Liberty Global Reports Q1 2023 Results

Liberty Global Reports Q1 2023 Results

Continued commercial momentum in Q1 across our FMC Champions, including a strong broadband performance in the U.K.

Announced intentions to buyout remaining Telenet stake and redomicile to Bermuda

Repurchased $330 million of stock through May 5th

On track for all full-year OpCo and Group guidance in 20231

DENVER, Colorado–(BUSINESS WIRE)–Liberty Global plc today announced its Q1 2023 financial results.

CEO Mike Fries stated, “Our Q1 performance demonstrates that the need for reliable high-quality connectivity remains strong across our footprint. This commercial momentum supports our commitment to investing in our market-leading fixed and mobile networks and driving product innovation to ensure an exceptional customer experience. While Q1 saw an anticipated step up in the impact of energy and labor costs on our core FMC businesses, we are taking reasonable price adjustments to sustain robust operating margins alongside digital initiatives and continued synergies. As a result, we are in a strong position to deliver for our shareholders in 2023, supported by our ample liquidity2 and our 10% minimum buyback commitment.

In Q1 we continued to grow our aggregate3 broadband and postpaid mobile base delivering 90,000 net new subscribers, supported by broadband additions in the U.K., Switzerland and Belgium as well as continuing positive postpaid mobile trends. On the financial front, we reported stable revenue growth with a diverse revenue mix at each operating company. Our Adjusted EBITDA trends were affected by the anticipated phasing that we flagged for investors in February related to the timing of price increases and cost inflation impacts. We recently announced a price rise at Sunrise in Switzerland and now have price increases planned in all our markets that will support Adjusted EBITDA through the rest of the year.

The first quarter was active on the strategic front. We announced our intention to buyout the remaining publicly traded stake in Telenet at a bid price of €22 per share, with unanimous support of Telenet’s management and its board of directors. This transaction offers an attractive premium for Telenet shareholders to monetize their investment. Additionally, we are proposing a change in the jurisdiction of our parent company from England & Wales to Bermuda. This would enable us to have U.S.-style governance that aligns with our U.S. listing and our largely U.S. shareholder base. The principal reason for the proposal is to facilitate future shareholder value creation by moving away from complex English corporate laws and into a jurisdiction that makes it substantially easier to facilitate future share buybacks and self-tender offers, spin-offs and split-offs and other similar transactions. Shareholder approval is required to effect the change, and we have filed a preliminary proxy statement describing the proposals in greater detail. This transaction is not tax driven, and if approved, the transaction will have no impact on the day-to-day operations or any of our commitments in the UK and the rest of Europe where we remain a substantial employer and service provider.

We are on track for all 2023 full-year guidance metrics at our operating companies and $1.6 billion of Distributable Cash Flow(i) at Liberty Global. This is supported by shareholder distributions from our joint ventures in the U.K. and the Netherlands and Adjusted Free Cash Flow from our consolidated operating companies in Switzerland and Belgium. Even after several investments in the quarter, our balance sheet remains strong with ~$4 billion of cash(ii) of which $2.8 billion is corporate cash(ii). We plan to replenish the spent cash throughout the year as we generate substantial Distributable Cash Flow from our OpCos and potentially benefit from certain asset sales from our Ventures portfolio. In addition, our stock continues to offer attractive value at current price levels. We have repurchased $330 million of stock year-to-date and will consider accelerating purchases through the balance of the year.”

(i)

Quantitative reconciliations to cash flow from operating activities for our Distributable Cash Flow guidance cannot be provided without unreasonable efforts as we do not forecast specific changes in working capital that impact cash flows from operating activities. The items we do not forecast may vary significantly from period to period. 2023 Distributable Cash Flow guidance reflects FX rates of EUR/USD 1.07, GBP/USD 1.21 and CHF/USD 1.08.

(ii)

Including amounts held under separately managed accounts (SMAs).

Q1 Operating Company Highlights

Sunrise (Consolidated)

Momentum in mobile continues, with strong postpaid mobile intake and stable revenues; Reiterating all 2023 financial guidance

Operating highlights: Sunrise is maintaining its commercial momentum despite continued headwinds in fixed as a result of the competitive landscape and the continued migration of UPC’s legacy broadband base. Sunrise continued momentum in mobile postpaid additions, despite some increased seasonality after a strong Q4, achieving 36,100 mobile postpaid net adds in Q1. Sunrise also maintained positive broadband net adds of 7,200 in Q1 despite the ongoing phase out of the UPC brand, supported by improved churn trends and flanker brand sales. FMC penetration remains high at 58% across Sunrise’s broadband base.

Financial highlights: Revenue of $807.4 million in Q1 2023 decreased 1.7% YoY on both a reported and rebased4 basis. The rebased decrease was largely driven by a decline in fixed subscription revenue due to ARPU pressure on our main brand offerings that was only partially offset by strong trading momentum in yallo. Adjusted EBITDA decreased 9.6% on a reported basis and 9.2% on a rebased basis to $263.0 million in Q1 2023, including $4 million of costs to capture5. The rebased decline was largely driven by the impact of (i) consumer fixed ARPU decline and (ii) an increase in costs related to (a) marketing, (b) hardware, (c) programming phasing and (d) network and logistics, partially due to inflation. Adjusted EBITDA less P&E Additions of $114.0 million in Q1 decreased 19.4% YoY on a reported basis and 18.2% on a rebased basis, including $13 million of opex and capex costs to capture.

Telenet (Consolidated)

Continued FMC customer growth, while inflationary pressures resulted in a decrease in net profit and Adjusted EBITDAaL in Q1 2023; Reconfirming FY 2023 guidance

Operating highlights: Telenet added 13,100 mobile postpaid customers in Q1, driven by continued FMC growth and a strong performance at BASE. The broadband base modestly contracted by 1,800 RGUs in Q1, reflecting an intense competitive environment, and both video and fixed-line telephony RGUs continued to contract, mainly driven by macroeconomic trends and shifting consumer preferences. In addition, the NetCo agreement with Fluvius is now expected to close in summer 2023.

Financial highlights: Revenue of $754.5 million in Q1 2023 increased 4.2% YoY on a reported basis and 2.9% on a rebased basis. The increase in rebased revenue was primarily driven by (i) higher advertising and production revenue, (ii) an increase in B2B revenue and (iii) higher subscription revenue. Adjusted EBITDA decreased 10.4% on a reported basis and 4.0% on a rebased basis to $302.9 million in Q1. The rebased decrease was driven by an increase in operating expenses, including (a) higher staff-related expenses, (b) higher programming costs and (c) higher energy spend. Reported and rebased Adjusted EBITDA less P&E Additions decreased 27.7% and 20.0%, respectively, to $129.9 million in Q1.

VMO2 (Non-consolidated Joint Venture)

VMO2 builds the foundations for growth in 2023 through integration and network evolution

Operating highlights: VMO2 remains focused on customer experience and continues to optimize the potential of its networks through Volt, its flagship converged offering. The fixed customer base grew by 20,900 net adds in Q1, supported by a reduced level of customer churn. Demand for fast and high-quality broadband continued, with Q1 broadband net adds of 28,800, while the average download speed across its broadband base increased 36% YoY to 315 Mbps, approximately 5x higher than the national average. During Q1, VMO2 built 108,000 FTTH premises, the majority of which were built for the nexfibre JV. In mobile, VMO2 reached 50% 5G coverage in more than 2,100 towns and cities and remains on track to deliver 5G services to more than 50% of the entire U.K. population this year.

Financial highlights (in U.S. GAAP)6: Revenue7 of $3,162.7 million in Q1 2023 decreased 6.9% YoY on a reported basis and 0.1% YoY on a rebased basis, primarily due to the net effect of (i) an increase in mobile revenue driven by higher handset revenue, (ii) a decrease in consumer fixed revenue and (iii) a decline in B2B fixed revenue due to lower installation revenue, with each revenue category as defined and reported by the VMO2 JV. Adjusted EBITDA7 decreased 26.5% YoY on a reported basis and 1.7% YoY on a rebased basis to $1,025.9 million, including $28 million of opex costs to capture, primarily due to the net effect of (a) increased energy costs and (b) the realization of synergies. Adjusted EBITDA less P&E Additions7 decreased 40.9% YoY on a reported basis and 18.1% YoY on a rebased basis to $435.3 million, including $58 million of opex and capex costs to capture.

For more information regarding the VMO2 JV, including full IFRS disclosures, please visit their investor relations page to access the Q1 earnings release.

VodafoneZiggo (Non-consolidated Joint Venture)

Mobile and B2B Momentum; On Track to Deliver 2023 Guidance

Operating highlights: VodafoneZiggo continues to improve its commercial momentum, as FMC households8 grew by 6,400 in Q1 to over 1.5 million households, and FMC SIMs increased by 9,800 in Q1 to nearly 2.6 million, delivering significant Net Promoter Scores and customer loyalty benefits. Mobile postpaid SIMs grew 38,500 to nearly 5.2 million SIMs, while mobile postpaid ARPU declined 2.3% YoY, primarily driven by ARPU decline in B2B. Total internet RGUs declined by 8,500 in the quarter, as a 18,500 decline in Consumer RGUs was only partially offset by a 10,000 increase in B2B RGUs. Fixed ARPUdeclined 0.7% YoY.

Financial highlights: Revenue decreased 4.1% on a reported basis and increased 0.3% on a rebased basis to $1,083.4 million in Q1 The rebased increase was primarily driven by mobile growth that more than offset the effect of a lower B2C customer base. Adjusted EBITDA decreased 12.3% on a reported basis and 8.2% on a rebased basis to $471.5 million in Q1. The rebased decrease was primarily driven by higher energy, wage and site rental costs related to inflation. Reported and rebased Adjusted EBITDA less P&E Additions decreased 30.3% and 27.0%, respectively, to $221.1 million in Q1.

Q1 ESG Highlights

Our Environmental, Social and Governance (ESG) agenda continued to accelerate in the first quarter, through our focus to be an inclusive, sustainable and responsible company, across our organization and throughout our value chain. We are currently refreshing our group-wide Corporate Responsibility strategy to reflect the ambitions, developments and insights across our organization, aligning to our priorities across People, Planet, and Progress. We are building on our social and sustainability commitments and initiatives to reset our multi-year plan and targets in the areas we want to impact most.

In People, we will reflect our culture of Belonging (Diversity, Equity & Inclusivity) that empowers each of our colleagues to achieve their potential and bring their whole selves to work every day, creating inclusive connections so we can have a positive impact on each other and our communities. After setting our ambitions in 2022, by end of year we saw an increase in binary gender representation of women and an increase in the sense of belonging of all of our people, measured through our dedicated DE&I survey. All our leadership team has successfully completed our leadership DE&I masterclass about creating a consciously inclusive environment. We have trained all our employees on conscious inclusion, ensuring we all take accountability; created an inclusive hiring manager training for all our recruiters and hiring managers, ensuring inclusive hiring practices; and we continue to measure against our ambitions of increasing diverse representation and removing any potential bias from our processes and decision making, with business area specific actions and reporting. We have worked with our Employee Resource Groups (ERGs), that focus on gender, race and ethnicity, multigenerational, disability, neurodiversity, LGBTQIA+ and impact on environment & society to create educational, engaging moments for International Women’s Day, volunteering and cultural celebrations. To continue our learning journey, our Race and Ethnicity ERG has created a reverse mentoring program for senior leaders to be mentored by one of the committee members to increase understanding of the lived experiences of underrepresented ethnicity people within our company, and we held a psychological safety webinar as part of wellbeing week, with over 200 employees joining. We have continued to work with our DE&I council from across the Liberty Global group and share best practice and ideate on key areas of our global strategy. We will also be working across the group to create a greater impact on society through a joint approach, identifying gaps and creating meaningful action to reduce inequity in the communities that we operate in.

For Planet, we will build upon our goal to be carbon neutral across Scope 1 and 2 emissions by 2030, along with our priorities to procure 100% of our energy from renewable sources, and achieve energy efficiency across our fixed and mobile networks, as well as through the products we put in our customers’ homes.

Finally, in Progress, we will pursue opportunities to enhance our impact on social and sustainable issues across our supply chain, and as a founding member of the European Green Digital Coalition, even to industries beyond our own. Our operations continue to innovate and deliver on ESG matters. VodafoneZiggo recently published its first Integrated Annual Report which details the progress made across the company’s sustainability goals and advancing society, while also growing with customer needs and its financial performance. The approach reflects not only the importance VodafoneZiggo places on its ESG commitments, but sets these priorities firmly alongside business performance.

Liberty Global Consolidated Q1 Highlights

  • Q1 revenue increased 0.8% YoY on a reported basis and 1.0% on a rebased basis to $1,868.4 million

  • Q1 earnings (loss) from continuing operations decreased 166.3% YoY on a reported basis to ($713.5 million)

  • Q1 Adjusted EBITDA decreased 8.7% YoY on a reported basis and 6.0% on a rebased basis to $624.5 million

  • Q1 property & equipment additions were 20.9% of revenue, as compared to 20.6% in Q1 2022

  • Balance sheet with $5.3 billion of total liquidity

    • Comprised of $1.4 billion of cash, $2.4 billion of investments held under SMAs and $1.5 billion of unused borrowing capacity9
  • Blended, fully-swapped borrowing cost of 3.2% on a debt balance of $15.2 billion

Liberty Global (continuing operations, unless otherwise noted)

Q1 2023

 

Q1 2022

 

YoY Change (reported)

 

YoY Change (rebased)

 

 

 

 

 

 

 

 

Customers

 

 

 

 

 

 

 

Organic customer net losses

 

(16,500

)

 

 

(3,900

)

 

(323.1

%)

 

 

 

 

 

 

 

 

 

 

Financial

 

 

 

 

 

 

 

(in millions, except percentages)

 

 

 

 

 

 

 

Revenue

$

1,868.4

 

 

$

1,853.3

 

 

0.8

%

 

1.0

%

Earnings (loss) from continuing operations

$

(713.5

)

 

$

1,075.7

 

 

(166.3

%)

 

 

Adjusted EBITDA

$

624.5

 

 

$

684.3

 

 

(8.7

%)

 

(6.0

%)

P&E additions

$

389.9

 

 

$

381.9

 

 

2.1

%

 

 

Adjusted EBITDA less P&E Additions

$

234.6

 

 

$

302.4

 

 

(22.4

%)

 

(19.0

%)

 

 

 

 

 

 

 

 

Cash provided by operating activities

$

307.8

 

 

$

605.6

 

 

(49.2

%)

 

 

Cash used by investing activities

$

(1,423.2

)

 

$

(39.4

)

 

(3,512.2

%)

 

 

Cash provided (used) by financing activities

$

813.8

 

 

$

(655.7

)

 

224.1

%

 

 

 

 

 

 

 

 

 

 

Full Company10 Adjusted FCF

$

(178.4

)

 

$

137.2

 

 

(230.0

%)

 

 

Full Company Distributable Cash Flow

$

19.9

 

 

$

137.2

 

 

(85.5

%)

 

 

Customer Growth

 

Three months ended

 

March 31,

 

2023

 

 

2022

 

 

 

 

 

Organic customer net additions (losses) by market

 

 

 

Switzerland

2,300

 

 

5,400

 

Belgium

(13,300

)

 

(5,500

)

Ireland

(2,500

)

 

(1,400

)

Slovakia

(1,200

)

 

(2,400

)

Luxembourg(i)

(1,800

)

 

 

Total

(16,500

)

 

(3,900

)

______________________

(i)

The 2023 amount relates to our business in Luxembourg as a result of Telenet’s January 2023 acquisition of Eltrona.

Earnings (Loss) from Continuing Operations

Earnings (loss) from continuing operations was ($713.5 million) and $1,075.7 million for the three months ended March 31, 2023 and 2022, respectively.

Financial Highlights

The following tables present (i) Revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions for each of our reportable segments, including the non-consolidated VMO2 JV and VodafoneZiggo JV, for the comparative periods and (ii) the percentage change from period to period on both a reported and rebased basis. During the first quarter of 2023, we changed the terms related to, and approach to how we reflect the allocation of, charges for certain products and services that our centrally-managed technology and innovation function provides to our consolidated reportable segments (the Tech Framework). For additional information, see the Appendix. Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA less P&E Additions are non-GAAP measures. For additional information on how these measures are defined and why we believe they are meaningful, see the Glossary.

 

Three months ended

 

Increase/(decrease)

 

March 31,

 

Revenue

 

2023

 

 

2022(i)

 

Reported %

 

Rebased %

 

in millions, except % amounts

 

 

 

 

 

 

 

 

Switzerland

$

807.4

 

 

$

821.4

 

 

(1.7

)

 

(1.7

)

Belgium

 

754.5

 

 

 

724.4

 

 

4.2

 

 

2.9

 

Ireland

 

123.0

 

 

 

127.8

 

 

(3.8

)

 

0.7

 

Central and Other

 

244.5

 

 

 

241.4

 

 

1.3

 

 

5.7

 

Intersegment eliminations(ii)

 

(61.0

)

 

 

(61.7

)

 

N.M.

 

 

N.M.

 

Total

$

1,868.4

 

 

$

1,853.3

 

 

0.8

 

 

1.0

 

 

 

 

 

 

 

 

 

VMO2 JV(iii)

$

3,162.7

 

 

$

3,398.0

 

 

(6.9

)

 

(0.1

)

VodafoneZiggo JV(iii)

$

1,083.4

 

 

$

1,130.0

 

 

(4.1

)

 

0.3

 

______________________

N.M. – Not Meaningful
(i)

Amounts have been revised, as applicable, to reflect the retrospective impact of the Tech Framework, as described above and in the Appendix.

(ii)

Amounts primarily relate to (i) the revenue recognized within our T&I Function related to the Tech Framework and (ii) for the three months ended March 31, 2022, transactions between our continuing and discontinued operations.

(iii)

Amounts reflect 100% of the 50:50 non-consolidated VMO2 JV and VodafoneZiggo JV’s revenue.

 

Three months ended

 

Increase/(decrease)

 

March 31,

 

Adjusted EBITDA

 

2023

 

 

2022(i)

 

Reported %

 

Rebased %

 

in millions, except % amounts

 

 

 

 

 

 

 

 

Switzerland

$

263.0

 

 

$

290.8

 

 

(9.6

)

 

(9.2

)

Belgium

 

302.9

 

 

 

338.1

 

 

(10.4

)

 

(4.0

)

Ireland

 

41.5

 

 

 

47.1

 

 

(11.9

)

 

(8.0

)

Central and Other

 

32.1

 

 

 

24.8

 

 

29.4

 

 

11.5

 

Intersegment eliminations(ii)

 

(15.0

)

 

 

(16.5

)

 

N.M.

 

 

N.M.

 

Total

$

624.5

 

 

$

684.3

 

 

(8.7

)

 

(6.0

)

 

 

 

 

 

 

 

 

VMO2 JV(iii)

$

1,025.9

 

 

$

1,395.3

 

 

(26.5

)

 

(1.7

)

VodafoneZiggo JV(iii)

$

471.5

 

 

$

537.8

 

 

(12.3

)

 

(8.2

)

______________________

N.M. – Not Meaningful
(i)

Amounts have been revised, as applicable, to reflect the retrospective impact of the Tech Framework, as described above and in the Appendix.

(ii)

Amounts relate to (i) the Adjusted EBITDA impact to Central and Other of the value attributed to centrally-held internally developed technology that is embedded within our various CPE, as well as any applicable markup, and (ii) for three months ended March 31, 2022, transactions between our continuing and discontinued operations.

(iii)

Amounts reflect 100% of the 50:50 non-consolidated VMO2 JV and VodafoneZiggo JV’s Adjusted EBITDA.

