and per share data)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

(dollar amounts in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net income (loss)

 

$

26,292

 

 

$

1,072

 

 

$

(90,071

)

 

$

38,406

 

Amortization of intangible assets

 

 

17,942

 

 

 

18,066

 

 

 

71,972

 

 

 

72,278

 

Amortization of acquired technologies—Cost of revenue

 

 

6,567

 

 

 

6,745

 

 

 

26,464

 

 

 

26,938

 

Stock-based compensation expense and related employer payroll tax

 

 

40,224

 

 

 

28,991

 

 

 

147,707

 

 

 

111,865

 

Goodwill and intangible asset impairment charges

 

 

 

 

 

 

 

 

82,742

 

 

 

 

Change in fair value of warrant liabilities

 

 

(30,308

)

 

 

(2,621

)

 

 

15,096

 

 

 

(26,073

)

Change in fair value of derivative instruments

 

 

6,306

 

 

 

328

 

 

 

5,743

 

 

 

(5,663

)

Plaintiff litigation costs

 

 

1,150

 

 

 

894

 

 

 

5,068

 

 

 

894

 

M&A and integration costs

 

 

3,372

 

 

 

11

 

 

 

3,372

 

 

 

1,772

 

Business combination transaction and related costs, including secondary offering costs

 

 

2,031

 

 

 

174

 

 

 

2,031

 

 

 

1,330

 

Lease abandonment

 

 

 

 

 

4,915

 

 

 

 

 

 

6,137

 

Contract termination costs

 

 

 

 

 

3,248

 

 

 

 

 

 

3,248

 

Lease overlap costs

 

 

 

 

 

 

 

 

 

 

 

1,338

 

Change in fair value of contingent consideration

 

 

 

 

 

(100

)

 

 

 

 

 

(100

)

Income related to divestiture, net

 

 

 

 

 

(459

)

 

 

 

 

 

(877

)

Gain on sale of cost method investment

 

 

 

 

 

 

 

 

 

 

 

(3,587

)

Tax effect of adjustments

 

 

(14,584

)

 

 

(17,302

)

 

 

(59,638

)

 

 

(51,495

)

Adjusted net income

 

$

58,992

 

 

$

43,962

 

 

$

210,486

 

 

$

176,411

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income per share attributable to common stockholders

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.10

 

 

$

0.07

 

 

$

0.34

 

 

$

0.29

 

Diluted

 

$

0.09

 

 

$

0.07

 

 

$

0.32

 

 

$

0.27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

609,128,048

 

 

 

612,448,089

 

 

 

617,889,384

 

 

 

607,760,886

 

Diluted

 

 

649,260,826

 

 

 

643,941,176

 

 

 

651,587,360

 

 

 

642,841,596

 

 


Exhibit 99.1

CCC INTELLIGENT SOLUTIONS HOLDINGS INC. AND SUBSIDIARIES

RECONCILIATION OF NET CASH FLOW FROM OPERATING ACTIVITIES TO FREE CASH FLOW

(In thousands)

(Unaudited)

 

 

Three months ended December 31,

 

 

Year ended December 31,

 

(dollar amounts in thousands)

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net cash provided by operating activities

 

$

86,895

 

 

$

81,469

 

 

$

250,033

 

 

$

199,907

 

Less: Purchases of software, equipment and property

 

 

(11,845

)

 

 

(9,107

)

 

 

(55,032

)

 

 

(47,951

)

Free Cash Flow

 

$

75,050

 

 

$

72,362

 

 

$

195,001

 

 

$

151,956