UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 8, 2007
ENCORE CAPITAL GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware | 000-26489 | 48-1090909 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
8875 Aero Drive, Suite 200, San Diego, California | 92123 | |
(Address of Principal Executive Offices) | (Zip Code) |
(877) 445-4581
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 | Results of Operations and Financial Condition |
On August 8, 2007, we issued a press release announcing our financial results for the second quarter ended June 30, 2007.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit Number |
Description | |
99.1 | Press release dated August 8, 2007 |
The information reported in this Current Report on Form 8-K, including the exhibit, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities under that Section, nor be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ENCORE CAPITAL GROUP, INC. | ||||
Date: August 8, 2007 |
/s/ Paul Grinberg | |||
Paul Grinberg | ||||
Executive Vice President and Chief Financial Officer |
EXHIBIT INDEX
Exhibit Number |
Description | |
99.1 | Press release dated August 8, 2007 |
Exhibit 99.1
For Immediate Release
Encore Capital Group Announces Second Quarter 2007 Results
SAN DIEGO, August 8, 2007 /PRNewswire-FirstCall/ Encore Capital Group, Inc. (Nasdaq: ECPG), a leading distressed consumer debt management company, today reported consolidated financial results for the second quarter ended June 30, 2007.
For the second quarter of 2007:
| Net loss was $0.8 million or $0.04 per fully diluted share, compared to net income of $7.5 million or $0.32 per fully diluted share in the same period of the prior year. The loss includes the one-time impact of a $6.9 million, or $0.30 per fully diluted share, after-tax charge related to the agreement reached with the Companys previous lender to pay off all future contingent interest. |
| Adjusted EBITDA, defined as net income before interest, taxes, depreciation and amortization, stock-based compensation expense, and portfolio amortization, was $47.1 million, a 10% increase over the $42.8 million in the same period of the prior year. |
| Gross collections were $93.6 million, an 18% increase over the $79.2 million in the same period of the prior year. |
| Revenues from receivable portfolios were $64.0 million, a 7% increase over the $59.6 million in the same period of the prior year. Revenue recognized on receivable portfolios, as a percentage of portfolio collections, was 68%, compared to 75% in the same period of the prior year. The lower revenue recognition rate was attributable to a higher percentage of collections from more recently purchased portfolios that have lower collection multiples assigned to them, as well as a higher level of collections in the second quarter of 2007 than in the same period of the prior year. |
| Revenues from bankruptcy servicing were $3.2 million, compared to $6.2 million in the same period of the prior year. The decrease in revenues from bankruptcy servicing is attributable to the one-time spike in bankruptcy placements leading up to bankruptcy reform in 2005, which were recognized in revenue in the second quarter of 2006. Revenues from bankruptcy servicing for the first quarter of 2007 were also $3.2 million. |
| Operating expense (excluding stock-based compensation expense, bankruptcy servicing operating expenses and the final costs related to the consideration of strategic alternatives) per dollar collected increased to 50.5% compared to 49.5% in the same period of the prior year. This increase was primarily attributable to the increase in legal costs associated with the Companys newer collection initiatives. Total operating expenses were $52.6 million, a 15% increase over the $45.7 million in the same period of the prior year. |
| Total interest expense was $16.0 million compared to $7.3 million in the same period of the prior year. Approximately $11.7 million of the total interest expense in the second quarter of 2007 is attributable to the agreement reached with the Companys previous lender to pay off all future contingent interest payments. |
Encore Capital Group, Inc.
| Investments in receivable portfolios were $41.1 million to purchase $1.3 billion in face value of debt, compared to $21.3 million to purchase $594 million in face value of debt in the same period of the prior year. |
Conference Call and Webcast
The Company will hold a conference call today at 2:00 PM Pacific time / 5:00 P.M. Eastern time to discuss second quarter results. Members of the public are invited to listen to the live conference call via the Internet.
To hear the presentation, log on at the Investor Relations page of the Companys web site at www.encorecapitalgroup.com. For those who cannot listen to the live broadcast, a replay of the conference call will be available shortly after the call at the same location.
Non-GAAP Financial Measures
The Company has included information concerning Adjusted EBITDA because management utilizes this information, which is materially similar to a financial measure contained in covenants used in the Companys credit agreement, in the evaluation of its operations and believes that this measure is a useful indicator of the Companys ability to generate cash collections in excess of operating expenses through the liquidation of its receivable portfolios. The Company has included information concerning total operating expenses excluding stock-based compensation expense, bankruptcy servicing operating expenses and costs related to the consideration of strategic alternatives in order to facilitate a comparison of approximate cash costs to cash collections for the debt purchasing business in the periods presented. These non-GAAP financial measures should not be considered as alternatives to, or more meaningful than, net income and total operating expenses as indicators of Encore Capital Groups operating performance. Neither Adjusted EBITDA nor operating expenses excluding stock-based compensation expense, bankruptcy servicing operating expenses and costs related to the consideration of strategic alternatives has been prepared in accordance with generally accepted accounting principles (GAAP). These non-GAAP financial measures, as presented by Encore Capital Group, may not be comparable to similarly titled measures reported by other companies. The Company has included a reconciliation of Adjusted EBITDA to reported earnings under GAAP, and a reconciliation of operating expenses excluding stock-based compensation expense, bankruptcy servicing operating expenses and costs related to the consideration of strategic alternatives to the GAAP measure total operating expenses in the attached financial tables.