 

Three months ended

 

Increase/(decrease)

Adjusted EBITDA less P&E Additions

March 31,

 

 

2023

 

 

2022(i)

 

Reported %

 

Rebased %

 

in millions, except % amounts

 

 

 

 

 

 

 

 

Switzerland

$

114.0

 

 

$

141.5

 

 

(19.4

)

 

(18.2

)

Belgium

 

129.9

 

 

 

179.6

 

 

(27.7

)

 

(20.0

)

Ireland

 

8.4

 

 

 

17.9

 

 

(53.1

)

 

(51.0

)

Central and Other

 

(17.7

)

 

 

(35.8

)

 

50.6

 

 

37.8

 

Intersegment eliminations

 

 

 

 

(0.8

)

 

N.M.

 

 

N.M.

 

Total

$

234.6

 

 

$

302.4

 

 

(22.4

)

 

(19.0

)

 

 

 

 

 

 

 

 

VMO2 JV(ii)

$

435.3

 

 

$

736.0

 

 

(40.9

)

 

(18.1

)

VodafoneZiggo JV(ii)

$

221.1

 

 

$

317.4

 

 

(30.3

)

 

(27.0

)

______________________

N.M. – Not Meaningful
(i)

Amounts have been revised, as applicable, to reflect the retrospective impact of the Tech Framework, as described above and in the Appendix.

(ii)

Amounts reflect 100% of the 50:50 non-consolidated VMO2 JV and VodafoneZiggo JV’s Adjusted EBITDA less P&E Additions.

Leverage and Liquidity

  • Total principal amount of debt and finance leases: $15.2 billion
  • Average debt tenor: 5.6 years, with ~51%not due until 2029 or thereafter11
  • Borrowing costs: Blended, fully-swapped cost of debt was 3.2%
  • Liquidity: $5.3 billion, including (i) $1.4 billion of cash at March 31, 2023, (ii) $2.4 billion of investments held under SMAs and (iii) $1.5 billion of aggregate unused borrowing capacityunder our credit facilities

Forward-Looking Statements and Disclaimer

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements with respect to our strategies, future growth prospects and opportunities; expectations regarding our and our businesses’ financial performance, including Revenue and Distributable Cash Flow, as well as the 2023 financial guidance provided by us and our operating companies and joint ventures; expectations of any macroeconomic dynamics that may be beneficial or detrimental to the company; our intention to repurchase all the outstanding shares of Telenet that we do not already own, including the purchase price and the potential benefits to be derived therefrom; our proposed redomiciliation from the U.K. to Bermuda, including the anticipated benefits resulting from such a move as well as any impacts on our operations; our anticipated pricing adjustments in our various markets; the replenishment of our cash reserves; the potential sale of certain of our Ventures portfolio; the closing of the NetCo agreement between Telenet and Fluvius, as well as the expected timing thereof; our commitments and aspirations with respect to ESG, including our efforts to purchase renewable energy, reduce e-waste, pursue social impact opportunities and execute on our DE&I agenda; our share buyback program, and the anticipated number of shares to be repurchased in 2023; the strength of our and our affiliates’ respective balance sheets (including cash and liquidity position); the tenor and cost of our third-party debt and anticipated borrowing capacity; anticipated distributions to be received from our subsidiaries and joint ventures and other information and statements that are not historical fact. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. These risks and uncertainties include events that are outside of our control, such as the continued use by subscribers and potential subscribers of our and our affiliates’ and joint ventures’ services and their willingness to upgrade to our more advanced offerings; our and our affiliates’ ability to meet challenges from competition, to manage rapid technological change or to maintain or increase rates to subscribers or to pass through increased costs to subscribers; the potential impact of pandemics and epidemics on us and our businesses as well as our customers; the effects of changes in laws or regulations; the effects of the U.K.’s exit from the E.U.; general economic factors; our, our affiliates’ and our joint ventures’ ability to obtain regulatory approval and satisfy regulatory conditions associated with acquisitions and dispositions; our, our affiliates’ and our joint ventures’ ability to successfully acquire and integrate new businesses and realize anticipated efficiencies from acquired businesses; the availability of attractive programming for our, our affiliates’ and our joint ventures’ video services and the costs associated with such programming; our, our affiliates’ and our joint ventures’ ability to achieve forecasted financial and operating targets; the outcome of any pending or threatened litigation; the ability of our operating companies and affiliates and joint ventures to access the cash of their respective subsidiaries; the impact of our operating companies’, affiliates’ and joint ventures’ future financial performance, or market conditions generally, on the availability, terms and deployment of capital; fluctuations in currency exchange and interest rates; the ability of suppliers, vendors and contractors to timely deliver quality products, equipment, software, services and access; our, our affiliates’ and our joint ventures’ ability to adequately forecast and plan future network requirements including the costs and benefits associated with network expansions; and other factors detailed from time to time in our filings with the Securities and Exchange Commission (the “SEC”), including our most recently filed Form 10-K, Form 10-K/A and Form 10-Qs. These forward-looking statements speak only as of the date of this release. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

Share Repurchase Program

We previously announced that our Board of Directors authorized a share repurchase program whereby we have committed to repurchasing 10% of our outstanding shares in 2023. Under the program, Liberty Global may acquire from time to time its Class A ordinary shares, Class C ordinary shares, or any combination of Class A and Class C ordinary shares. The program may be effected through open market transactions and/or privately negotiated transactions, which may include derivative transactions. The timing of the repurchase of shares pursuant to the program will depend on a variety of factors, including market conditions and applicable law. The program may be implemented in conjunction with brokers for the Company and other financial institutions with whom the Company has relationships within certain pre-set parameters, and purchases may continue during closed periods in accordance with applicable restrictions. The program may be suspended or discontinued at any time and will terminate upon repurchasing the authorized limits unless further repurchase authorization is provided for.

About Liberty Global

Liberty Global (NASDAQ: LBTYA, LBTYB and LBTYK) is a world leader in converged broadband, video and mobile communications services. We deliver next-generation products through advanced fiber and 5G networks, and currently provide over 86 million connections* across Europe and the United Kingdom. Our businesses operate under some of the best-known consumer brands, including Virgin Media-O2 in the U.K., VodafoneZiggo in The Netherlands, Telenet in Belgium, Sunrise in Switzerland, Virgin Media in Ireland and UPC in Slovakia. Through our substantial scale and commitment to innovation, we are building Tomorrow’s Connections Today, investing in the infrastructure and platforms that empower our customers to make the most of the digital revolution, while deploying the advanced technologies that nations and economies need to thrive.

Our consolidated businesses generate annual revenue of more than $7 billion, while the VMO2 JV and VodafoneZiggo JV generate combined annual revenue of more than $17 billion.**

Liberty Global Ventures, our global investment arm, has a portfolio of more than 75 companies across content, technology and infrastructure, including strategic stakes in companies like Vodafone, ITV, Televisa Univision, Plume, AtlasEdge and the Formula E racing series.

* Represents aggregate consolidated and 50% owned non-consolidated fixed and mobile subscribers. Includes wholesale mobile subscribers of the VMO2 JV and B2B fixed subscribers of the VodafoneZiggo JV.

** Revenue figures above are provided based on full year 2022 Liberty Global consolidated results (excluding revenue from Poland) and the combined as reported full year 2022 results for the VodafoneZiggo JV and full year 2022 U.S. GAAP results for the VMO2 JV. For more information, please visit www.libertyglobal.com.

Balance Sheets, Statements of Operations and Statements of Cash Flows

The condensed consolidated balance sheets, statements of operations and statements of cash flows of Liberty Global are in our 10-Q.

Rebase Information

Rebase growth percentages, which are non-GAAP measures, are presented as a basis for assessing growth rates on a comparable basis. For purposes of calculating rebase growth rates on a comparable basis for all businesses that we owned during 2023, we have adjusted our historical revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions for the three months ended March 31, 2022 to (i) include the pre-acquisition revenue, Adjusted EBITDA and P&E additions to the same extent these entities are included in our results for the three months ended March 31, 2023, (ii) exclude from our rebased amounts the revenue, Adjusted EBITDA and P&E additions of entities disposed of to the same extent these entities are excluded in our results for the three months ended March 31, 2023, (iii) include in our rebased amounts the revenue and costs for the temporary elements of transitional and other services provided to iliad, Vodafone, Deutsche Telekom and M7 Group, to reflect amounts related to these services equal to those included in our results for the three months ended March 31, 2023 and (iv) reflect the translation of our rebased amounts at the applicable average foreign currency exchange rates that were used to translate our results for the three months ended March 31, 2023. We have reflected the revenue, Adjusted EBITDA and P&E additions of these acquired entities in our 2022 rebased amounts based on what we believe to be the most reliable information that is currently available to us (generally pre-acquisition financial statements), as adjusted for the estimated effects of (a) any significant differences between U.S. GAAP and local generally accepted accounting principles, (b) any significant effects of acquisition accounting adjustments, (c) any significant differences between our accounting policies and those of the acquired entities and (d) other items we deem appropriate. We do not adjust pre-acquisition periods to eliminate nonrecurring items or to give retroactive effect to any changes in estimates that might be implemented during post-acquisition periods. As we did not own or operate the acquired businesses during the pre-acquisition periods, no assurance can be given that we have identified all adjustments necessary to present the revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions of these entities on a basis that is comparable to the corresponding post-acquisition amounts that are included in our results or that the pre-acquisition financial statements we have relied upon do not contain undetected errors. In addition, the rebase growth percentages are not necessarily indicative of the revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions that would have occurred if these transactions had occurred on the dates assumed for purposes of calculating our rebased amounts or the revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions that will occur in the future. Investors should view rebase growth as a supplement to, and not a substitute for, U.S. GAAP measures of performance included in our condensed consolidated statements of operations.

The following table provides adjustments made to the 2022 amounts (i) in aggregate for our consolidated reportable segments and (ii) for the non-consolidated VMO2 JV and VodafoneZiggo JV to derive our rebased growth rates:

 

Three months ended March 31, 2022

 

Revenue

 

Adjusted EBITDA

 

Adjusted EBITDA less P&E Additions

 

in millions

 

 

 

 

 

 

Consolidated Liberty Global:

 

 

 

 

 

Acquisitions and dispositions(i)

$

44.6

 

 

$

(4.4

)

 

$

(10.8

)

Foreign currency

 

(48.2

)

 

 

(15.8

)

 

 

(2.1

)

Total

$

(3.6

)

 

$

(20.2

)

 

$

(12.9

)

 

 

 

 

 

 

VMO2 JV(ii):

 

 

 

 

 

Acquisitions and dispositions(iii)

$

(34.3

)

 

$

(249.2

)

 

$

(249.2

)

nexfibre construction revenue(iv)

 

122.4

 

 

 

12.4

 

 

 

12.4

 

nexfibre construction P&E additions(iv)

 

 

 

 

 

 

 

84.9

 

Foreign currency

 

(320.9

)

 

 

(115.3

)

 

 

(52.8

)

Total

$

(232.8

)

 

$

(352.1

)

 

$

(204.7

)

 

 

 

 

 

 

VodafoneZiggo JV(ii):

 

 

 

 

 

Foreign currency

$

(49.4

)

 

$

(24.0

)

 

$

(14.4

)

______________________

(i)

In addition to our acquisitions and dispositions, these rebase adjustments include amounts related to agreements to provide transitional and other services to iliad, Vodafone, Deutsche Telekom and M7 Group. These adjustments result in an equal amount of fees in both the 2023 and 2022 periods for those services that are deemed to be temporary in nature.

(ii)

Amounts reflect 100% of the adjustments made related to the VMO2 JV’s and the VodafoneZiggo JV’s revenue, Adjusted EBITDA and Adjusted EBITDA less P&E Additions, which we do not consolidate, as we hold a 50% noncontrolling interest in the VMO2 JV and the VodafoneZiggo JV.

(iii)

Relates to the exclusion of certain handset securitization transactions in Q1 2022, including approximately £32 million ($44 million at the applicable rate) of revenue and £174 million ($233 million at the applicable rate) of Adjusted EBITDA related to restructuring of the legacy O2 securitization structure.

(iv)

Relates to the VMO2 JV’s construction agreement with the nexfibre JV. Amounts exclude adjustments for other service-related benefits attributable to the overall agreement between the VMO2 JV and the nexfibre JV.

Liquidity

The following table(i) details the U.S. dollar equivalents of our liquidity position at March 31, 2023, which includes our (i) cash and cash equivalents, (ii) investments held under SMAs and (iii) unused borrowing capacity:

 

Cash

 

 

 

Unused

 

 

 

and Cash

 

 

 

Borrowing

 

Total

 

Equivalents

 

SMAs(ii)

 

Capacity(iii)

 

Liquidity

 

in millions

 

 

 

 

 

 

 

 

Liberty Global and unrestricted subsidiaries

$

339.5

 

$

2,410.0

 

$

 

$

2,749.5

Telenet

 

1,100.6

 

 

 

 

603.3

 

 

1,703.9

UPC Holding

 

5.8

 

 

 

 

775.4

 

 

781.2

VM Ireland

 

0.3

 

 

 

 

108.7

 

 

109.0

Total

$

1,446.2

 

$

2,410.0

 

$

1,487.4

 

$

5,343.6

______________________

(i)

Except as otherwise indicated, the amounts reported in the table include the named entity and its subsidiaries.

(ii)

Represents investments held under SMAs which are maintained by investment managers acting as agents on our behalf.

(iii)

Our aggregate unused borrowing capacity of $1.5 billion represents maximum undrawn commitments under the applicable facilities without regard to covenant compliance calculations or other conditions precedent to borrowing.

Summary of Debt & Finance Lease Obligations

The following table(i) details the March 31, 2023 U.S. dollar equivalents of the (i) outstanding principal amount of our debt and finance lease obligations, (ii) expected principal related derivative cash payments or receipts and (iii) swapped principal amount of our debt and finance lease obligations:

 

 

 

Finance

 

Total Debt

 

Principal Related

 

Swapped Debt

 

 

 

Lease

 

& Finance Lease

 

Derivative

 

& Finance Lease

 

Debt(ii)

 

Obligations

 

Obligations

 

Cash Payments

 

Obligations

 

in millions

 

 

 

 

 

 

 

 

 

 

UPC Holding

$

6,347.0

 

$

22.1

 

$

6,369.1

 

$

252.2

 

 

$

6,621.3

Telenet

 

6,024.8

 

 

394.5

 

 

6,419.3

 

 

(116.3

)

 

 

6,303.0

VM Ireland

 

978.3

 

 

 

 

978.3

 

 

 

 

 

978.3

Other(iii)

 

1,408.6

 

 

34.2

 

 

1,442.8

 

 

 

 

 

1,442.8

Total

$

14,758.7

 

$

450.8

 

$

15,209.5

 

$

135.9

 

 

$

15,345.4

______________________

(i)

Except as otherwise indicated, the amounts reported in the table include the named entity and its subsidiaries.

(ii)

Debt amounts for UPC Holding include notes issued by special purpose entities that are consolidated by UPC Holding.

(iii)

Debt amount includes a loan of $1,367.4 million backed by the shares we hold in Vodafone Group plc.

Property and Equipment Additions and Capital Expenditures

The table below highlights the categories of property and equipment additions of our continuing operations for the indicated periods and reconciles those additions to the capital expenditures of our continuing operations that are presented in the condensed consolidated statements of cash flows in our 10-Q.

 

Three months ended

 

March 31,

 

 

2023

 

 

 

2022

 

 

in millions, except % amounts

 

 

 

 

Customer premises equipment

$

69.3

 

 

$

71.2

 

New build & upgrade

 

28.1

 

 

 

22.8

 

Capacity

 

56.0

 

 

 

43.8

 

Baseline

 

137.0

 

 

 

134.8

 

Product & enablers

 

99.5

 

 

 

109.3

 

Total P&E additions

 

389.9

 

 

 

381.9

 

Reconciliation of P&E additions to capital expenditures:

 

 

 

Assets acquired under capital-related vendor financing arrangements(i)

 

(42.3

)

 

 

(66.7

)

Assets acquired under finance leases

 

(7.3

)

 

 

(8.7

)

Changes in current liabilities related to capital expenditures

 

36.9

 

 

 

66.3

 

Total capital expenditures, net(ii)

$

377.2

 

 

$

372.8

 

 

 

 

 

P&E additions as % of revenue

 

20.9

%

 

 

20.6

%

______________________

(i)

Amounts exclude related VAT of $6.7 million and $6.6 million for the three months ended March 31, 2023 and 2022, respectively, that were also financed under these arrangements.

(ii)

The capital expenditures that we report in our condensed consolidated statements of cash flows do not include amounts that are financed under vendor financing or finance lease arrangements. Instead, these expenditures are reflected as non-cash additions to our property and equipment when the underlying assets are delivered, and as repayments of debt when the related principal is repaid.

ARPU per Fixed Customer Relationship

The following table provides ARPU per fixed customer relationship and percentage change from period to period on both a reported and rebased basis for the indicated periods:

 

 

ARPU per Fixed Customer Relationship

 

 

Three months ended March 31,

 

Increase/(decrease)

 

 

2023

 

2022

 

Reported %

 

Rebased %

 

 

 

 

 

 

 

 

 

 

 

Liberty Global

 

$

63.80

 

$

66.47

 

(4.0

%)

 

(0.6

%)

Ireland

 

61.70

 

61.02

 

1.1

%

 

1.1

%

Belgium (Telenet)

 

59.40

 

58.75

 

1.1

%

 

2.0

%

UPC Holding

 

59.13

 

59.28

 

(0.3

%)

 

(3.8

%)

Mobile ARPU

The following tables provide ARPU per mobile subscriber and percentage change from period to period on both a reported and rebased basis for the indicated periods:

 

 

ARPU per Mobile Subscriber

 

 

Three months ended March 31,

 

Decrease

 

 

 

2023

 

 

2022

 

Reported %

 

Rebased %

 

 

 

 

 

 

 

 

 

Liberty Global:

 

 

 

 

 

 

 

 

Including interconnect revenue

 

$

25.91

 

$

26.81

 

(3.4

%)

 

(1.6

%)

Excluding interconnect revenue

 

$

23.68

 

$

24.10

 

(1.7

%)

 

(0.1

%)

 

Operating Data — March 31, 2023

 

Homes

Passed

 

Fixed-Line Customer

Relationships

 

Internet

Subscribers(i)

 

Video

Subscribers (ii)

 

Telephony

Subscribers(iii)

 

Total

RGUs

 

 

Postpaid Mobile

Subscribers

 

Total Mobile

Subscribers(iv)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated Liberty Global:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Switzerland(v)

2,675,900

 

1,499,400

 

1,190,600

 

1,239,600

 

989,600

 

3,419,800

 

 

2,362,300

 

2,790,600

Belgium

3,443,700

 

2,004,400

 

1,737,500

 

1,684,000

 

992,700

 

4,414,200

 

 

2,682,400

 

2,943,000

Ireland

967,500

 

418,600

 

381,100

 

251,800

 

246,100

 

879,000

 

 

143,000

 

143,000

Slovakia

638,600

 

181,200

 

146,100

 

164,300

 

88,900

 

399,300

 

 

 

Luxembourg(vi)

146,500

 

49,900

 

16,600

 

43,800

 

8,500

 

68,900

 

 

2,400

 

2,400

Total Liberty Global

7,872,200

 

4,153,500

 

3,471,900

 

3,383,500

 

2,325,800

 

9,181,200

 

 

5,190,100

 

5,879,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

VMO2 JV

16,171,400

 

5,816,400

 

5,682,600

 

 

 

 

 

13,003,500

 

 

16,066,700

 

34,081,600

VodafoneZiggo JV(vii)

7,380,100

 

3,672,700

 

3,298,500

 

3,644,600

 

1,710,300

 

8,653,400

 

 

5,195,400

 

5,559,500

 

Subscriber Variance Table — March 31, 2023 vs. December 31, 2022

 

Homes

Passed

 

Fixed-Line Customer

Relationships

 

Internet

Subscribers(ii)

 

Video

Subscribers(i)

 

Telephony

Subscribers(iii)

 

Total

RGUs

 

 

Postpaid Mobile

Subscribers

 

Total Mobile

Subscribers(iv)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Organic Change Summary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated Liberty Global:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Switzerland(v)

4,400

 

2,300

 

 

7,200

 

 

(5,600

)

 

(13,700

)

 

(12,100

)

 

 

36,100

 

 

24,400

 

Belgium

7,000

 

(13,300

)

 

(2,100

)

 

(19,600

)

 

(19,700

)

 

(41,400

)

 

 

13,100

 

 

2,700

 

Ireland

2,500

 

(2,500

)

 

(1,500

)

 

(8,900

)

 

(6,100

)

 

(16,500

)

 

 

(800

)

 

(800

)

Slovakia

700

 

(1,200

)

 

(300

)

 

(600

)

 

(500

)

 

(1,400

)

 

 

 

 

 

Luxembourg(vi)

500

 

(1,800

)

 

300

 

 

(2,200

)

 

100

 

 

(1,800

)

 

 

 

 

 

Total Liberty Global

15,100

 

(16,500

)

 

3,600

 

 

(36,900

)

 

(39,900

)

 

(73,200

)

 

 

48,400

 

 

26,300

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Q1 2023 Liberty Global Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Switzerland

157,700

 

26,200

 

 

 

 

28,700

 

 

 

 

28,700

 

 

 

 

 

 

Belgium

 

8,900

 

 

8,900

 

 

8,900

 

 

 

 

17,800

 

 

 

 

 

 

Luxembourg(vi)

146,000

 

51,700

 

 

16,300

 

 

46,000

 

 

8,400

 

 

70,700

 

 

 

2,400

 

 

2,400

 

Total adjustments

303,700

 

86,800

 

 

25,200

 

 

83,600

 

 

8,400

 

 

117,200

 

 

 

2,400

 

 

2,400

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

VMO2 JV

26,800

 

20,900

 

 

28,800

 

 

 

 

 

 

(40,000

)

 

 

(20,900

)

 

250,200

 

VodafoneZiggo JV(vii)

6,800

 

(3,500

)

 

(8,500

)

 

(20,100

)

 

(76,300

)

 

(104,900

)

 

 

38,500

 

 

31,900

 

Footnotes for Operating Data and Subscriber Variance Tables

___________________

(i)

In Switzerland, we offer a 10 Mbps internet service to our Video Subscribers without an incremental recurring fee. Our Internet Subscribers in Switzerland include approximately 44,800 subscribers who have requested and received this service.