About Encore Capital Group, Inc.
Encore Capital Group, Inc. is a systems-driven purchaser and manager of charged-off consumer receivables portfolios. More information on the company can be found at www.encorecapitalgroup.com.
Encore Capital Group, Inc.
Contact:
Encore Capital Group, Inc.
Paul Grinberg (858) 309-6904
paul.grinberg@encorecapitalgroup.com
or
Ren Zamora (858) 560-3598
ren.zamora@encorecapitalgroup.com
FINANCIAL TABLES FOLLOW
Encore Capital Group, Inc.
ENCORE CAPITAL GROUP, INC.
Condensed Consolidated Statements of Financial Condition
(In Thousands, Except Par Value Amounts)
June 30, 2007 (Unaudited) |
December 31, 2006 (A) | |||||
Assets |
||||||
Cash and cash equivalents |
$ | 4,495 | $ | 10,791 | ||
Restricted cash |
3,942 | 4,660 | ||||
Accounts receivable, net |
3,768 | 2,599 | ||||
Investment in receivable portfolios, net |
327,586 | 300,348 | ||||
Property and equipment, net |
4,954 | 5,249 | ||||
Prepaid income tax |
8,079 | 3,727 | ||||
Purchased servicing asset |
528 | 1,132 | ||||
Forward flow asset |
21,078 | 27,566 | ||||
Other assets |
25,618 | 21,903 | ||||
Goodwill |
13,735 | 13,735 | ||||
Identifiable intangible assets, net |
3,092 | 3,628 | ||||
Total assets |
$ | 416,875 | $ | 395,338 | ||
Liabilities and stockholders equity |
||||||
Liabilities: |
||||||
Accounts payable and accrued liabilities |
$ | 18,752 | $ | 23,744 | ||
Accrued profit sharing arrangement |
| 6,869 | ||||
Deferred tax liabilities, net |
12,491 | 10,667 | ||||
Deferred revenue |
2,636 | 2,156 | ||||
Purchased servicing obligation |
312 | 634 | ||||
Debt |
223,009 | 200,132 | ||||
Total liabilities |
257,200 | 244,202 | ||||
Commitments and contingencies |
||||||
Stockholders equity: |
||||||
Convertible preferred stock, $.01 par value, 5,000 shares authorized, no shares issued and outstanding |
| | ||||
Common stock, $.01 par value, 50,000 shares authorized, 22,829 shares and 22,781 shares issued and outstanding as of June 30, 2007 and December 31, 2006, respectively |
228 | 228 | ||||
Additional paid-in capital |
69,678 | 66,532 | ||||
Accumulated earnings |
88,769 | 83,933 | ||||
Accumulated other comprehensive income |
1,000 | 443 | ||||
Total stockholders equity |
159,675 | 151,136 | ||||
Total liabilities and stockholders equity |
$ | 416,875 | $ | 395,338 | ||
(A) | Derived from the audited consolidated financial statements as of December 31, 2006. |
Encore Capital Group, Inc.
ENCORE CAPITAL GROUP, INC.