(ii)

We have approximately 30,700 “lifeline” customers that are counted on a per connection basis, representing the least expensive regulated tier of video service, with only a few channels.

(iii)

In Switzerland, we offer a basic phone service to our Video Subscribers without an incremental recurring fee. Our Telephony Subscribers in Switzerland include approximately 176,400 subscribers who have requested and received this service.

(iv)

In a number of countries, our mobile subscribers receive mobile services pursuant to prepaid contracts. As of March 31, 2023, our mobile subscriber count included approximately 428,300, 260,600, 7,814,200 and 364,100 prepaid mobile subscribers in Switzerland, Belgium, the VMO2 JV and the VodafoneZiggo JV, respectively. Prepaid mobile customers are excluded from the VMO2 JV’s and the VodafoneZiggo JV’s mobile subscriber counts after a period of inactivity of three months and nine months, respectively. The mobile subscriber count for the VMO2 JV includes IoT connections, which are Machine-to-Machine contract mobile connections, including Smart Metering contract connections. The mobile subscriber count presented above for the VMO2 JV excludes wholesale mobile connections of approximately 10,865,300 that are included in the total mobile subscriber count as defined and presented by the VMO2 JV.

(v)

Pursuant to service agreements, Switzerland offers broadband internet, video and telephony services over networks owned by third-party operators (“partner networks”), and following the acquisition of Sunrise, also services homes through Sunrise’s existing agreements with Swisscom, Swiss Fibre Net and local utilities. Under these agreements, RGUs are only recognized if there is a direct billing relationship with the customer. Homes passed or serviceable through the above service agreements are not included in Switzerland’s homes passed count as we do not own these networks. Including these arrangements, our operations in Switzerland have the ability to offer fixed services to the national footprint.

(vi)

Relates to our business in Luxembourg as a result of Telenet’s January 2023 acquisition of Eltrona.

(vii)

Fixed subscriber counts for the VodafoneZiggo JV include B2B subscribers.

Additional General Notes to Tables:

Most of our broadband communications subsidiaries provide broadband internet, telephony, data, video or other B2B services. Certain of our B2B revenue is derived from SOHO subscribers that pay a premium price to receive enhanced service levels along with internet, video or telephony services that are the same or similar to the mass marketed products offered to our residential subscribers. All mass marketed products provided to SOHOs, whether or not accompanied by enhanced service levels and/or premium prices, are included in the respective RGU and customer counts of our broadband communications operations, with only those services provided at premium prices considered to be “SOHO RGUs” or “SOHO customers”. To the extent our existing customers upgrade from a residential product offering to a SOHO product offering, the number of SOHO RGUs or SOHO customers will increase, but there is no impact to our total RGU or customer counts. With the exception of our B2B SOHO subscribers and mobile subscribers at medium and large enterprises, we generally do not count customers of B2B services as customers or RGUs for external reporting purposes.

In Belgium, Telenet leases a portion of its network under a long-term finance lease arrangement. These tables include operating statistics for Telenet’s owned and leased networks.

While we take appropriate steps to ensure that subscriber statistics are presented on a consistent and accurate basis at any given balance sheet date, the variability from country to country in (i) the nature and pricing of products and services, (ii) the distribution platform, (iii) billing systems, (iv) bad debt collection experience and (v) other factors add complexity to the subscriber counting process. We periodically review our subscriber counting policies and underlying systems to improve the accuracy and consistency of the data reported on a prospective basis. Accordingly, we may from time to time make appropriate adjustments to our subscriber statistics based on those reviews.

Subscriber information for acquired entities is preliminary and subject to adjustment until we have completed our review of such information and determined that it is presented in accordance with our policies.

Footnotes

1

2023 Distributable Cash Flow guidance reflects FX rates of EUR/USD 1.07, GBP/USD 1.21, CHF/USD 1.08.

2

Liquidity refers to cash and cash equivalents and investments held under separately managed accounts plus the maximum undrawn commitments under subsidiary borrowing facilities, without regard to covenant compliance calculations or other conditions precedent to borrowing.

3

Represents aggregate consolidated and 50% owned non-consolidated VMO2 JV and VodafoneZiggo JV homes passed, broadband subscribers and postpaid mobile subscribers, as applicable. Aggregate subscribers also includes certain B2B fixed subscribers of the VodafoneZiggo JV.

4

The indicated growth rates are rebased for acquisitions, dispositions, FX and other items that impact the comparability of our year-over-year results. Please see Rebase Information for information on rebased growth.

5

Costs to capture generally include incremental, third-party operating and capital related costs that are directly associated with integration activities, restructuring activities and certain other costs associated with aligning an acquiree to our business processes to derive synergies. These costs are necessary to combine the operations of a business being acquired (or joint venture being formed) with ours or are incidental to the acquisition. As a result, costs to capture may include certain (i) operating costs that are included in Adjusted EBITDA, (ii) capital related costs that are included in property and equipment additions and Adjusted EBITDA less P&E Additions and (iii) certain integration related restructuring expenses that are not included within Adjusted EBITDA or Adjusted EBITDA less P&E Additions. Given the achievement of synergies occurs over time, certain of our costs to capture are recurring by nature, and generally incurred within a few years of completing the transaction.

6

This release includes the actual U.S. GAAP results for the VMO2 JV for the three months ended March 31, 2023 and 2022. The commentary and YoY growth rates presented in this release are shown on a rebased basis. For more information regarding the VMO2 JV, including full IFRS disclosures, please visit their investor relations page to access the VMO2 JV’s Q1 earnings release.

7

The U.S. GAAP YoY growth rates for the VMO2 JV are impacted by rebase adjustments and recurring U.S. GAAP to IFRS accounting differences, as further described and reconciled below.

 

Three months ended March 31,

 

 

2023

 

 

2022

 

 

in millions

 

 

 

 

Revenue:

 

 

 

U.S. GAAP revenue

$

3,162.7

 

$

3,398.0

 

Rebase adjustments(i)

 

3.9

 

 

88.1

 

U.S. GAAP rebased revenue

 

3,166.6

 

 

3,486.1

 

U.S. GAAP/IFRS adjustments

 

 

 

 

IFRS rebased revenue

$

3,166.6

 

$

3,486.1

 

 

 

 

 

Adjusted EBITDA:

 

 

 

U.S. GAAP Adjusted EBITDA

$

1,025.9

 

$

1,395.3

 

Rebase adjustments(ii)

 

2.0

 

 

(236.8

)

U.S. GAAP rebased Adjusted EBITDA

 

1,027.9

 

 

1,158.5

 

U.S. GAAP/IFRS adjustments(iv)

 

101.8

 

 

91.6

 

IFRS rebased Adjusted EBITDA (including costs to capture)

$

1,129.7

 

$

1,250.1

 

 

 

 

 

Property & equipment additions:

 

 

 

U.S. GAAP P&E additions

$

590.6

 

$

659.3

 

Rebase adjustments(iii)

 

 

 

(84.9

)

U.S. GAAP rebased P&E additions

 

590.6

 

 

574.4

 

U.S. GAAP/IFRS adjustments(iv)

 

59.1

 

 

63.0

 

IFRS rebased P&E additions (including costs to capture)

$

649.7

 

$

637.4

 

 

 

 

 

Adjusted EBITDA less P&E additions:

 

 

 

U.S. GAAP Adjusted EBITDA less P&E additions

$

435.3

 

$

736.0

 

Rebase adjustments(ii)(iii)

 

2.0

 

 

(151.9

)

U.S. GAAP rebased Adjusted EBITDA less P&E additions

 

437.3

 

 

584.1

 

U.S. GAAP/IFRS adjustments(iv)

 

42.7

 

 

28.6

 

IFRS rebased Adjusted EBITDA less P&E additions (including costs to capture)

$

480.0

 

$

612.7

 

______________________

(i)

Revenue rebase adjustments relate to (i) for 2022, the VMO2 JV’s construction agreement with the nexfibre JV of approximately $122 million, (ii) the exclusion of certain handset securitization transactions in Q1 2022 of approximately $44 million related to restructuring of the legacy O2 securitization structure and (iii) certain transaction adjustments made to reflect the JV’s new basis of accounting, which reverse the effect of the write-off of deferred revenue.

(ii)

Adjusted EBITDA rebase adjustments relate to (i) the exclusion of certain handset securitization transactions in Q1 2022 of approximately $233 million related to restructuring of the legacy O2 securitization structure, (ii) for 2022, the VMO2 JV’s construction agreement with the nexfibre JV of approximately $12 million and (iii) certain transaction adjustments made to reflect the JV’s new basis of accounting, which reverse the effect of the write-off of deferred commissions, install costs and deferred revenue.

(iii)

P&E rebase adjustments for 2022 relate to the VMO2 JV’s construction agreement with the nexfibre JV of approximately $85 million.

(iv)

U.S. GAAP/IFRS differences primarily relate to (i) the VMO2 JV’s investment in CTIL and (ii) lease accounting.

8 Converged households or converged SIMs represent customers in either our Consumer or SOHO segment that subscribe to both a fixed-line digital TV and an internet service and Vodafone and/or hollandsnieuwe postpaid mobile telephony service.
9 Our aggregate unused borrowing capacity of $1.5 billion represents the maximum undrawn commitments under the applicable facilities without regard to covenant compliance calculations or other conditions precedent to borrowing. Upon completion of the relevant March 31, 2023 compliance reporting requirements for our credit facilities, and assuming no further changes from quarter-end borrowing levels, we anticipate that (i) the full €713.4 million ($775.4 million) of borrowing capacity will be available under the UPC Holding Bank Facility, (ii) the full €555.0 million ($603.3 million) of borrowing capacity will be available under the Telenet Credit Facility and (iii) the full €100.0 million ($108.7 million) of borrowing capacity will be available under the VM Ireland Credit Facility. Our above expectations do not consider any actual or potential changes to our borrowing levels or any amounts loaned or distributed subsequent to March 31, 2023.
10 The term “Full Company” includes certain amounts that were classified as discontinued operations prior to disposal. We also present Full Company Adjusted Free Cash Flow and Full Company Distributable Cash Flow, consistent with the basis for our full year 2023 Distributable Cash Flow guidance.
11 For purposes of calculating our average tenor, total third-party debt excludes vendor financing, certain debt obligations that we assumed in connection with various acquisitions, and liabilities related to Telenet’s acquisition of mobile spectrum licenses. The percentage of debt not due until 2029 or thereafter includes all of these amounts.

Glossary

10-Q or 10-K: As used herein, the terms 10-Q and 10-K refer to our most recent quarterly or annual report as filed with the Securities and Exchange Commission on Form 10-Q or Form 10-K, as applicable.

Adjusted EBITDA, Adjusted EBITDA less P&E Additions and Property and Equipment Additions (P&E Additions):

  • Adjusted EBITDA: Adjusted EBITDA is the primary measure used by our chief operating decision maker to evaluate segment operating performance and is also a key factor that is used by our internal decision makers to (i) determine how to allocate resources to segments and (ii) evaluate the effectiveness of our management for purposes of annual and other incentive compensation plans. As we use the term, Adjusted EBITDA is defined as earnings (loss) from continuing operations before net income tax benefit (expense), other non-operating income or expenses, net share of results of affiliates, net gains (losses) on debt extinguishment, net realized and unrealized gains (losses) due to changes in fair values of certain investments, net foreign currency transaction gains (losses), net gains (losses) on derivative instruments, net interest expense, depreciation and amortization, share-based compensation, provisions and provision releases related to significant litigation and impairment, restructuring and other operating items. Other operating items include (a) gains and losses on the disposition of long-lived assets, (b) third-party costs directly associated with successful and unsuccessful acquisitions and dispositions, including legal, advisory and due diligence fees, as applicable, and (c) other acquisition-related items, such as gains and losses on the settlement of contingent consideration. Our internal decision makers believe Adjusted EBITDA is a meaningful measure because it represents a transparent view of our recurring operating performance that is unaffected by our capital structure and allows management to (1) readily view operating trends, (2) perform analytical comparisons and benchmarking between segments and (3) identify strategies to improve operating performance in the different countries in which we operate. We believe our consolidated Adjusted EBITDA measure, which is a non-GAAP measure, is useful to investors because it is one of the bases for comparing our performance with the performance of other companies in the same or similar industries, although our measure may not be directly comparable to similar measures used by other public companies. Consolidated Adjusted EBITDA should be viewed as a measure of operating performance that is a supplement to, and not a substitute for, U.S. GAAP measures of income included in our condensed consolidated statements of operations.
  • Adjusted EBITDA less P&E Additions: We define Adjusted EBITDA less P&E Additions, which is a non-GAAP measure, as Adjusted EBITDA less property and equipment additions on an accrual basis. Adjusted EBITDA less P&E Additions is a meaningful measure because it provides (i) a transparent view of Adjusted EBITDA that remains after our capital spend, which we believe is important to take into account when evaluating our overall performance and (ii) a comparable view of our performance relative to other telecommunications companies. Our Adjusted EBITDA less P&E Additions measure may differ from how other companies define and apply their definition of similar measures. Adjusted EBITDA less P&E Additions should be viewed as a measure of operating performance that is a supplement to, and not a substitute for, U.S. GAAP measures of income included in our condensed consolidated statements of operations.
  • P&E Additions: Includes capital expenditures on an accrual basis, amounts financed under vendor financing or finance lease arrangements and other non-cash additions. A reconciliation of earnings (loss) from continuing operations to Adjusted EBITDA and Adjusted EBITDA less P&E Additions is presented in the following table:

 

Three months ended

 

March 31,

 

 

2023

 

 

 

2022

 

 

in millions

 

 

 

 

Earnings (loss) from continuing operations

$

(713.5

)

 

$

1,075.7

 

Income tax expense

 

12.5

 

 

 

81.2

 

Other income, net

 

(43.9

)

 

 

(11.9

)

Share of results of affiliates, net

 

238.6

 

 

 

(230.5

)

Realized and unrealized losses due to changes in fair values of certain investments, net

 

5.5

 

 

 

93.4

 

Foreign currency transaction losses (gains), net

 

302.9

 

 

 

(575.0

)

Realized and unrealized losses (gains) on derivative instruments, net

 

34.4

 

 

 

(508.3

)

Interest expense

 

200.9

 

 

 

134.2

 

Operating income

 

37.4

 

 

 

58.8

 

Impairment, restructuring and other operating items, net

 

16.4

 

 

 

9.4

 

Depreciation and amortization

 

526.9

 

 

 

564.7

 

Share-based compensation expense

 

43.8

 

 

 

51.4

 

Adjusted EBITDA

 

624.5

 

 

 

684.3

 

Property and equipment additions

 

(389.9

)

 

 

(381.9

)

Adjusted EBITDA less P&E Additions

$

234.6

 

 

$

302.4

 

Adjusted EBITDA after leases (Adjusted EBITDAaL): We define Adjusted EBITDAaL as Adjusted EBITDA as further adjusted to include finance lease related depreciation and interest expense. Our internal decision makers believe Adjusted EBITDAaL is a meaningful measure because it represents a transparent view of our recurring operating performance that includes recurring lease expenses necessary to operate our business. We believe Adjusted EBITDAaL, which is a non-GAAP measure, is useful to investors because it is one of the bases for comparing our performance with the performance of other companies in the same or similar industries, although our measure may not be directly comparable to similar measures used by other public companies. Adjusted EBITDAaL should be viewed as a measure of operating performance that is a supplement to, and not a substitute for, U.S. GAAP measures of income included in our condensed consolidated statements of operations.

Adjusted Free Cash Flow (Adjusted FCF) & Distributable Cash Flow:

  • Adjusted FCF: We define Adjusted FCF as net cash provided by the operating activities of our continuing operations, plus operating-related vendor financed expenses (which represents an increase in the period to our actual cash available as a result of extending vendor payment terms beyond normal payment terms, which are typically 90 days or less, through non-cash financing activities), less (i) cash payments in the period for capital expenditures, (ii) principal payments on operating- and capital-related amounts financed by vendors and intermediaries (which represents a decrease in the period to our actual cash available as a result of paying amounts to vendors and intermediaries where we previously had extended vendor payments beyond the normal payment terms), and (iii) principal payments on finance leases (which represents a decrease in the period to our actual cash available), each as reported in our condensed consolidated statements of cash flows with each item excluding any cash provided or used by our discontinued operations. Net cash provided by operating activities includes cash paid for third-party costs directly associated with successful and unsuccessful acquisition and dispositions of $11.6 million and $13.4 million during the three months ended March 31, 2023 and 2022, respectively.

  • Distributable Cash Flow:We define Distributable Cash Flow as Adjusted FCF plus any dividends received from our equity affiliates that are funded by activities outside of their normal course of operations, including, for example, those funded by recapitalizations (referred to as “Other Affiliate Dividends”).

We believe our presentation of Adjusted FCF and Distributable Cash Flow, each of which is a non-GAAP measure, provides useful information to our investors because these measures can be used to gauge our ability to (i) service debt and (ii) fund new investment opportunities after consideration of all actual cash payments related to our working capital activities and expenses that are capital in nature, whether paid inside normal vendor payment terms or paid later outside normal vendor payment terms (in which case we typically pay in less than 365 days). Adjusted FCF and Distributable Cash Flow should not be understood to represent our ability to fund discretionary amounts, as we have various mandatory and contractual obligations, including debt repayments, that are not deducted to arrive at these amounts. Investors should view Adjusted FCF and Distributable Cash Flow as supplements to, and not substitutes for, U.S. GAAP measures of liquidity included in our condensed consolidated statements of cash flows. Further, our Adjusted FCF and Distributable Cash Flow may differ from how other companies define and apply their definition of Adjusted FCF or other similar measures. Consistent with the basis for our full year 2023 Distributable Cash Flow guidance, the following table provides a reconciliation of our Full Company net cash provided by operating activities to Full Company Adjusted FCF and Full Company Distributable Cash Flow for the indicated periods.

 

Three months ended

 

March 31,

 

 

2023

 

 

 

2022

 

 

in millions

 

 

 

 

Net cash provided by operating activities

$

307.8

 

 

$

656.7

 

Operating-related vendor financing additions(i)

 

141.4

 

 

 

140.2

 

Cash capital expenditures, net

 

(377.2

)

 

 

(388.6

)

Principal payments on operating-related vendor financing

 

(143.5

)

 

 

(211.7

)

Principal payments on capital-related vendor financing

 

(104.5

)

 

 

(41.4

)

Principal payments on finance leases

 

(2.4

)

 

 

(18.0

)

Full Company Adjusted FCF

 

(178.4

)

 

 

137.2

 

Other affiliate dividends

 

198.3

 

 

 

 

Full Company Distributable Cash Flow

$

19.9

 

 

$

137.2

 

_______________

(i)

For purposes of our condensed consolidated statements of cash flows, operating-related vendor financing additions represent operating-related expenses financed by an intermediary that are treated as constructive operating cash outflows and constructive financing cash inflows when the intermediary settles the liability with the vendor. When we pay the financing intermediary, we record financing cash outflows in our condensed consolidated statements of cash flows. For purposes of our Adjusted FCF definition, we (i) add in the constructive financing cash inflow when the intermediary settles the liability with the vendor as our actual net cash available at that time is not affected and (ii) subsequently deduct the related financing cash outflow when we actually pay the financing intermediary, reflecting the actual reduction to our cash available to service debt or fund new investment opportunities.

ARPU: Average Revenue Per Unit is the average monthly subscription revenue per average fixed customer relationship or mobile subscriber, as applicable. ARPU per average fixed-line customer relationship is calculated by dividing the average monthly subscription revenue from residential fixed and SOHO services by the average number of fixed-line customer relationships for the period. ARPU per average mobile subscriber is calculated by dividing mobile subscription revenue for the indicated period by the average number of mobile subscribers for the period. Unless otherwise indicated, ARPU per fixed customer relationship or mobile subscriber is not adjusted for currency impacts. ARPU per RGU refers to average monthly revenue per average RGU, which is calculated by dividing the average monthly subscription revenue from residential and SOHO services for the indicated period, by the average number of the applicable RGUs for the period. Unless otherwise noted, ARPU in this release is considered to be ARPU per average fixed customer relationship or mobile subscriber, as applicable. Fixed-line customer relationships, mobile subscribers and RGUs of entities acquired during the period are normalized. In addition, for purposes of calculating the percentage change in ARPU on a rebased basis, which is a non-GAAP measure, we adjust the prior-year subscription revenue, fixed-line customer relationships, mobile subscribers and RGUs, as applicable, to reflect acquisitions, dispositions and FX on a comparable basis with the current year, consistent with how we calculate our rebased growth for revenue and Adjusted EBITDA, as further described in the body of this release.

ARPU per Mobile Subscriber: Our ARPU per mobile subscriber calculation that excludes interconnect revenue refers to the average monthly mobile subscription revenue per average mobile subscriber and is calculated by dividing the average monthly mobile subscription revenue (excluding handset sales and late fees) for the indicated period, by the average of the opening and closing balances of mobile subscribers in service for the period. Our ARPU per mobile subscriber calculation that includes interconnect revenue increases the numerator in the above-described calculation by the amount of mobile interconnect revenue during the period.

Blended, fully-swapped debt borrowing cost: The weighted average interest rate on our aggregate variable- and fixed-rate indebtedness (excluding finance leases and including vendor financing obligations), including the effects of derivative instruments, original issue premiums or discounts and commitment fees, but excluding the impact of financing costs.

B2B: Business-to-Business.

Customer Churn: The rate at which customers relinquish their subscriptions. The annual rolling average basis is calculated by dividing the number of disconnects during the preceding 12 months by the average number of customer relationships. For the purpose of computing churn, a disconnect is deemed to have occurred if the customer no longer receives any level of service from us and is required to return our equipment. A partial product downgrade, typically used to encourage customers to pay an outstanding bill and avoid complete service disconnection, is not considered to be disconnected for purposes of our churn calculations. Customers who move within our footprint and upgrades and downgrades between services are also excluded from the disconnect figures used in the churn calculation.

Debt and Net Debt Ratios: Our debt and net debt ratios, which are non-GAAP metrics, are defined as total debt and net debt, respectively, divided by reported net loss for the last twelve months (reported LTM net loss) and Adjusted EBITDA for the last twelve months (LTM Adjusted EBITDA). Net debt is defined as total debt less cash and cash equivalents and investments held under SMAs. For purposes of these calculations, debt is measured using swapped foreign currency rates, consistent with the covenant calculation requirements of our subsidiary debt agreements. The following table details the calculation of our debt and net debt to reported LTM net loss and LTM Adjusted EBITDA ratios as of and for the twelve months ended March 31, 2023 (in millions, except ratios):

Reconciliation of reported LTM net loss to LTM Adjusted EBITDA:

 

Reported LTM net loss

$

(683.9

)

Income tax expense

 

250.2

 

Other income, net

 

(166.4

)

Gain on Telenet Tower Sale

 

(700.5

)

Share of results of affiliates, net

 

1,736.9

 

Gain on debt extinguishment, net

 

(2.8

)

Realized and unrealized loss due to changes in fair values of certain investments, net

 

214.0

 

Foreign currency transaction gain, net

 

(529.3

)

Realized and unrealized gain on derivative instruments, net

 

(648.8

)

Interest expense

 

656.0

 

Operating income

 

125.4

 

Impairment, restructuring and other operating items, net

 

92.1

 

Depreciation and amortization

 

2,133.6

 

Share-based compensation expense

 

182.3

 

LTM Adjusted EBITDA

$

2,533.4

 

 

 

Debt to reported LTM net loss and LTM Adjusted EBITDA:

 

Debt and finance lease obligations before deferred financing costs, discounts and premiums

$

15,209.5

 

Principal related projected derivative cash receipts

 

135.9

 

Vodafone Collar Loan

 

(1,367.4

)

Adjusted debt and finance lease obligations before deferred financing costs, discounts and premiums

$

13,978.0

 

 

 

Reported LTM net loss

$

(683.9

)

Debt to reported LTM net loss ratio

 

(20.4

)

 

 

LTM Adjusted EBITDA

$

2,533.4

 

Debt to LTM Adjusted EBITDA ratio

 

5.5

 

 

 

Net Debt to reported LTM net loss and LTM Adjusted EBITDA:

 

Adjusted debt and finance lease obligations before deferred financing costs, discounts and premiums

$

13,978.0

 

Cash and cash equivalents and investments held under SMAs

 

(3,856.2

)

Adjusted net debt and finance lease obligations before deferred financing costs, discounts and premiums

$

10,121.8

 

 

 

Reported LTM net loss

$

(683.9

)

Net debt to reported LTM net loss ratio

 

(14.8

)

 

 

LTM Adjusted EBITDA

$

2,533.4

 

Net debt to LTM Adjusted EBITDA ratio

 

4.0

 

Fixed-Line Customer Relationships: The number of customers who receive at least one of our internet, video or telephony services that we count as RGUs, without regard to which or to how many services they subscribe. Fixed-Line Customer Relationships generally are counted on a unique premises basis. Accordingly, if an individual receives our services in two premises (e.g., a primary home and a vacation home), that individual generally will count as two Fixed-Line Customer Relationships. We exclude mobile-only customers from Fixed-Line Customer Relationships.

Fixed-Mobile Convergence (FMC): Fixed-mobile convergence penetration represents the number of customers who subscribe to both a fixed broadband internet service and postpaid mobile telephony service, divided by the total number of customers who subscribe to our fixed broadband internet service.

Homes Passed: Homes, residential multiple dwelling units or commercial units that can be connected to our networks without materially extending the distribution plant. Certain of our Homes Passed counts are based on census data that can change based on either revisions to the data or from new census results.

Internet Subscriber: A home, residential multiple dwelling unit or commercial unit that receives internet services over our networks, or that we service through a partner network.

Lightning Premises: Includes homes, residential multiple dwelling units and commercial premises that potentially could subscribe to our residential or SOHO services, which have been connected to the VMO2 JV’s networks in the U.K. and Ireland as a part of the Project Lightning network extension program. Project Lightning infill build relates to construction in areas adjacent to our existing network.

Mobile Subscriber Count: For residential and business subscribers, the number of active SIM cards in service rather than services provided. For example, if a mobile subscriber has both a data and voice plan on a smartphone this would equate to one mobile subscriber. Alternatively, a subscriber who has a voice and data plan for a mobile handset and a data plan for a laptop would be counted as two mobile subscribers. Customers who do not pay a recurring monthly fee are excluded from our mobile telephony subscriber counts after periods of inactivity ranging from 30 to 90 days, based on industry standards within the respective country. In a number of countries, our mobile subscribers receive mobile services pursuant to prepaid contracts.

MVNO: Mobile Virtual Network Operator.

RGU: A Revenue Generating Unit is separately an Internet Subscriber, Video Subscriber or Telephony Subscriber. A home, residential multiple dwelling unit, or commercial unit may contain one or more RGUs. For example, if a residential customer subscribed to our broadband internet service, video service and fixed-line telephony service, the customer would constitute three RGUs. Total RGUs is the sum of Internet, Video and Telephony Subscribers. RGUs generally are counted on a unique premises basis such that a given premise does not count as more than one RGU for any given service. On the other hand, if an individual receives one of our services in two premises (e.g., a primary home and a vacation home), that individual will count as two RGUs for that service. Each bundled internet, video or telephony service is counted as a separate RGU regardless of the nature of any bundling discount or promotion. Non-paying subscribers are counted as subscribers during their free promotional service period. Some of these subscribers may choose to disconnect after their free service period. Services offered without charge on a long-term basis (e.g., VIP subscribers or free service to employees) generally are not counted as RGUs. We do not include subscriptions to mobile services in our externally reported RGU counts. In this regard, our RGU counts exclude our separately reported postpaid and prepaid mobile subscribers.

SIM: Subscriber Identification Module.

SOHO: Small or Home Office Subscribers.

Telephony Subscriber: A home, residential multiple dwelling unit or commercial unit that receives voice services over our networks, or that we service through a partner network. Telephony Subscribers exclude mobile telephony subscribers.

U.S. GAAP: Accounting principles generally accepted in the United States.

Video Subscriber: A home, residential multiple dwelling unit or commercial unit that receives our video service over our broadband network or through a partner network.

YoY: Year-over-year.

Appendix – Supplemental Tech Framework Information

During the first quarter of 2023, we changed the terms related to, and approach to how we reflect the allocation of, charges for certain products and services that our centrally-managed technology and innovation function (our T&I Function) provide to our consolidated reportable segments (the Tech Framework). These products and services include CPE hardware and related essential software, maintenance, hosting and other services. As a result, our consolidated reportable segments now capitalize the combined cost of the CPE hardware and essential software as property and equipment additions. The other services, including maintenance and hosting, continue to be reported as operating costs in the period incurred (included in our Adjusted EBITDA). The corresponding amounts charged by our T&I Function are reflected as revenue when earned. The new Tech Framework is a result of internal changes with respect to the way in which our chief operating decision maker evaluates the revenue, Adjusted EBITDA and property and equipment additions of our consolidated reportable segments. Segment information has been revised, as applicable, to reflect these changes. The following table provides a summary of the impact on the revenue, Adjusted EBITDA and property and equipment additions of our consolidated reportable segments and Central and Other.

 

Three months ended

March 31,

 

 

2023

 

 

 

2022

 

 

in millions

 

 

 

 

Increase (decrease) to revenue(i):

 

 

 

Central and Other

$

57.4

 

 

$

60.0

 

Intersegment eliminations

 

(57.4

)

 

 

(60.0

)

Total

$

 

 

$

 

 

 

 

 

Increase (decrease) to Adjusted EBITDA(ii):

 

 

 

Switzerland

$

(15.7

)

 

$

(10.4

)

Belgium

 

(2.2

)

 

 

(2.3

)

Ireland

 

(5.9

)

 

 

(3.8

)

Central and Other

 

38.8

 

 

 

32.2

 

Intersegment eliminations

 

(15.0

)

 

 

(15.7

)

Total

$

 

 

$

 

 

 

 

 

Increase (decrease) to property and equipment additions(iii):

 

 

 

Switzerland

$

5.5

 

 

$

5.8

 

Belgium

 

6.9

 

 

 

7.2

 

Ireland

 

2.6

 

 

 

2.7

 

Central and Other

 

 

 

 

 

Intersegment eliminations

 

(15.0

)

 

 

(15.7

)

Total

$

 

 

$

 

______________________

(i)

Amounts reflect the revenue recognized within our T&I Function, as well as any applicable markup related to the Tech Framework.

(ii)

Amounts reflect the charge to each respective consolidated reportable segment related to the service and maintenance component of the Tech Framework and additionally, for Central and Other, the Adjusted EBITDA impact of the value attributed to centrally-held internally developed technology that is embedded within our various CPE, as well as any applicable markup.

(iii)

Amounts reflect the charge to each respective consolidated reportable segment related to the value attributed to centrally-held internally developed technology that is embedded within our various CPE, as well as any applicable markup.

Appendix – Supplemental Adjusted EBITDAaL Information

The following table presents (i) Adjusted EBITDA, (ii) finance lease-related depreciation and interest expense adjustments, (iii) Adjusted EBITDAaL and (iv) the percentage change from period to period for Adjusted EBITDA and Adjusted EBITDAaL on both a reported and rebased basis for each of our reportable segments.

 

Three months ended

 

Increase/(decrease)

 

March 31,

 

 

 

2023

 

 

2022(i)

 

Reported %

 

Rebased %

 

in millions, except % amounts

 

 

 

 

 

 

 

 

Adjusted EBITDA:

 

 

 

 

 

 

 

Switzerland

$

263.0

 

 

$

290.8

 

 

(9.6

)

 

(9.2

)

Belgium

 

302.9

 

 

 

338.1

 

 

(10.4

)

 

(4.0

)

Ireland

 

41.5

 

 

 

47.1

 

 

(11.9

)

 

(8.0

)

Central and Other

 

32.1

 

 

 

24.8

 

 

29.4

 

 

11.5

 

Intersegment eliminations(ii)

 

(15.0

)

 

 

(16.5

)

 

N.M.

 

N.M.

Total Adjusted EBITDA

$

624.5

 

 

$

684.3

 

 

(8.7

)

 

(6.0

)

 

 

 

 

 

 

 

 

VMO2 JV(iii)

$

1,025.9

 

 

$

1,395.3

 

 

(26.5

)

 

(1.7

)

VodafoneZiggo JV(iii)

$

471.5

 

 

$

537.8

 

 

(12.3

)

 

(8.2

)

 

 

 

 

 

 

 

 

Finance lease adjustments:

 

 

 

 

 

 

 

Switzerland

$

(1.2

)

 

$

(0.8

)

 

 

 

 

Belgium

 

(20.3

)

 

 

(20.2

)

 

 

 

 

Central and Other

 

(2.0

)

 

 

(2.0

)

 

 

 

 

Total finance lease adjustments

$

(23.5

)

 

$

(23.0

)

 

 

 

 

 

 

 

 

 

 

 

 

VMO2 JV(iii)

$

(2.1

)

 

$

(2.4

)

 

 

 

 

VodafoneZiggo JV(iii)

$

(2.4

)

 

$

(2.5

)

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDAaL:

 

 

 

 

 

 

 

Switzerland

$

261.8

 

 

$

290.0

 

 

(9.7

)

 

(9.2

)

Belgium

 

282.6

 

 

 

317.9

 

 

(11.1

)

 

(4.3

)

Ireland

 

41.5

 

 

 

47.1

 

 

(11.9

)

 

(8.0

)

Central and Other

 

30.1

 

 

 

22.8

 

 

32.0

 

 

12.1

 

Intersegment eliminations(ii)

 

(15.0

)

 

 

(16.5

)

 

N.M.

 

N.M.

Total Adjusted EBITDAaL

$

601.0

 

 

$

661.3

 

 

(9.1

)

 

(6.2

)

 

 

 

 

 

 

 

 

VMO2 JV(iii)

$

1,023.8

 

 

$

1,392.9

 

 

(26.5

)

 

(11.4

)

VodafoneZiggo JV(iii)

$

469.1

 

 

$

535.3

 

 

(12.4

)

 

(8.2

)

______________________

N.M. – Not Meaningful
(i)

Amounts have been revised, as applicable, to reflect the retrospective impact of the Tech Framework, as described above.

(ii)

Amounts relate to (a) the Adjusted EBITDA impact to Central and Other of the value attributed to centrally-held internally developed technology that is embedded within our various CPE, as well as any applicable markup, and (b) for three months ended March 31, 2022, transactions between our continuing and discontinued operations.

(iii)

Amounts reflect 100% of the 50:50 non-consolidated VMO2 JV and VodafoneZiggo JV.

 

Investor Relations

Michael Bishop +44 20 8483 6246

Amy Ocen +1 303 784 4528

Michael Khehra +44 78 9005 0979

Corporate Communications

Bill Myers +1 303 220 6686

Matt Beake +44 20 8483 6428

KEYWORDS: Colorado United States North America

INDUSTRY KEYWORDS: Technology Mobile/Wireless Telecommunications Networks Internet Carriers and Services

MEDIA:

Jackson Announces First Quarter 2023 Results

Jackson Announces First Quarter 2023 Results

LANSING, Mich.–(BUSINESS WIRE)–
Jackson Financial Inc. (NYSE: JXN) (Jackson®) today announced financial results for the first quarter ended March 31, 2023.

Key Highlights

  • Net income (loss) attributable to Jackson Financial Inc. of $(1,497) million, or $(18.11) per diluted share, including the net impact of market risk benefits and hedging results

  • Adjusted operating earnings1 of $271 million, or $3.15 per diluted share, down 28% from the first quarter of 2022 reflecting the decline in annuity account values and higher interest crediting rates on variable annuity fixed rate options in the first quarter of 2023

  • Returned $124 million to common shareholders in the first quarter through $70 million of share repurchases and $54 million in dividends; on pace to achieve 2023 capital return target of $450-550 million

  • First quarter 2023 registered index-linked annuity (RILA) sales of $533 million, up from $199 million in the first quarter of 2022

  • Total annuity account value of $219 billion decreased 10% from the first quarter of 2022, driven largely by lower equity markets over the 12-month period. Compared to fourth quarter 2022, total annuity account value increased 4% due primarily to higher equity markets in the current quarter.

  • Estimated Risk Based Capital (RBC) ratio at Jackson National Life Insurance Company was within our target range of 425-500% as of the end of the first quarter of 2023, including the impact of first quarter distributions from Jackson National Life of $600 million

  • Successful issuance of preferred stock in the first quarter, raising $533 million of net proceeds

  • Cash and highly liquid securities at the holding company remained robust at more than $1.5 billion at the end of the first quarter, significantly above Jackson’s 2023 targeted minimum liquidity buffer of 2x annual holding company expenses

Laura Prieskorn, President and Chief Executive Officer of Jackson, stated, “We are pleased with the performance of Jackson’s business throughout the first quarter of 2023, which keeps us on track with our strategic and operational goals amid ongoing market volatility. In line with our commitments, we returned $124 million to common shareholders through dividends and share buybacks over the first three months of the year, giving us a strong start toward our 2023 capital return target of $450-550 million. We also retained significant financial flexibility with an estimated operating company RBC ratio within our target range and over $1.5 billion of liquidity at the holding company. We continue to be confident in our ability to achieve our 2023 key financial targets and to create value for shareholders over the long-term.”

Consolidated First Quarter 2023 Results

The company reported net income (loss) attributable to Jackson Financial Inc. of $(1,497) million, or $(18.11) per diluted share for the three months ended March 31, 2023, compared to $2,194 million, or $24.39 per diluted share for the three months ended March 31, 2022. The current quarter net loss primarily reflects a larger net hedging loss compared to the prior year’s first quarter, driven by higher freestanding derivative losses resulting from comparatively stronger equity market returns in the current quarter, as well as smaller gains on market risk benefits resulting from comparatively unfavorable interest rate movements in the current quarter. The change in the reported fair value of derivatives is not expected to match the change in hedged liabilities on a U.S. GAAP basis period-to-period, which can result in net income volatility. We believe adjusted operating earnings better represent the underlying performance of our business as the figure excludes, among other things, changes in fair value of derivative instruments and market risk benefits tied to market volatility. Additionally, net income in the first quarter reflects a $366 million loss from business reinsured to third parties, while the prior year’s first quarter included a gain of $1,288 million. These figures include the gain/loss on a funds withheld reinsurance treaty and the related net investment income, which do not impact our statutory capital or free cash flow and can be volatile quarter to quarter.

Adjusted operating earnings for the three months ended March 31, 2023 were $271 million, or $3.15 per diluted share, compared to $377 million or $4.19 per diluted share for the three months ended March 31, 2022. The decline in adjusted operating earnings was primarily the result of lower annuity account values driven by lower equity markets over the twelve month period, lower spread income from resetting interest crediting rates on variable annuity fixed rate options in the first quarter of 2023, and a loss on operating derivatives compared to a gain in the prior quarter due to higher short-term interest rates. These were partially offset by improved mortality in closed block life, lower asset based expenses, and higher net investment income.

First quarter adjusted operating earnings included a negative impact of $20 million from underperformance of private equity and other limited partnership returns relative to a 10% annualized return assumption. This same item resulted in a benefit of $36 million in the first quarter of 2022.

Total common shareholders’ equity was $8.1 billion or $95.70 per diluted share as of March 31, 2023, down from $8.6 billion or $100.56 per diluted share as of year-end 2022. Adjusted book value attributed to common shareholders2 was $8.6 billion or $101.32 per diluted share as of March 31, 2023, down from $9.9 billion or $115.36 per diluted share as of year-end 2022. The decrease was primarily the result of non-operating hedging losses partially offset by adjusted operating earnings of $271 million during the first quarter of 2023.

Segment Results – Pretax Adjusted Operating Earnings2

 

Three Months Ended

(in millions)

March 31, 2023

March 31, 2022

Retail Annuities

$356

$425

Institutional Products

9

23

Closed Life and Annuity Blocks

(20)

(9)

Corporate and Other

(43)

6

Total3

$302

$445

Retail Annuities

Retail Annuities reported pretax adjusted operating earnings of $356 million in the first quarter of 2023 compared to $425 million in the first quarter of 2022. The current quarter was impacted by lower annuity account values driven by lower equity markets over the twelve month period, lower spread income from resetting interest crediting rates on variable annuity fixed rate options in the first quarter of 2023, and a loss on operating derivatives compared to a gain in the prior quarter. These were partially offset by lower asset based expenses, lower policy benefits, and higher net investment income.

Total annuity sales of $3.1 billion in the current quarter were down 35% from the first quarter of 2022. Variable annuity sales were down 46% compared to the first quarter of 2022, primarily due to the decline and volatility in equity markets and shifting consumer preferences in a higher interest rate environment. The current quarter also included $533 million of sales of RILA products, up from $199 million in the first quarter of 2022. Fixed and fixed indexed annuity sales in the current quarter totaled $133 million, up from $23 million in the first quarter of 2022. In total, annuity sales without lifetime benefit guarantees represented 43% of total annuity sales, up from 33% in the first quarter of 2022.

Institutional Products

Institutional Products reported pretax adjusted operating earnings of $9 million in the first quarter of 2023 compared to $23 million in the first quarter of 2022. The current quarter was down from the prior year quarter due to higher interest credited and a higher loss on operating derivatives, which were partially offset by higher net investment income. Total sales for the current quarter were $649 million. Net flows totaled $(391) million in the current quarter, and total account value of $8.7 billion was down from $9.2 billion in the first quarter of 2022.

Closed Life and Annuity Blocks

Closed Life and Annuity Blocks reported a pretax adjusted operating loss of $(20) million in the first quarter of 2023 compared to $(9) million in the first quarter of 2022. The current quarter was impacted by lower income on operating derivatives and lower net investment income, partially offset by improved mortality.

Corporate and Other

Corporate and Other reported a pretax adjusted operating loss of $(43) million in the first quarter of 2023 compared to income of $6 million in the first quarter of 2022. The change was due to higher interest and operating expenses, lower income on operating derivatives, and lower net investment income.

Capitalization and Liquidity

(Unaudited, in billions)

March 31, 2023

December 31, 2022

Statutory Total Adjusted Capital (TAC) Jackson National Life Insurance Company

$4.7

$7.0

Statutory TAC at Jackson National Life Insurance Company (JNLIC) was $4.7 billion as of the current quarter, down from $7.0 billion as of year-end 2022. TAC decreased primarily due to hedging losses as reserve releases were limited by the cash surrender value floor, the impact of the distribution from the operating company of $600 million, and additional tax impacts including DTA admissibility limits.

The negative impact from the reduction in TAC was partially offset by a decline in company action level (CAL) required capital, due primarily to higher equity markets and the update to the mean reversion parameter effective in the first quarter of 2023. The estimated RBC ratio as of first quarter 2023 was within our 425-500% target range.

Cash and liquid assets at the holding company totaled over $1.5 billion as of March 31, 2023, which was above our targeted minimum liquidity buffer of 2x annual holding company expenses. The holding company liquidity includes proceeds from our preferred equity issuance in the first quarter of 2023, which helped to effectively prefund our $600 million senior debt maturity in November of 2023 that we expect to pay off at that time.

Earnings Conference Call

Jackson will host a conference call Wednesday, May 10, 2023, at 9 a.m. ET to review the first quarter results. The live webcast is open to the public and can be accessed at https://investors.jackson.com. A replay will be available following the call.

To register for the webcast, click here.

FORWARD-LOOKING STATEMENTS

The information in this press release contains forward-looking statements about future events and circumstances and their effects upon revenues, expenses and business opportunities. Generally speaking, any statement in this release not based upon historical fact is a forward-looking statement. Forward-looking statements can also be identified by the use of forward-looking or conditional words, such as “could,” “should,” “can,” “continue,” “estimate,” “forecast,” “intend,” “look,” “may,” “will,” “expect,” “believe,” “anticipate,” “plan,” “remain,” “confident” and “commit” or similar expressions. In particular, statements regarding plans, strategies, prospects, targets and expectations regarding the business and industry are forward-looking statements. They reflect expectations, are not guarantees of performance and speak only as of the dates the statements are made. We caution investors that these forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from those projected, expressed or implied. Factors that could cause actual results to differ materially from those in the forward-looking statements include those reflected in Part I, Item 1A. Risk Factors and Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on March 1, 2023, (the “2022 Annual Report”) and elsewhere in the Company’s reports filed with the U.S. Securities and Exchange Commission. Except as required by law, Jackson Financial Inc. does not undertake to update such forward-looking statements. You should not rely unduly on forward-looking statements.

Certain financial data included in this release consists of non-GAAP (Generally Accepted Accounting Principles) financial measures. These non-GAAP financial measures may not be comparable to similarly titled measures presented by other entities, nor should they be construed as an alternative to other financial measures determined in accordance with U.S. GAAP. Although the Company believes these non-GAAP financial measures provide useful information to investors in measuring the financial performance and condition of its business, investors are cautioned not to place undue reliance on any non-GAAP financial measures and ratios included in this release. A reconciliation of the non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure can be found in the “Non-GAAP Financial Measures” Appendix of this release.

Certain financial data included in this release consists of statutory accounting principles (“statutory”) financial measures, including “total adjusted capital.” These statutory financial measures are included in or derived from the Jackson National Life Insurance Company annual and/or quarterly statements filed with the Michigan Department of Insurance and Financial Services and available in the investor relations section of the Company’s website at investors.jackson.com/financials/statutory-filings.

ABOUT JACKSON

Jackson® (NYSE: JXN) is committed to helping clarify the complexity of retirement planning—for financial professionals and their clients. Through our range of annuity products, financial know-how, history of award-winning service* and streamlined experiences, we strive to reduce the confusion that complicates retirement planning. We take a balanced, long-term approach to responsibly serving all our stakeholders, including customers, shareholders, distribution partners, employees, regulators and community partners. We believe by providing clarity for all today, we can help drive better outcomes for tomorrow. For more information, visit www.jackson.com.

Visit investors.jackson.com to view information regarding Jackson Financial Inc., including a supplement regarding the First Quarter 2023 results. We use this website as a primary channel for disclosing key information to our investors, some of which may contain material and previously non-public information.

*SQM (Service Quality Measurement Group) Contact Center Awards Program for 2004 and 2006-2022, for the financial services industry (To achieve world-class certification, 80% or more of call-center customers surveyed must have rated their experience as very satisfied, the highest rating possible).

Jackson® is the marketing name for Jackson Financial Inc., Jackson National Life Insurance Company® (Home Office: Lansing, Michigan) and Jackson National Life Insurance Company of New York® (Home Office: Purchase, New York).

APPENDIX

Non-GAAP Financial Measures

In addition to presenting our results of operations and financial condition in accordance with GAAP, we use and report selected non-GAAP financial measures. Management believes the use of these non-GAAP financial measures, together with relevant GAAP financial measures, provides a better understanding of our results of operations, financial condition and the underlying performance drivers of our business. These non-GAAP financial measures should be considered supplementary to our results of operations and financial condition that are presented in accordance with GAAP and should not be viewed as a substitute for the GAAP financial measures. Other companies may use similarly titled non-GAAP financial measures that are calculated differently from the way we calculate such measures. Consequently, our non-GAAP financial measures may not be comparable to similar measures used by other companies.

Adjusted Operating Earnings

Adjusted Operating Earnings is an after-tax non-GAAP financial measure, which we believe should be used to evaluate our financial performance on a consolidated basis by excluding certain items that may be highly variable from period to period due to accounting treatment under GAAP or that are non-recurring in nature, as well as certain other revenues and expenses that we do not view as driving our underlying performance. Adjusted Operating Earnings should not be used as a substitute for net income as calculated in accordance with GAAP. However, we believe the adjustments to net income are useful for gaining an understanding of our overall results of operations.

For additional detail on the excluded items, please refer to the supplement regarding the first quarter ended March 31, 2023, posted on our website, https://investors.jackson.com.

The following is a reconciliation of Adjusted Operating Earnings to net income (loss) attributable to Jackson Financial Inc. (Jackson), the most comparable GAAP measure.

GAAP Net Income (Loss) to Adjusted Operating Earnings

 

Three Months Ended

(in millions)

March 31, 2023

March 31, 2022

Net income (loss) attributable to Jackson Financial Inc.

$

(1,497

)

$

2,194

 

Income tax expense (benefit)

 

(558

)

 

388

 

Pretax income (loss) attributable to Jackson Financial Inc.

 

(2,055

)

 

2,582

 

Non-operating adjustments – (income) loss:

 

 

Guaranteed benefits and hedging results:

 

 

Fees attributed to guaranteed benefit reserves

 

(780

)

 

(764

)

Net movement in freestanding derivatives

 

2,512

 

 

1,476

 

Market risk benefits gains (losses), net

 

(174

)

 

(1,907

)

Net reserve and embedded derivative movements

 

189

 

 

40

 

Amortization of DAC associated with non-operating items at date of transition to LDTI

 

153

 

 

173

 

Total guaranteed benefits and hedging results

 

1,900

 

 

(982

)

Net realized investment (gains) losses

 

68

 

 

130

 

Net realized investment (gains) losses on funds withheld assets

 

673

 

 

(1,028

)

Net investment income on funds withheld assets

 

(307

)

 

(260

)

Other items

 

23

 

 

3

 

Total non-operating adjustments

 

2,357

 

 

(2,137

)

Pretax Adjusted Operating Earnings

 

302

 

 

445

 

Operating income taxes

 

31

 

 

68

 

Adjusted Operating Earnings

$

271

 

$

377

 

 

 

 

Weighted Average diluted shares outstanding

 

86,082,970

 

 

89,959,862

 

Net income (loss) per diluted share

$

(18.11

)

$

24.39

 

Adjusted Operating Earnings per diluted share

$

3.15

 

$

4.19

 

Adjusted Book Value Attributable to Common Shareholders

Adjusted Book Value Attributable to Common Shareholders excludes Preferred Stock and Accumulated Other Comprehensive Income (Loss) (“AOCI”) attributable to Jackson Financial Inc (“JFI”). AOCI attributable to JFI excludes AOCI arising from investments held within the funds withheld account related to the Athene Reinsurance Transaction. We exclude AOCI attributable to JFI from Adjusted Book Value Attributable to Common Shareholders because our invested assets are generally invested to closely match the duration of our liabilities, which are longer duration in nature, and therefore we believe period-to-period fair market value fluctuations in AOCI to be inconsistent with this objective. We believe excluding AOCI attributable to JFI is more useful to investors in analyzing trends in our business.

(in millions)

March 31, 2023

December 31, 2022

Total shareholders’ equity

$

8,638

 

$

8,646

 

Less: Preferred equity

 

533

 

 

 

Total common shareholders’ equity

 

8,105

 

 

8,646

 

Adjustments to total common shareholders’ equity:

 

 

 

 

Exclude Accumulated Other Comprehensive (Income) Loss attributable to Jackson Financial Inc.

 

476

 

 

1,272

 

Adjusted Book Value Attributable to Common Shareholders

$

8,581

 

$

9,918

 

Condensed Consolidated Balance Sheets

 

 

March 31,

 

December 31,

 

 

2023

 

2022

(in millions, except per share data)

 

 

 

 

Assets

 

 

 

 

Investments:

 

 

 

 

 

Debt Securities, available-for-sale, net of allowance for credit losses of $29 and $23 at March 31, 2023 and December 31, 2022, respectively (amortized cost: 2023 $49,026; 2022 $48,798)

 

$

43,774

 

$

42,489

 

Debt Securities, at fair value under fair value option

 

 

2,255

 

 

2,173

 

Debt Securities, trading, at fair value

 

 

101

 

 

100

 

Equity securities, at fair value

 

 

225

 

 

393

 

Mortgage loans, net of allowance for credit losses of $146 and $95 at March 31, 2023 and December 31, 2022, respectively

 

 

10,911

 

 

10,967

 

Mortgage loans, at fair value under fair value option

 

 

480

 

 

582

 

Policy loans (including $3,427 and $3,419 at fair value under the fair value option at March 31, 2023 and December 31, 2022, respectively)

 

 

4,377

 

 

4,377

 

Freestanding derivative instruments

 

 

1,051

 

 

1,270

 

Other invested assets

 

 

3,711

 

 

3,595

 

Total investments

 

 

66,885

 

 

65,946

 

Cash and cash equivalents

 

 

1,779

 

 

4,298

 

Accrued investment income

 

 

497

 

 

514

 

Deferred acquisition costs

 

 

12,760

 

 

12,923

 

Reinsurance recoverable, net of allowance for credit losses of $15 and $15 at March 31, 2023 and December 31, 2022, respectively

 

 

28,078

 

 

29,046

 

Reinsurance recoverable on market risk benefits, at fair value

 

 

238

 

 

221

 

Market risk benefit assets, at fair value

 

 

5,204

 

 

4,865

 

Deferred income taxes, net

 

 

755

 

 

320

 

Other assets

 

 

902

 

 

944

 

Separate account assets

 

 

204,366

 

 

195,906

 

Total assets

 

$

321,464

 

$

314,983

 

Condensed Consolidated Balance Sheets

 

 

March 31,

 

December 31,

 

 

 

2023

 

2022

 

(in millions, except share and per share data)

 

 

 

 

 

Liabilities and Equity

 

 

 

 

Liabilities

 

 

 

 

 

Reserves for future policy benefits and claims payable

 

$

12,369

 

 

$

12,318

 

 

Other contract holder funds

 

 

57,094

 

 

 

58,190

 

 

Market risk benefit liabilities, at fair value

 

 

5,560

 

 

 

5,662

 

 

Funds withheld payable under reinsurance treaties (including $3,591 and $3,582 at fair value under the fair value option at March 31, 2023 and December 31, 2022, respectively)

 

 

22,254

 

 

 

22,957

 

 

Long-term debt

 

 

2,632

 

 

 

2,635

 

 

Repurchase agreements and securities lending payable

 

 

1,124

 

 

 

1,048

 

 

Collateral payable for derivative instruments

 

 

545

 

 

 

689

 

 

Freestanding derivative instruments

 

 

1,510

 

 

 

2,065

 

 

Notes issued by consolidated variable interest entities, at fair value under fair value option

 

 

2,016

 

 

 

1,732

 

 

Other liabilities

 

 

2,527

 

 

 

2,403

 

 

Separate account liabilities

 

 

204,366

 

 

 

195,906

 

 

Total liabilities

 

 

311,997

 

 

 

305,605

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

Series A non-cumulative preferred stock and additional paid in capital, $1 par value per share: 24,000 shares authorized; shares issued: 2023 – 22,000; liquidation preference $25,000 per share

 

 

533

 

 

 

 

 

Common stock; 1,000,000,000 shares authorized, $0.01 par value per share and 81,044,318 and 82,690,098 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively

 

 

1

 

 

 

1

 

 

Additional paid-in capital

 

 

6,070

 

 

 

6,063

 

 

Treasury stock, at cost; 13,431,514 and 11,784,813 shares at March 31, 2023 and December 31, 2022, respectively

 

 

(510

)

 

 

(443

)

 

Accumulated other comprehensive income (loss), net of tax expense (benefit) of $52 and $(66) at March 31, 2023 and December 31, 2022, respectively

 

 

(2,308

)

 

 

(3,378

)

 

Retained earnings

 

 

4,852

 

 

 

6,403

 

 

Total shareholders’ equity

 

 

8,638

 

 

 

8,646

 

 

Noncontrolling interests

 

 

829

 

 

 

732

 

 

Total equity

 

 

9,467

 

 

 

9,378

 

 

Total liabilities and equity

 

 

321,464

 

 

 

314,983

 

 

Condensed Consolidated Income Statements

 

 

Three Months Ended March 31,

 

(in millions, except per share data)

 

2023

 

2022

 

Revenues

 

 

 

 

Fee income

 

$

1,888

 

 

$

2,012

 

 

Premiums

 

 

25

 

 

 

37

 

 

Net investment income:

 

 

 

 

 

Net investment income excluding funds withheld assets

 

 

415

 

 

 

430

 

 

Net investment income on funds withheld assets

 

 

307

 

 

 

260

 

 

Total net investment income

 

 

722

 

 

 

690

 

 

Net gains (losses) on derivatives and investments:

 

 

 

 

 

Net gains (losses) on derivatives and investments

 

 

(2,726

)

 

 

(1,566

)

 

Net gains (losses) on funds withheld reinsurance treaties

 

 

(673

)

 

 

1,028

 

 

Total net gains (losses) on derivatives and investments

 

 

(3,399

)

 

 

(538

)

 

Other income

 

 

15

 

 

 

20

 

 

Total revenues

 

 

(749

)

 

 

2,221

 

 

 

 

 

 

 

Benefits and Expenses

 

 

 

 

 

Death, other policy benefits and change in policy reserves, net of deferrals

 

 

228

 

 

 

300

 

 

(Gain) loss from updating future policy benefits cash flow assumptions, net

 

 

14

 

 

 

15

 

 

Market risk benefits (gains) losses, net

 

 

(174

)

 

 

(1,907

)

 

Interest credited on other contract holder funds, net of deferrals and amortization

 

 

285

 

 

 

197

 

 

Interest expense

 

 

43

 

 

 

20

 

 

Operating costs and other expenses, net of deferrals

 

 

616

 

 

 

666

 

 

Amortization of deferred acquisition costs

 

 

293

 

 

 

317

 

 

Total benefits and expenses

 

 

1,305

 

 

 

(392

)

 

Pretax income (loss)

 

 

(2,054

)

 

 

2,613

 

 

Income tax expense (benefit)

 

 

(558

)

 

 

388

 

 

Net income (loss)

 

 

(1,496

)

 

 

2,225

 

 

Less: Net income (loss) attributable to noncontrolling interests

 

 

1

 

 

 

31

 

 

Net income (loss) attributable to Jackson Financial Inc.

 

$

(1,497

)

 

$

2,194

 

 

 

 

 

 

 

Earnings per share

 

 

 

 

 

Basic

 

$

(18.11

)

 

$

25.41

 

 

Diluted

 

$

(18.11

)

 

$

24.39

 

 

____________________________

1 For the reconciliation of non-GAAP measures to the most comparable GAAP measure, please see the explanation of Non-GAAP Financial Measures in the Appendix to this release.

2 For the reconciliation of non-GAAP measures to the most comparable GAAP measure, please see the explanation of Non-GAAP Financial Measures in the Appendix to this release.

3 See reconciliation of Net Income to Total pretax adjusted operating earnings in the Appendix to this release

 

Investor Relations Contacts:

Liz Werner

[email protected]

Andrew Campbell

[email protected]

Media Contact:

Patrick Rich

[email protected]

KEYWORDS: Michigan United States North America

INDUSTRY KEYWORDS: Other Consumer Personal Finance Insurance Seniors Finance Banking Professional Services Consumer Asset Management Other Professional Services

MEDIA:

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Maria Henry to Join NIKE, Inc. Board of Directors

Maria Henry to Join NIKE, Inc. Board of Directors

BEAVERTON, Ore.–(BUSINESS WIRE)–
NIKE, Inc. (NYSE:NKE) today announced Maria Henry has been appointed to the Company’s Board of Directors.

Henry was Chief Financial Officer of Kimberly-Clark Corporation from April 2015 through April 2022, and served as Executive Vice President and Senior Advisor of Kimberly-Clark Corporation from April 2022 until her retirement in September 2022.

“Maria’s strong global and financial leadership, as well as her strategic contributions across multiple industries, make her an outstanding addition to our board,” said Mark Parker, Executive Chairman of NIKE, Inc. “We look forward to working with Maria during an exciting time for Nike where we see unprecedented brand strength and great opportunity for future growth.”

Prior to Kimberly-Clark, Henry was Executive Vice President and Chief Financial Officer of The Hillshire Brands Company, formerly known as Sara Lee Corporation, from 2012 to 2014. She was the Chief Financial Officer of Sara Lee’s North American Retail and Foodservice business from 2011 to 2012.

Henry began her career at General Electric and has held various senior leadership positions since then, specifically across strategy and finance at Clayton, Dubilier & Rice portfolio companies including as Executive Vice President and Chief Financial Officer of Culligan International, and senior finance roles in several technology companies.

In addition to joining NIKE, Inc.’s Board, Henry serves as a member of the Board of Directors of General Mills, Inc.

About NIKE, Inc.

NIKE, Inc., based near Beaverton, Oregon, is the world’s leading designer, marketer and distributor of authentic athletic footwear, apparel, equipment and accessories for a wide variety of sports and fitness activities. Converse, a wholly-owned NIKE, Inc. subsidiary brand, designs, markets and distributes athletic lifestyle footwear, apparel and accessories. For more information, NIKE, Inc.’s earnings releases and other financial information are available on the Internet at http://investors.nike.com. Individuals can also visit http://news.nike.com and follow @NIKE.

Media Contact:

Anna Kim-Williams

[email protected]

Investor Contact:

Paul Trussell

[email protected]

KEYWORDS: Oregon United States North America

INDUSTRY KEYWORDS: Textiles Sports General Sports Marketing Communications Specialty Manufacturing Fashion Retail Footwear

MEDIA:

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LumiraDx to Announce First Quarter Financial Results and Host Quarterly Conference Call on May 16

LONDON, May 09, 2023 (GLOBE NEWSWIRE) — LumiraDx Limited  (Nasdaq: LMDX), a next-generation point of care (POC) diagnostics company, announced it will release its first quarter financial results on Tuesday, May 16th, 2023. On the day of the release, LumiraDx will host a conference call and webcast at 8:30 AM Eastern Time to review the financial results and business highlights.

  LumiraDx First Quarter 2023 Financial Results Conference Call
   
Date: Tuesday, May 16, 2023
Time: 8:30 AM Eastern Time
Live Call/Webcast:    Register to join by phone here.
   
  View webcast:
https://investors.lumiradx.com/news-and-events/investor-calendar
   

A replay of the webcast will be available on the Investors section of the company’s website at investors.lumiradx.com shortly after the conclusion of the call. The webcast will be archived for one year.

About LumiraDx

LumiraDx Limited (Nasdaq: LMDX) is a next-generation point of care diagnostics company that is transforming community-based healthcare. Its actively controlled microfluidic technology provides fast, high performance and accessible diagnostic solutions wherever the patient is for nearly any testing scenario, creating unique testing options at the point of need.

The company offers a broad menu of lab comparable tests on a single portable Platform, with more than 50 assays on the market and in its long-term strategic roadmap, covering infectious diseases, cardiovascular diseases, diabetes, and coagulation disorders. The company also supports high-complexity laboratory testing in an accessible high-throughput format to leverage current molecular laboratory operations.

Founded in 2014 and based in the UK, LumiraDx’s diagnostic testing solutions are being deployed globally by governments and leading healthcare institutions across laboratories, urgent care, physician offices, pharmacies, schools, and workplaces to help screen, diagnose, and monitor wellness as well as disease. More information on LumiraDx is available at www.lumiradx.com.



CytomX Therapeutics Reports First Quarter 2023 Financial Results and Provides Business Update

– Continued progress in Phase 1 dose escalation for CX-904 (EGFRxCD3) –

                        – IND enabling activities on track for filings for CX-2051 (EpCAM-directed ADC) and CX-801 (Interferon alpha-2b) in the second half of 2023 –

– Bristol Myers Squibb advances Anti-CTLA-4 non-fucosylated Probody®, BMS-986288, from Phase 1 to Phase 2 clinical evaluation as lead, next-generation CTLA-4 program –

– CD71 strategy under evaluation including potential further advancement of CX-2029 and next generation CD71 targeting strategies –

– Continued progress in strategic alliances including a $5 million clinical candidate milestone in Probody® T-Cell Bispecific collaboration with Astellas and initiation of Regeneron and Moderna collaborations –

– Marcia Belvin, Ph.D. promoted to Chief Scientific Officer –

– CytomX to host conference call today at 5 p.m. EST / 2 p.m. PST

SOUTH SAN FRANCISCO, Calif., May 09, 2023 (GLOBE NEWSWIRE) — CytomX Therapeutics, Inc. (Nasdaq: CTMX), a leader in the field of conditionally activated, localized biologics, today reported first quarter 2023 financial results and provided a business update.

“As we entered 2023, CytomX continued the advancement of our diversified portfolio of innovative Probody® therapeutic candidates for the treatment of cancer while ensuring disciplined resource allocation,” said Sean McCarthy, D.Phil., chief executive officer and chairman of CytomX Therapeutics. “We remain intensely focused on execution towards key inflection points in our therapeutic pipeline including continued progress with CX-904 in Phase 1 and advancing our next-generation candidates, CX-2051 and CX-801, towards IND filings. Our scientific depth in conditional activation and biologics localization positions the company at the forefront of potential breakthroughs with potent biologic modalities such as ADCs, T-Cell engagers and cytokines. Additionally, our scientific leadership has attracted valued new relationships with Regeneron and Moderna, allowing us to maintain balance sheet strength. Moreover, with more than fifteen internal and partnered therapeutic programs, we are well positioned to deliver meaningful treatments to patients over time.”

Dr. McCarthy continued, “I’m also thrilled to announce the promotion of Dr. Marcia Belvin to the position of chief scientific officer. Marcia’s skill and experience has played a central role in the translation of key learnings from our first wave of clinical programs into the next generation Probody® therapeutic candidates that comprise our current pipeline. My colleagues and I look forward to Marcia’s continued success as we pursue our shared vision of building a long-term company that brings new and differentiated treatments to people with cancer.”

First Quarter Business Highlights and Recent Developments


  • Continued progress in Phase 1 dose escalation for CX-904, T-cell-engaging bispecific (TCB) targeted to EGFRxCD3
    – CX-904 is a conditionally activated TCB designed to target the epidermal growth factor receptor (EGFR) on cancer cells and the CD3 receptor on T cells within the tumor microenvironment. CX-904 is partnered with Amgen and is being evaluated by CytomX in an ongoing Phase 1 study in patients with advanced solid tumors. The first patient was dosed in May 2022 and the dose escalation portion of the study continues to advance. The primary goal of dose escalation is to assess safety and reach dose levels and exposures by the end of 2023 at which enrollment into backfill cohorts in certain EGFR positive tumors can begin. In 2024, a key milestone will be the selection of the recommended Phase 2 dose and decision to potentially initiate expansion cohorts. This program is partnered with Amgen in a global co-development alliance.


  • IND enabling activities on track for filings for CX-2051 (EpCAM-directed ADC) and CX-801 (Interferon alpha-2b) in the second half of 2023
    – CytomX has selected previously validated anti-cancer targets, EpCAM and IFNa2b, respectively, that have been limited in their potential due to systemic toxicities, for its next generation molecules. The molecular design of CX-2051 and CX-801 has incorporated CytomX’s platform expertise and clinical learnings to optimize predicted therapeutic index in order to potentially broaden the clinical utility of these promising targets through tumor localized conditional activation.


  • BMS advancement of BMS-986288 to Phase 2 –
    In February 2023, BMS published pipeline updates that included moving the Anti-CTLA-4 non-fucosylated Probody®, BMS-986288, from Phase 1 to Phase 2. BMS prioritized the BMS-986288 Probody® program over the other two molecules in its CTLA-4 pipeline – the Probody®, BMS-986249, and the antibody, BMS-986218. Clinical evaluation of BMS-986288 is ongoing.


  • CD71-Targeting strategies under evaluation

    In March 2023, AbbVie notified CytomX that it would not advance the CD71-targeting, conditionally activated ADC, CX-2029, into additional clinical studies and provided notice of termination of the 2016 CD71 License and Collaboration Agreement. CytomX is assessing acquisition of full rights to CX-2029 whilst also evaluating potential next generation CD71 targeting strategies.


  • Clinical candidate milestone achievement in Astellas TCB collaboration

    In January 2023, Astellas nominated a collaboration clinical candidate, the first Probody® TCB molecule to progress in the alliance, triggering a $5 million dollar milestone payment to CytomX. CytomX and Astellas are collaborating on additional conditionally activated TCB programs, and CytomX is eligible to receive future preclinical, clinical, and commercial milestones. CytomX retains a cost share and co-commercialization option on a select number of targets.


  • Marcia Belvin, Ph.D. promoted to Chief Scientific Officer

    In March 2023, Marcia Belvin, Ph.D. was promoted to the position of chief scientific officer. Dr Belvin has served as the company’s senior vice president, head of research since April 2020 and joined the company as head of oncology research in 2018. Prior to joining CytomX, Dr. Belvin held roles of increasing responsibility at Genentech, where for over 13 years, she led multiple preclinical pipeline teams and oversaw programs in cancer signaling, cancer metabolism, and cancer immunology. Dr. Belvin began her career at Exelixis, where she managed teams responsible for preclinical pipeline discovery within the oncology and inflammation portfolios.

Priorities for 2023

  • CX-904 (EGFRxCD3): Continue patient enrollment and dose escalation in ongoing Phase 1 study and initiate backfill cohorts by the end of 2023
  • File 2 New INDs (wholly-owned): CX-801 (IFNa2b) and CX-2051 (EpCAM) projected in the second half of 2023
  • Next-Generation CTLA-4 Program: Continued clinical progress for BMS-986288
  • CX-2029 (CD71): Determine next steps for CD71 program, including CX-2029
  • Collaborations: Continuation of drug discovery activities within R&D alliances including those with our newest collaborators, Regeneron and Moderna

First Quarter 2023 Financial Results

Cash, cash equivalents and investments totaled $204.5 million as of March 31, 2023, compared to $193.7 million as of December 31, 2022. Operating cash received in the first quarter included a $35.0 million upfront payment received as a result of the execution of the Moderna collaboration agreement in the fourth quarter of 2022 and a $5.0 million milestone earned under the Astellas collaboration.

Total revenue was $23.5 million for the three months ended March 31, 2023, compared to $9.0 million for the corresponding period in 2022. The increase in revenue was driven primarily by a higher percentage of completion versus the corresponding period in 2022 for projects under the company’s projects with Bristol Myers Squibb, the milestone earned under the agreement with Astellas, and revenue recognition of the remaining deferred revenue upon termination of the AbbVie CD71 Agreement.

Research and development expenses decreased by $9.4 million during the three months ended March 31, 2023 to $21.2 million, compared to $30.6 million for the corresponding period in 2022. The decrease in research and development expenses for the three months ended March 31, 2023 compared to the corresponding period of 2022 was primarily due to a decrease in personnel related expenses, as well as winding down of laboratory contract services and clinical study activities related to the CX-2009 and CX-2029 programs, partially offset by an increase in laboratory contract services related to IND enabling activities.

General and administrative expenses decreased by $2.6 million during the three months ending March 31, 2023 to $8.0 million, compared to $10.5 million for the corresponding period in 2022. General and administrative expenses decreased primarily due to a decrease in personnel related expenses due to the workforce reduction in 2022 and patent related legal expenses.

Conference Call & Webcast

CytomX management will host a conference call and simultaneous webcast today at 5 p.m. ET (2 p.m. PT) to discuss the financial results and provide a business update. Participants may access the live webcast of the conference call from the Events and Presentations page of CytomX’s website at https://ir.cytomx.com/events-and-presentations. Participants may register for the conference call here and are advised to do so at least 10 minutes prior to joining the call. An archived replay of the webcast will be available on the company’s website.

About CytomX Therapeutics

CytomX is a clinical-stage, oncology-focused biopharmaceutical company focused on developing novel conditionally activated biologics localized to the tumor microenvironment. By pioneering a novel class of conditionally activated biologics, powered by its Probody® technology platform, CytomX’s goal is to transcend the limits of current cancer treatments. CytomX’s robust and differentiated pipeline comprises therapeutic candidates across multiple treatment modalities including antibody-drug conjugates (“ADCs”), T-cell engaging bispecific antibodies (“TCBs”), and immune modulators such as cytokines and checkpoint inhibitors (“CPIs”). CX-2029 is an investigational conditionally activated antibody-drug conjugate (ADC) directed toward CD71. CytomX’s clinical pipeline also includes cancer immunotherapeutic candidates against validated targets such as the CTLA-4-targeting Probody therapeutic BMS-986288, partnered with Bristol Myers Squibb, as well as CX-904, a conditionally activated T-cell-engaging bispecific antibody targeting the epidermal growth factor receptor (EGFR) on tumor cells and the CD3 receptor on T cells, which is partnered with Amgen. In addition, CytomX has a diverse preclinical portfolio of wholly-owned assets including CX-801, an interferon alpha-2b Probody cytokine that has broad potential applicability in traditionally immuno-oncology sensitive as well as insensitive (cold) tumors and CX-2051, a conditionally activated ADC directed toward EpCAM, with potential applicability across multiple EpCAM-expressing epithelial cancers. CytomX has also established strategic collaborations with multiple leaders in oncology, including Amgen, Astellas, Bristol Myers Squibb, Regeneron and Moderna. For more information about CytomX and how it is working to make conditionally activated treatments the new standard-of-care in the fight against cancer, visit www.cytomx.com and follow us on LinkedIn and Twitter.

CytomX Therapeutics Forward-Looking Statements

This press release includes forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that are difficult to predict, may be beyond our control, and may cause the actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied in such statements, including those related to the future potential of partnerships or collaboration agreements. Accordingly, you should not rely on any of these forward-looking statements, including those relating to the potential benefits, safety and efficacy or progress of CytomX’s or any of its collaborative partners’ product candidates, including CX-2029, BMS-986288, CX-904, CX-801, and CX-2051, the potential benefits or applications of CytomX’s Probody platform technology, CytomX’s ability to develop and advance product candidates into and successfully complete clinical trials, including the ongoing and planned clinical trials of BMS-986288, and CX-904, and the timing of the commencement of clinical trials, initial and ongoing data availability, and the timing of investigational new drug applications, including for CX-801 and CX-2051, and other development milestones. Risks and uncertainties that contribute to the uncertain nature of the forward-looking statements include: the unproven nature of CytomX’s novel Probody Platform technology; CytomX’s clinical trial product candidates are in the initial stages of clinical development and its other product candidates are currently in preclinical development, and the process by which preclinical and clinical development could potentially lead to an approved product is long and subject to significant risks and uncertainties, including the risk that the COVID-19 worldwide pandemic may continue to negatively impact the business, research and clinical operations of CytomX or its partners, including the development of preclinical drug candidates due to delays in and disruption of research activities and the development of clinical drug candidates due to delays in or disruption of clinical trials, including impacts on the enrollment of patients in clinical trials or other clinical trial disruptions; the possibility that the results of preclinical research and early clinical trials may not be predictive of future results; the possibility that CytomX’s clinical trials will not be successful; the possibility that current preclinical research may not result in additional product candidates; CytomX’s dependence on the success of CX-2029, BMS-986288, CX-904, CX-801, and CX-2051; CytomX’s reliance on third parties for the manufacture of the Company’s product candidates; and possible regulatory developments in the United States and foreign countries. Additional applicable risks and uncertainties include those relating to our preclinical research and development, clinical development, and other risks identified under the heading “Risk Factors” included in CytomX’s Quarterly Report on Form 10-Q filed with the SEC on May 9, 2023. The forward-looking statements contained in this press release are based on information currently available to CytomX and speak only as of the date on which they are made. CytomX does not undertake and specifically disclaims any obligation to update any forward-looking statements, whether as a result of any new information, future events, changed circumstances or otherwise.

Probody is a U.S. registered trademark of CytomX Therapeutics, Inc.

Investor Contact:

Chris Ogden
SVP, Finance and Accounting
[email protected]
Direct: (317) 767-4764

Investor and Media Contact:

Stern Investor Relations
Stephanie Ascher
[email protected]
212-362-1200

CYTOMX THERAPEUTICS, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(in thousands, except share and per share data)

(Unaudited)

  Three Months Ended
  March 31,
  2023   2022
           
Revenues $ 23,499     $ 9,040  
Operating expenses:          
Research and development   21,175       30,559  
General and administrative   7,977       10,543  
Total operating expenses   29,152       41,102  
Loss from operations   (5,653 )     (32,062 )
Interest income   2,327       68  
Other income, net   15       13  
Net loss   (3,311 )     (31,981 )
Other comprehensive income (loss):          
Unrealized gain (loss) on short-term investments, net of tax   16       (677 )
Comprehensive loss $ (3,295 )   $ (32,658 )
           
Net loss per share:          
Basic and diluted net loss per share $ (0.05 )   $ (0.49 )
Shares used in computing basic and diluted net loss per share   66,248,992       65,393,691  
               

CYTOMX THERAPEUTICS, INC.

CONDENSED BALANCE SHEETS

(in thousands)

  March 31,   December 31,
  2023   2022
  (unaudited)   (1
)
Assets        
Current assets:        
Cash and cash equivalents $ 56,357     $ 193,650  
Short-term investments   148,145        
Accounts receivable   1,090       35,986  
Prepaid expenses and other current assets   6,685       7,466  
Total current assets   212,277       237,102  
Property and equipment, net   4,573       5,072  
Intangible assets, net   839       875  
Goodwill   949       949  
Restricted cash   917       917  
Operating lease right-of-use asset   15,048       15,949  
Other assets   27       27  
Total assets $ 234,630     $ 260,891  
Liabilities and Stockholders’ Equity (Deficit)        
Current liabilities:        
Accounts payable $ 2,203     $ 2,809  
Accrued liabilities   22,275       28,532  
Deferred revenue, current portion   126,784       121,267  
Total current liabilities   151,262       152,608  
Deferred revenue, net of current portion   157,133       180,059  
Operating lease liabilities – long term   12,872       13,975  
Total liabilities   321,267       346,642  
Commitments and contingencies        
Stockholders’ equity (deficit):        
Convertible preferred stock          
Common stock   1       1  
Additional paid-in capital   639,526       637,117  
Accumulated other comprehensive income   26       10  
Accumulated deficit   (726,190 )     (722,879 )
Total stockholders’ deficit   (86,637 )     (85,751 )
Total liabilities and stockholders’ equity (deficit) $ 234,630     $ 260,891  

__________________
(1) The condensed balance sheet as of December 31, 2022 was derived from the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.



Crown Castle to Present at the J.P. Morgan 51st Annual Global Technology, Media and Communications Conference

HOUSTON, May 09, 2023 (GLOBE NEWSWIRE) — Crown Castle Inc. (NYSE: CCI) (“Crown Castle”) announced today that Dan Schlanger, Crown Castle’s Chief Financial Officer, is scheduled to present on Tuesday, May 23, 2023 at 2:35 p.m. Eastern Time at the J.P. Morgan 51st Annual Global Technology, Media and Communications Conference. Mr. Schlanger’s presentation will be broadcast live over the Internet and is expected to last approximately 35 minutes. The live audio webcast link and presentation for the conference will be available on Crown Castle’s website at www.crowncastle.com, where it will also be archived for replay.

ABOUT CROWN CASTLE

Crown Castle owns, operates and leases more than 40,000 cell towers and approximately 85,000 route miles of fiber supporting small cells and fiber solutions across every major U.S. market. This nationwide portfolio of communications infrastructure connects cities and communities to essential data, technology and wireless service – bringing information, ideas and innovations to the people and businesses that need them. For more information on Crown Castle, please visit www.crowncastle.com.

CONTACTS
Dan Schlanger, CFO
Ben Lowe, VP & Treasurer
Crown Castle Inc.
713-570-3050



HCI Group Reports First Quarter 2023 Results

Pre-Tax Income of $23.1 million

First Quarter Gross Loss Ratio Improved to 33.6% from 40.6%

Greenleaf Sells Two Properties for a Gain of $8.9 Million

TAMPA, Fla., May 09, 2023 (GLOBE NEWSWIRE) — HCI Group, Inc. (NYSE:HCI), a holding company with operations in homeowners insurance, information technology services, real estate, and reinsurance, reported net income of $17.8 million, or $1.54 diluted earnings per share in the first quarter of 2023, compared with net income of $2.8 million, or $0.09 diluted earnings per share, in the first quarter of 2022.

Adjusted net income (a non-GAAP measure which excludes net unrealized gains or losses on equity securities) for the first quarter of 2023 was $17.4 million, or $1.50 diluted earnings per share, compared with adjusted net income of $5.5 million, or $0.34 diluted earnings per share, in the first quarter of 2022. This press release includes an explanation of adjusted net income as well as a reconciliation to net income and earnings per share calculated in accordance with generally accepted accounting principles (known as “GAAP”).

Management Commentary

“We are starting to see the benefits of the company’s underwriting and rate actions as well as the bold leadership provided by the Florida Legislature in 2022,” said HCI Group Chairman and Chief Executive Officer Paresh Patel.

First Quarter 2023 Commentary

Consolidated gross premiums earned in the first quarter of 2023 increased to $180.1 million from $178.9 million in the first quarter of 2022. The increase was primarily due to higher average premium per policy offset by a decline in the number of policies in force.

Premiums ceded for reinsurance increased to $70.5 million from $53.2 million in the first quarter of 2022. Ceded premiums represented 39.2% and 29.7% of gross premiums earned in the first quarters of 2023 and 2022, respectively.

Net investment income increased to $17.7 million from $2.9 million in the first quarter of 2022. The increase included a gain of $8.9 million from the sale of two real estate investment properties at Greenleaf. Also included in investment income was interest income of $7.7 million, which increased from $0.6 million in the first quarter of 2022 reflecting higher yields on fixed maturity securities, cash, and cash equivalents.

Losses and loss adjustment expenses decreased to $60.6 million from $72.7 million in the same period of 2022. Losses and loss adjustment expenses as a percent of gross premiums earned declined to 33.6% from 40.6% in the first quarter of 2022. The decrease was driven by lower claims and litigation frequency in Florida.

Policy acquisition and other underwriting expenses decreased to $22.7 million from $29.4 million in the same quarter of 2022 and declined from 16.4% of gross premiums earned to 12.6%, reflecting a higher mix of renewal policies and lower commissions.

General and administrative personnel expenses decreased to $13.5 million from $14.0 million for the first quarter of 2022.

Conference Call

HCI Group will hold a conference call later today, May 9, 2023, to discuss these financial results. Chairman and Chief Executive Officer Paresh Patel, Chief Operating Officer Karin Coleman and Chief Financial Officer Mark Harmsworth will host the call starting at 4:45 p.m. Eastern time.

A replay of the call will be available after 8:00 p.m. Eastern time on the same day as the call and via the Investor Information section of the HCI Group website at www.hcigroup.com.

Listen-only toll-free number: (888) 506-0062
Listen-only international number: (973) 528-0011
Entry Code: 826822

Please call the conference telephone number 10 minutes before the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Gateway Investor Relations at (949) 574-3860.

A replay of the call will be available by telephone after 8:00 p.m. Eastern time on the same day as the call and via the Investor Information section of the HCI Group website at www.hcigroup.com through May 9, 2024.

Toll-free replay number: (877) 481-4010
International replay number: (919) 882-2331
Replay ID: 48147

About HCI Group, Inc.

HCI Group, Inc. owns subsidiaries engaged in diverse, yet complementary business activities, including homeowners insurance, information technology services, insurance management, real estate, and reinsurance. HCI’s leading insurance operation, TypTap Insurance Company, is a technology-driven homeowners insurance company. TypTap’s operations are powered in large part by insurance-related information technology developed by HCI’s software subsidiary, Exzeo USA, Inc. HCI’s largest subsidiary, Homeowners Choice Property & Casualty Insurance Company, Inc., provides homeowners insurance primarily in Florida. HCI’s real estate subsidiary, Greenleaf Capital, LLC, owns and operates multiple properties in Florida, including office buildings, retail centers and marinas.

The company’s common shares trade on the New York Stock Exchange under the ticker symbol “HCI” and are included in the Russell 2000 and S&P SmallCap 600 Index. HCI Group, Inc. regularly publishes financial and other information in the Investor Information section of the company’s website. For more information about HCI Group and its subsidiaries, visit www.hcigroup.com.

Forward-Looking Statements

This news release may contain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “estimate,” “expect,” “intend,” “plan,” “confident,” “prospects” and “project” and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions, but rather are subject to various risks and uncertainties. For example, the estimation of reserves for losses and loss adjustment expenses is an inherently imprecise process involving many assumptions and considerable management judgment. Some of these risks and uncertainties are identified in the company’s filings with the Securities and Exchange Commission. Should any risks or uncertainties develop into actual events, these developments could have material adverse effects on the company’s business, financial condition and results of operations. HCI Group, Inc. disclaims all obligations to update any forward-looking statements.

Company Contact:

Simon Rosenberg
Investor Relations
HCI Group, Inc.
Tel (813) 405-5261
[email protected]

Investor Relations Contact:

Matt Glover
Gateway Group, Inc.
Tel (949) 574-3860
[email protected]

 
HCI GROUP, INC. AND SUBSIDIARIES
Selected Financial Metrics
(Dollar amounts in thousands, except per share amounts)
 
  Q1 2023     Q1 2022     FY 2022  
  (Unaudited)     (Unaudited)        
Insurance Operations                
Gross Written Premiums:                
Homeowners Choice $ 85,153     $ 91,141     $ 377,860  
TypTap Insurance Company   114,701       86,153       348,159  
Total Gross Written Premiums   199,854       177,294       726,019  
                 
Gross Premiums Earned:                
Homeowners Choice   92,456       118,303       426,502  
TypTap Insurance Company   87,612       60,622       298,214  
Total Gross Premiums Earned   180,068       178,925       724,716  
                 
Gross Premiums Earned Loss Ratio   33.6 %     40.6 %     51.3 %
                 
Per Share Metrics                
GAAP Diluted EPS $ 1.54     $ 0.09     $ (6.24 )
Non-GAAP Adjusted Diluted EPS $ 1.50     $ 0.34     $ (5.48 )
                 
Dividends per share $ 0.40     $ 0.40     $ 1.60  
                 
Book value per share at the end of period $ 20.97     $ 31.66     $ 18.91  
                 
Shares outstanding at the end of period   8,596,673       10,125,927       8,598,682  
                       

HCI GROUP, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(Dollar amounts in thousands)
 
  March 31, 2023     December 31, 2022  
  (Unaudited)        
Assets          
Fixed-maturity securities, available for sale, at fair value (amortized cost: $531,899 and $494,197, respectively and allowance for credit losses: $0 and $0, respectively) $ 524,756     $ 483,901  
Equity securities, at fair value (cost: $38,575 and $36,272, respectively)   37,415       34,583  
Limited partnership investments   24,520       25,702  
Investment in unconsolidated joint venture, at equity         18  
Real estate investments   43,562       71,388  
Total investments   630,253       615,592  
           
Cash and cash equivalents   302,025       234,863  
Restricted cash   2,987       2,900  
Accrued interest and dividends receivable   2,525       1,952  
Income taxes receivable   707       2,807  
Premiums receivable, net (allowance: $10,054 and $5,362, respectively)   44,966       34,998  
Prepaid reinsurance premiums   27,063       66,627  
Reinsurance recoverable, net of allowance for credit losses:          
Paid losses and loss adjustment expenses (allowance: $0 and $0, respectively)   36,896       71,594  
Unpaid losses and loss adjustment expenses (allowance: $453 and $454, respectively)   559,804       616,765  
Deferred policy acquisition costs   46,632       45,522  
Property and equipment, net   26,734       17,910  
Right-of-use-assets – operating leases   1,466       777  
Intangible assets, net   7,686       10,578  
Funds withheld for assumed business   45,274       48,772  
Other assets   36,104       31,671  
           
Total assets $ 1,771,122     $ 1,803,328  
           
Liabilities and Equity          
Losses and loss adjustment expenses $ 806,308     $ 863,765  
Unearned premiums   387,833       368,047  
Advance premiums   25,834       18,587  
Reinsurance payable on paid losses and loss adjustment expenses   7,043       8,606  
Ceded reinsurance premiums payable   14,123       17,646  
Accrued expenses   20,633       14,534  
Reinsurance recovered in advance on unpaid losses         19,863  
Deferred income taxes, net   3,160       1,704  
Long-term debt   196,158       211,687  
Lease liabilities – operating leases   1,422       721  
Other liabilities   35,886       23,361  
           
Total liabilities   1,498,400       1,548,521  
           
Commitments and contingencies          
Redeemable noncontrolling interest   92,865       93,553  
           
Equity:          
Common stock, (no par value, 40,000,000 shares authorized, 8,596,673 and 8,598,682
shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively)
         
Additional paid-in capital   332        
Retained income   185,028       172,482  
Accumulated other comprehensive loss, net of taxes   (5,098 )     (9,886 )
Total stockholders’ equity   180,262       162,596  
Noncontrolling interests   (405 )     (1,342 )
Total equity   179,857       161,254  
           
Total liabilities, redeemable noncontrolling interest, and equity $ 1,771,122     $ 1,803,328  
               

HCI GROUP, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited)
(Dollar amounts in thousands, except per share amounts)
 
  Three Months Ended  
  March 31,  
  2023     2022  
Revenue          
           
Gross premiums earned $ 180,068     $ 178,925  
Premiums ceded   (70,509 )     (53,162 )
           
Net premiums earned   109,559       125,763  
           
Net investment income   17,715       2,868  
Net realized investment losses   (1,149 )     (314 )
Net unrealized investment gains (losses)   529       (3,576 )
Policy fee income   1,090       1,057  
Other   1,285       1,242  
           
Total revenue   129,029       127,040  
           
Expenses          
           
Losses and loss adjustment expenses   60,565       72,704  
Policy acquisition and other underwriting expenses   22,720       29,408  
General and administrative personnel expenses   13,502       14,034  
Interest expense   2,801       601  
Other operating expenses   6,305       6,292  
           
Total expenses   105,893       123,039  
           
Income before income taxes   23,136       4,001  
           
Income tax expense   5,343       1,210  
           
Net income $ 17,793     $ 2,791  
Net income attributable to redeemable noncontrolling interest   (2,324 )     (2,248 )
Net (income) loss attributable to noncontrolling interests   (131 )     360  
           
Net income after noncontrolling interests $ 15,338     $ 903  
           
Basic earnings per share $ 1.78     $ 0.09  
           
Diluted earnings per share $ 1.54     $ 0.09  
           
Dividends per share $ 0.40     $ 0.40  
               

HCI GROUP, INC. AND SUBSIDIARIES

(Amounts in thousands, except per share amounts)

A summary of the numerator and denominator of basic and diluted earnings per common share calculated in accordance with GAAP is presented below.

  Three Months Ended   Three Months Ended
GAAP March 31, 2023   March 31, 2022
  Income     Shares (a)   Per Share   Income     Shares (a)   Per Share
  (Numerator)     (Denominator)   Amount   (Numerator)     (Denominator)   Amount
Net income $ 17,793             $ 2,791          
Less: Net income attributable to redeemable noncontrolling interest   (2,324 )             (2,248 )        
Less: TypTap Group’s net (income) loss attributable to non-HCI common stockholders and TypTap Group’s participating securities   (131 )             360          
Net income attributable to HCI   15,338               903          
Less: Income attributable to participating securities   (564 )             (52 )        
Basic Earnings Per Share:                          
Income allocated to common stockholders   14,774       8,278   $ 1.78     851       9,479   $ 0.09
                           
Effect of Dilutive Securities: *                          
Stock options         45               135    
Convertible senior notes   1,921       2,537                  
Warrants                       153    
                           
Diluted Earnings Per Share:                          
Income available to common stockholders and assumed conversions $ 16,695       10,860   $ 1.54   $ 851       9,767   $ 0.09
                           
(a) Shares in thousands.
* For the three months ended March 31, 2023, warrants were excluded due to anti-dilutive effect. For the three months ended March 31, 2022, convertible senior notes were excluded due to anti-dilutive effect.
 

Non-GAAP Financial Measures

Adjusted net income is a Non-GAAP financial measure that removes from net income of HCI’s portion of the effect of unrealized gains or losses on equity securities required to be included in results of operations in accordance with Accounting Standards Codification 321. HCI Group believes net income without the effect of volatility in equity prices more accurately depicts operating results. This financial measurement is not recognized in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and should not be viewed as an alternative to GAAP measures of performance. A reconciliation of GAAP Net income to Non-GAAP Adjusted net income and GAAP diluted earnings per share to Non-GAAP Adjusted diluted earnings per share is provided below.


Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income

  Three Months Ended   Three Months Ended
  March 31, 2023   March 31, 2022
GAAP Net income       $ 17,793           $ 2,791  
Net unrealized investment (gains) losses $ (529 )         $ 3,576        
Less: Tax effect at 25.345% $ 134           $ (906 )      
Net adjustment to Net income       $ (395 )         $ 2,670  
Non-GAAP Adjusted Net income       $ 17,398           $ 5,461  
                           

HCI GROUP, INC. AND SUBSIDIARIES

(Amounts in thousands, except per share amounts)

A summary of the numerator and denominator of the basic and diluted earnings per common share calculated with the Non-GAAP financial measure Adjusted net income is presented below.

  Three Months Ended   Three Months Ended
Non-GAAP March 31, 2023   March 31, 2022
  Income     Shares (a)   Per Share   Income     Shares (a)   Per Share
  (Numerator)     (Denominator)   Amount   (Numerator)     (Denominator)   Amount
Adjusted net income (non-GAAP) $ 17,398             $ 5,461          
Less: Net income attributable to redeemable noncontrolling interest   (2,324 )           $ (2,248 )        
Less: TypTap Group’s net (income) loss attributable to non-HCI common stockholders and TypTap Group’s participating securities   (127 )             340          
Net income attributable to HCI   14,947               3,553          
Less: Income attributable to participating securities   (550 )             (222 )        
                           
Basic Earnings Per Share before unrealized gains/losses on equity securities:                          
Income allocated to common stockholders   14,397       8,278   $ 1.74     3,331       9,479   $ 0.35
                           
Effect of Dilutive Securities: *                          
Stock options         45               135    
Convertible senior notes   1,921       2,537                  
Warrants                       153    
                           
Diluted Earnings Per Share before unrealized gains/losses on equity securities:                          
Income available to common stockholders and assumed conversions $ 16,318     $ 10,860   $ 1.50   $ 3,331     $ 9,767   $ 0.34
                           
(a) Shares in thousands.
* For the three months ended March 31, 2023, warrants were excluded due to anti-dilutive effect. For the three months ended March 31, 2022, convertible senior notes were excluded due to anti-dilutive effect.
 


Reconciliation of GAAP Diluted EPS to Non-GAAP Adjusted Diluted EPS

  Three Months Ended   Three Months Ended
  March 31, 2023   March 31, 2022
GAAP diluted Earnings Per Share       $ 1.54           $ 0.09  
Net unrealized investment (gains) losses $ (0.05 )         $ 0.37        
Less: Tax effect at 25.345% $ 0.01           $ (0.12 )      
Net adjustment to GAAP diluted EPS       $ (0.04 )         $ 0.25  
Non-GAAP Adjusted diluted EPS       $ 1.50           $ 0.34  



Generation Bio to Present at the JMP Securities Life Sciences Conference

CAMBRIDGE, Mass., May 09, 2023 (GLOBE NEWSWIRE) — Generation Bio Co. (Nasdaq:GBIO), a biotechnology company innovating genetic medicines for people living with rare and prevalent diseases, announced that Matt Norkunas, M.D., chief financial officer, will present at the JMP Securities Life Sciences on Tuesday, May 16, 2023 at 1:00 p.m. EST in New York.

A live webcast of the presentation will be available on the investor section of the company’s website at investors.generationbio.com. A replay will be available there for 30 days following the event.

About Generation Bio

Generation Bio is innovating genetic medicines to provide durable, redosable treatments for people living with rare and prevalent diseases. The company’s non-viral genetic medicine platform incorporates a novel DNA construct called closed-ended DNA, or ceDNA; a unique cell-targeted lipid nanoparticle delivery system, or ctLNP; and a highly scalable capsid-free manufacturing process that uses proprietary cell-free rapid enzymatic synthesis, or RES, to produce ceDNA. This approach is designed to enable multi-year durability from a single dose, to deliver large genetic payloads, including multiple genes, to specific tissues and cell types, and to allow titration and redosing to adjust or extend expression levels in each patient. RES has the potential to expand Generation Bio’s manufacturing scale to hundreds of millions of doses to support its mission to extend the reach of genetic medicine to more people, living with more diseases, around the world. 
For more information, please visit www.generationbio.com. 

Investors and Media Contact

Maren Killackey
Generation Bio
[email protected]
857-371-4638



Clearmind Medicine Retains Crescendo Communications LLC. for Investor Relations and Announces Granting of Stock and Warrants

Tel Aviv, Israel / Vancouver, Canada, May 09, 2023 (GLOBE NEWSWIRE) — Clearmind Medicine Inc. (NASDAQ: CMND) (CSE: CMND), (FSE: CWY) (“Clearmind” or “the company”), a biotech company focused on discovery and development of novel psychedelic-derived therapeutics to solve major under-treated health problems, today announced that it has retained Crescendo Communications, LLC for strategic investor relations and capital markets communications services (the “Agreement”).

In addition, the company announces the issuance of an aggregate of 90,146 shares and 2,241 warrants pursuant to previously announced agreements.

Of these shares 45,329 were issued to consultants and 44,817 were issued to providers of investor services.

About 
Clearmind
 Medicine Inc.

Clearmind is a psychedelic pharmaceutical biotech company focused on the discovery and development of novel psychedelic-derived therapeutics to solve widespread and underserved health problems, including alcohol use disorder. Its primary objective is to research and develop psychedelic-based compounds and attempt to commercialize them as regulated medicines, foods or supplements.

The company’s intellectual portfolio currently consists of fourteen patent families. The company intends to seek additional patents for its compounds whenever warranted and will remain opportunistic regarding the acquisition of additional intellectual property to build its portfolio.

Shares of Clearmind are listed for trading on Nasdaq and the Canadian Securities Exchange under the symbol “CMND” and the Frankfurt Stock Exchange under the symbol “CWY.”

For further information visit: https://www.clearmindmedicine.com or contact:

Investor Relations

[email protected]

Telephone: (604) 260-1566

General Inquiries

[email protected]

www.Clearmindmedicine.com

FORWARD-LOOKING STATEMENTS:

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act and other securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, the Company is using forward-looking statements when it discusses the services to be performed by IMP and the benefit to the company therefrom, the timing of clinical trials, and the market size for AUD treatment and expected growth. Forward-looking statements are not historical facts, and are based upon management’s current expectations, beliefs and projections, many of which, by their nature, are inherently uncertain. Such expectations, beliefs and projections are expressed in good faith. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved, and actual results may differ materially from what is expressed in or indicated by the forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the forward-looking statements. For a more detailed description of the risks and uncertainties affecting the Company, reference is made to the Company’s reports filed from time to time with the Securities and Exchange Commission (“SEC”), including, but not limited to, the risks detailed in the Company’s annual report on Form 20-F filed with the SEC on February 6, 2023. Forward-looking statements speak only as of the date the statements are made. The Company assumes no obligation to update forward-looking statements to reflect actual results, subsequent events or circumstances, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws. If the Company does update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect thereto or with respect to other forward-looking statements. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Clearmind is not responsible for the contents of third-party websites.



Greenlight Re Announces First Quarter 2023 Financial Results


Gross premiums written increased

27.8%
;


Net


income


of


$5.9 million


(


$0.17


per diluted ordinary share

)

;



Fully diluted book value per share


increased


1.1%


to


$14.75
  

GRAND CAYMAN, Cayman Islands, May 09, 2023 (GLOBE NEWSWIRE) — Greenlight Capital Re, Ltd. (NASDAQ: GLRE) (“Greenlight Re” or the “Company”) today reported its financial results for the first quarter ended March 31, 2023.

First Quarter
2023 Highlights
(all comparisons are to first quarter 2022 unless noted otherwise):

  • Gross premiums written increased 27.8% to $186.5 million;
  • Net premiums earned increased 13.3% to $142.6 million;
  • Underwriting income of $0.4 million compared to an underwriting loss of $7.7 million;
  • Net income of $5.9 million, or $0.17 per diluted ordinary share compared to a net loss of $5.7 million, or $(0.17) per diluted ordinary share;
  • Combined ratio of 99.8%, compared to a combined ratio of 106.2%;
  • Total investment income of $5.2 million, compared to total investment income of $7.7 million; and
  • Fully diluted book value per share increased $0.16, or 1.1%, to $14.75, compared to $14.59 on December 31, 2022.

Simon Burton, Chief Executive Officer of Greenlight Re, stated, “During the first quarter we executed our strategy of expanding our portfolio into exceptional market conditions, with an increase in net written premium of 25%. Although our combined ratio improved more than 6% compared to last year, adverse prior year development prevented the impacts of the favorable market from flowing through this quarter. We expect the impact of our underwriting strategy and rate increases to flow through as improved combined ratios as 2023 progresses.”

David Einhorn, Chairman of the Board of Directors, said, “The first quarter was a challenging investment environment, as many investments that performed well in 2022, reversed in early 2023. The Solasglas investment portfolio had a (1.1)% return during the quarter. We repositioned the portfolio from bearish to neutral in response to the banking bailouts and likely shift in Fed policy from fighting inflation to financial stability.”

First Quarter 2023
Results

Gross premiums written in the first quarter of 2023 were $186.5 million, compared to $145.9 million in the first quarter of 2022. The $40.6 million increase, or 27.8%, relates primarily to new opportunities and improved pricing on property and general liability business, as well as several new specialty contracts bound during the quarter.

The Company recognized net underwriting income of $0.4 million in the first quarter of 2023. By comparison, the equivalent period in 2022 reported an underwriting loss of $7.7 million. The combined ratio for the first quarter of 2023 was 99.8%, an improvement of 6.4 percentage points over the equivalent period in 2022. The improved underwriting performance was net of $12.0 million, (8.4 percentage points), of adverse loss development on prior years’ contracts. The current period loss ratio included 6.2 million, or 4.3 percentage points, of losses related to the Turkey earthquake, the New Zealand Cyclone Gabrielle and U.S. convective storms that occurred during the first quarter of 2023. The convective storm losses stemmed from a single homeowners program written in 2022. The program was subsequently restructured at January 1, 2023 at significantly improved terms.

The following table summarizes the components of our combined ratio.

Underwriting ratios   First Quarter
2023
  First Quarter
2022
Loss ratio – current year   59.4 %   75.6 %
Loss ratio – prior year   8.4 %   1.8 %
Loss ratio   67.8 %   77.4 %
Acquisition cost ratio   29.1 %   26.2 %
Composite ratio   96.9 %   103.6 %
Underwriting expense ratio   2.9 %   2.6 %
Combined ratio   99.8 %   106.2 %

The Company’s total investment income during the first quarter of 2023 was $5.2 million. The Company’s investment in the Solasglas fund, managed by DME Advisors, returned (1.1)%, representing a loss of $3.1 million. The Company reported $8.4 million of other investment income, primarily from interest earned on its restricted cash and cash equivalents.

The Company reported other non-underwriting income of $7.1 million during the first quarter of 2023, due primarily to foreign exchange gains driven by the strengthening of the pound sterling and investment income on the funds withheld by the Lloyd’s syndicates.

The net income of $5.9 million contributed to the 1.1% increase in fully diluted book value per share which increased to $14.75 per share at March 31, 2023.


Greenlight Capital Re, Ltd. First Quarter 2023 Earnings Call

Greenlight Re will host a live conference call to discuss its financial results on Wednesday, May 10, 2023, at 9:00 a.m. Eastern Time. Dial-in details:        

  U.S. toll free   1-877-407-9753
  International     1-201-493-6739
       

The conference call can also be accessed via webcast at:

https://event.webcasts.com/starthere.jsp?ei=1606202&tp_key=8adc1f9f25

A telephone replay will be available following the call through May 15, 2023.  The replay of the call may be accessed by dialing 1-877-660-6853 (U.S. toll free) or 1-201-612-7415 (international), access code 13735400. An audio file of the call will also be available on the Company’s website, www.greenlightre.com.

Non-GAAP Financial Measures

In presenting the Company’s results, management has included financial measures that are not calculated under standards or rules that comprise accounting principles generally accepted in the United States (GAAP). Such measures, including basic book value per share, fully diluted book value per share, and net underwriting income (loss), are referred to as non-GAAP measures. These non-GAAP measures may be defined or calculated differently by other companies. Management believes these measures allow for a more thorough understanding of the underlying business. These measures are used to monitor our results and should not be viewed as a substitute for those determined in accordance with GAAP. Reconciliations of such measures to the most comparable GAAP figures are included in the attached financial information in accordance with Regulation G.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the U.S. Federal securities laws. These statements involve risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements made on the Company’s behalf. These risks and uncertainties include the impact of general economic conditions and conditions affecting the insurance and reinsurance industry, the adequacy of our reserves, our ability to assess underwriting risk, trends in rates for property and casualty insurance and reinsurance, competition, investment market fluctuations, trends in insured and paid losses, catastrophes, regulatory and legal uncertainties and other factors described in our most recent Form 10-K filed with the Securities and Exchange Commission (“SEC”), as those factors may be updated from time to time in our periodic and other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as provided by law.

About Greenlight Capital Re, Ltd.

Greenlight Re (www.greenlightre.com) provides multiline property and casualty insurance and reinsurance through its licensed and regulated reinsurance entities in the Cayman Islands and Ireland, and its Lloyd’s platform, Greenlight Innovation Syndicate 3456. The Company complements its underwriting activities with a non-traditional investment approach designed to achieve higher rates of return over the long term than reinsurance companies that exclusively employ more traditional investment strategies. In 2018, the Company launched its Greenlight Re Innovations unit, which supports technology innovators in the (re)insurance space by providing investment capital, risk capacity, and access to a broad insurance network.

Investor Relations Contact

Karin Daly
Vice President, The Equity Group Inc.
(212) 836-9623
[email protected]

GREENLIGHT CAPITAL RE, LTD.

CONDENSED CONSOLIDATED
BALANCE SHEETS

UNAUDITED

(expressed in thousands of U.S. dollars, except per share and share amounts)

  March 31,
2023
  December 31,
2022
Assets      
Investments      
Investment in related party investment fund $ 196,060   $ 178,197
Other investments   71,162     70,279
Total investments   267,222     248,476
Cash and cash equivalents   40,024     38,238
Restricted cash and cash equivalents   626,236     668,310
Reinsurance balances receivable (net of allowance for expected credit losses)   581,641     505,555
Loss and loss adjustment expenses recoverable (net of allowance for expected credit losses)   16,927     13,239
Deferred acquisition costs   84,555     82,391
Unearned premiums ceded   20,783     18,153
Other assets   7,128     6,019
Total assets $ 1,644,516   $ 1,580,381
Liabilities and equity      
Liabilities      
Loss and loss adjustment expense reserves $ 595,799   $ 555,468
Unearned premium reserves   337,889     307,820
Reinsurance balances payable   109,249     105,135
Funds withheld   21,846     21,907
Other liabilities   7,311     6,397
Convertible senior notes payable   62,381     80,534
Total liabilities   1,134,475     1,077,261
Shareholders’ equity      
Ordinary share capital (Class A: par value $0.10; authorized, 100,000,000; issued and outstanding, 29,007,963 (2022: 28,569,346): Class B: par value $0.10; authorized, 25,000,000; issued and outstanding, 6,254,715 (2022: 6,254,715)) $ 3,526   $ 3,482
Additional paid-in capital   479,429     478,439
Retained earnings   27,086     21,199
Total shareholders’ equity   510,041     503,120
Total liabilities and equity $ 1,644,516   $ 1,580,381
 
 

GREENLIGHT CAPITAL RE, LTD.

CONDENSED CONSOLIDATED
RESULTS OF OPERATIONS

(UNAUDITED)

(expressed in thousands of U.S. dollars, except percentages and per share amounts)

  Three months ended March 31
   2023     2022 
Underwriting revenue      
Gross premiums written $ 186,455     $ 145,886  
Gross premiums ceded   (11,212 )     (6,009 )
Net premiums written   175,243       139,877  
Change in net unearned premium reserves   (32,594 )     (13,952 )
Net premiums earned $ 142,649     $ 125,925  
Underwriting related expenses      
Net loss and loss adjustment expenses incurred      
Current year $ 84,687     $ 95,082  
Prior year   12,038       2,325  
Net loss and loss adjustment expenses incurred   96,725       97,407  
Acquisition costs   41,476       32,945  
Underwriting expenses   3,939       3,221  
Deposit accounting and other reinsurance expense (income)   132       34  
Net underwriting income (loss) $ 377     $ (7,682 )
       
Income (loss) from investment in related party investment fund $ (3,138 )   $ 4,077  
Net investment income (loss)   8,378       3,660  
Total investment income (loss) $ 5,240     $ 7,737  
Net underwriting and investment income (loss) $ 5,617     $ 55  
       
Corporate expenses $ 5,997     $ 4,011  
Other (income) expense, net   (7,097 )     633  
Interest expense   776       1,154  
Income tax expense (benefit)   54       (16 )
Net income (loss) $ 5,887     $ (5,727 )
       
Earnings (loss) per share (Class A and Class B)      
Basic $ 0.17     $ (0.17 )
Diluted $ 0.17     $ (0.17 )
               

The following tables present the Company’s net premiums earned and underwriting ratios by line of business: 

  Three months ended March 31   Three months ended March 31
   2023    2022
  Property   Casualty   Other   Total   Property   Casualty   Other   Total
  ($ in thousands except percentage)
Net premiums earned $ 18,743     $ 84,115     $ 39,791     $ 142,649     $ 14,490     $ 81,228     $ 30,207     $ 125,925  
Underwriting ratios                              
Loss ratio   93.5 %     72.6 %     45.6 %     67.8 %     67.0 %     68.2 %     107.0 %     77.4 %
Acquisition cost ratio   19.0       30.4       31.0       29.1       23.1       26.2       27.6       26.2  
Composite ratio   112.5 %     103.0 %     76.6 %     96.9 %     90.1 %     94.4 %     134.6 %     103.6 %
Underwriting expense ratio               2.9                   2.6  
Combined ratio               99.8 %                 106.2 %
 

GREENLIGHT CAPITAL RE, LTD.

KEY FINANCIAL MEASURES AND NON-GAAP MEASURES

Management uses certain key financial measures, some of which are not prescribed under U.S. GAAP rules and standards (“non-GAAP financial measures”), to evaluate our financial performance, financial position, and the change in shareholder value. Generally, a non-GAAP financial measure, as defined in SEC Regulation G, is a numerical measure of a company’s historical or future financial performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented under U.S. GAAP. We believe that these measures, which may be calculated or defined differently by other companies, provide consistent and comparable metrics of our business performance to help shareholders understand performance trends and facilitate a more thorough understanding of the Company’s business. Non-GAAP financial measures should not be viewed as substitutes for those determined under U.S. GAAP.

The non-GAAP financial measures used in this report are:

  • Basic book value per share and fully diluted book value per share; and
  • Net underwriting income (loss)

These non-GAAP financial measures are described below.


Basic Book Value Per Share and Fully Diluted Book Value Per Share

We believe that long-term growth in fully diluted book value per share is the most relevant measure of our financial performance because it provides management and investors a yardstick to monitor the shareholder value generated. Fully diluted book value per share may also help our investors, shareholders, and other interested parties form a basis of comparison with other companies within the property and casualty reinsurance industry. Basic book value per share and fully diluted book value per share should not be viewed as substitutes for the comparable U.S. GAAP measures.

We calculate basic book value per share as (a) ending shareholders’ equity, divided by (b) aggregate of Class A and Class B ordinary shares issued and outstanding, including all unvested service-based restricted shares, and the earned portion of performance-based restricted shares granted after December 31, 2021. We exclude shares potentially issuable in connection with convertible notes if the conversion price exceeds the share price.

Fully diluted book value per share represents basic book value per share combined with any dilutive impact of in-the-money stock options, unvested service-based RSUs, and the earned portion of unvested performance-based RSUs granted. Fully diluted book value per share also includes the dilutive effect, if any, of ordinary shares expected to be issued upon settlement of the convertible notes.

Our primary financial goal is to increase fully diluted book value per share over the long term. We use fully diluted book value per share as a financial measure in our annual incentive compensation.

The following table presents a reconciliation of the non-GAAP financial measures basic and fully diluted book value per share to the most comparable U.S. GAAP measure:

  March 31,
2023
  December 31, 2022   September 30, 2022   June 30,
2022
  March 31,
2022
    ($ in thousands, except per share and share amounts)
Numerator for basic and fully diluted book value per share:                  
Total equity (U.S. GAAP) (numerator for basic and fully diluted book value per share) $ 510,041     $ 503,120     $ 466,952     $ 484,293     $ 468,407  
Denominator for basic and fully diluted book value per share:

(1)
                 
Ordinary shares issued and outstanding as presented in the Company’s consolidated
balance sheets
  35,262,678       34,824,061       34,824,061       34,721,231       34,721,231  
Less: Unearned performance-based restricted shares granted after December 31, 2021   (851,828 )     (516,489 )     (539,161 )     (560,927 )     (581,593 )
Denominator for basic book value per share   34,410,850       34,307,572       34,284,900       34,160,304       34,139,638  
Add: In-the-money stock options, service-based RSUs granted, and earned
performance-based RSUs granted
  157,431       187,750       183,790       179,988       176,379  
Denominator for fully diluted book value per share   34,568,281       34,495,322       34,468,690       34,340,292       34,316,017  
Basic book value per share $ 14.82     $ 14.66     $ 13.62     $ 14.18     $ 13.72  
Increase (decrease) in basic book value per share ($) $ 0.16     $ 1.04     $ (0.56 )   $ 0.46     $ (0.33 )
Increase (decrease) in basic book value per share (%)   1.1 %     7.6 %     (3.9 )%     3.4 %     (2.3 )%
                   
Fully diluted book value per share $ 14.75     $ 14.59     $ 13.55     $ 14.10     $ 13.65  
Increase (decrease) in fully diluted book value per share ($) $ 0.16     $ 1.04     $ (0.55 )   $ 0.45     $ (0.34 )
Increase (decrease) in fully diluted book value per share (%)   1.1 %     7.7 %     (3.9 )%     3.3 %     (2.4 )%

(1)
For periods prior to January 1, 2022, all unvested restricted shares are included in the “basic” and “fully diluted” denominators. Restricted shares with performance-based vesting conditions granted after December 31, 2021, are included in the “basic” and “fully diluted” denominators to the extent that the Company has recognized the corresponding share-based compensation expense. At March 31, 2023, the aggregate number of unearned restricted shares with performance conditions not included in the “basic” and “fully diluted” denominators was 1,014,317 (December 31, 2022: 709,638, September 30, 2022: 732,310, June 30, 2022: 754,076, March 31, 2022: 774,742).


Net Underwriting Income (Loss)

One way that we evaluate the Company’s underwriting performance is by measuring net underwriting income (loss). We do not use premiums written as a measure of performance. Net underwriting income (loss) is a performance measure used by management to evaluate the fundamentals underlying the Company’s underwriting operations. We believe that the use of net underwriting income (loss) enables investors and other users of the Company’s financial information to analyze our performance in a manner similar to how management analyzes performance. Management also believes this measure follows industry practice and allows the users of financial information to compare the Company’s performance with that of our industry peer group.

Net underwriting income (loss) is considered a non-GAAP financial measure because it excludes items used to calculate net income before taxes under U.S. GAAP. We calculate net underwriting income (loss) as net premiums earned, plus other income relating to reinsurance and deposit-accounted contracts, less deposit interest expense, less net loss and loss adjustment expenses, acquisition costs, and underwriting expenses. The measure excludes, on a recurring basis: (1) investment income (loss); (2) other income (expense) not related to underwriting, including foreign exchange gains or losses, Lloyd’s interest income and expense, and adjustments to the allowance for expected credit losses; (3) corporate general and administrative expenses; and (4) interest expense. We exclude total investment income or loss, foreign exchange gains or losses, Lloyd’s interest income or expense and expected credit losses as we believe these items are influenced by market conditions and other factors unrelated to underwriting decisions. Additionally, we exclude corporate and interest expenses because these costs are generally fixed and not incremental to or directly related to our underwriting operations. We believe all of these amounts are largely independent of our underwriting process, and including them could hinder the analysis of trends in our underwriting operations. Net underwriting income (loss) should not be viewed as a substitute for U.S. GAAP net income before income taxes.

The reconciliations of net underwriting income (loss) to income (loss) before income taxes (the most directly comparable U.S. GAAP financial measure) on a consolidated basis are shown below:

  Three months ended March 31
   2023     2022 
  ($ in thousands)
Income (loss) before income tax $ 5,941     $ (5,743 )
Add (subtract):      
Total investment (income) loss   (5,240 )     (7,737 )
Other non-underwriting (income) expense   (7,097 )     633  
Corporate expenses   5,997       4,011  
Interest expense   776       1,154  
Net underwriting income (loss) $ 377     $ (7,682 )