Condensed Consolidated Statements of Operations
(In Thousands, Except Per Share Amounts)
(Unaudited)
Three months ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
2007 | 2006 | 2007 | 2006 | |||||||||||||
Revenues |
||||||||||||||||
Revenue from receivable portfolios, net |
$ | 64,021 | $ | 59,604 | $ | 126,174 | $ | 117,178 | ||||||||
Servicing fees and other related revenue |
3,207 | 6,329 | 6,429 | 9,235 | ||||||||||||
Total revenues |
67,228 | 65,933 | 132,603 | 126,413 | ||||||||||||
Operating expenses |
||||||||||||||||
Salaries and employee benefits |
16,064 | 16,306 | 33,250 | 32,585 | ||||||||||||
Stock-based compensation expense |
1,204 | 1,464 | 2,005 | 2,845 | ||||||||||||
Cost of legal collections |
21,159 | 12,944 | 38,780 | 24,222 | ||||||||||||
Other operating expenses |
6,239 | 5,655 | 11,983 | 12,101 | ||||||||||||
Collection agency commissions |
2,867 | 5,032 | 6,161 | 9,645 | ||||||||||||
General and administrative expenses |
4,232 | 3,300 | 8,503 | 7,033 | ||||||||||||
Depreciation and amortization |
840 | 968 | 1,709 | 1,928 | ||||||||||||
Total operating expenses |
52,605 | 45,669 | 102,391 | 90,359 | ||||||||||||
Income before other income (expense) and income taxes |
14,623 | 20,264 | 30,212 | 36,054 | ||||||||||||
Other income (expense) |
||||||||||||||||
Interest expense |
(3,336 | ) | (3,102 | ) | (6,256 | ) | (6,367 | ) | ||||||||
Contingent interest expense |
(888 | ) | (4,235 | ) | (4,123 | ) | (8,921 | ) | ||||||||
Pay-off of future contingent interest |
(11,733 | ) | | (11,733 | ) | | ||||||||||
Other (expense) income |
(42 | ) | 284 | 74 | 334 | |||||||||||
Total other expense |
(15,999 | ) | (7,053 | ) | (22,038 | ) | (14,954 | ) | ||||||||
Income before income taxes |
(1,376 | ) | 13,211 | 8,174 | 21,100 | |||||||||||
Benefit (provision) for income taxes |
555 | (5,716 | ) | (3,338 | ) | (8,927 | ) | |||||||||
Net (loss) income |
$ | (821 | ) | $ | 7,495 | $ | 4,836 | $ | 12,173 | |||||||
Basic (loss) earnings per share computation: |
||||||||||||||||
Net (loss) income available to common stockholders |
$ | (821 | ) | $ | 7,495 | $ | 4,836 | $ | 12,173 | |||||||
Weighted average shares outstanding |
22,801 | 22,776 | 22,792 | 22,729 | ||||||||||||
(Loss) earnings per share Basic |
$ | (0.04 | ) | $ | 0.33 | $ | 0.21 | $ | 0.54 | |||||||
Diluted (loss) earnings per share computation: |
||||||||||||||||
Net (loss) income available to common stockholders |
$ | (821 | ) | $ | 7,495 | $ | 4,836 | $ | 12,173 | |||||||
Weighted average shares outstanding |
22,803 | 22,776 | 22,794 | 22,729 | ||||||||||||
Incremental shares from assumed conversion of stock options |
| 615 | 594 | 663 | ||||||||||||
Diluted weighted average shares outstanding |
22,803 | 23,391 | 23,388 | 23,392 | ||||||||||||
(Loss) earnings per share Diluted |
$ | (0.04 | ) | $ | 0.32 | $ | 0.21 | $ | 0.52 | |||||||
Encore Capital Group, Inc.
ENCORE CAPITAL GROUP, INC.
Condensed Consolidated Statements of Cash Flows
(Unaudited, In Thousands)
Six Months Ended June 30, |
||||||||
2007 | 2006 | |||||||
Operating activities |
||||||||
Gross collections |
$ | 184,152 | $ | 166,802 | ||||
Less: |
||||||||
Amounts collected on behalf of third parties |
(266 | ) | (351 | ) | ||||
Amounts applied to principal on receivable portfolios |
(58,974 | ) | (49,411 | ) | ||||
Servicing fees |
64 | 99 | ||||||
Operating expenses |
(100,744 | ) | (81,201 | ) | ||||
Interest payments |
(6,010 | ) | (6,095 | ) | ||||
Contingent interest payments |
(22,724 | ) | (12,601 | ) | ||||
Other income |
74 | 334 | ||||||
Decrease in restricted cash |
718 | 185 | ||||||
Income taxes |
(5,362 | ) | (863 | ) | ||||
Excess tax benefits from stock-based payment arrangements |
(123 | ) | (749 | ) | ||||
Net cash (used in) provided by operating activities |
(9,195 | ) | 16,149 | |||||
Investing activities |
||||||||
Purchases of receivable portfolios, net of forward flow allocation |
(80,035 | ) | (43,842 | ) | ||||
Collections applied to principal of receivable portfolios |
58,974 | 49,411 | ||||||
Proceeds from put-backs of receivable portfolios |
1,574 | 1,984 | ||||||
Purchases of property and equipment |
(878 | ) | (790 | ) | ||||
Net cash (used in) provided by investing activities |
(20,365 | ) | 6,763 | |||||
Financing activities |
||||||||
Proceeds from notes payable and other borrowings |
27,000 | 4,500 | ||||||
Repayment of notes payable and other borrowings |
(4,000 | ) | (25,134 | ) | ||||
Proceeds from exercise of common stock options |
263 | 144 | ||||||
Excess tax benefits from stock-based payment arrangements |
123 | 749 | ||||||
Repayment of capital lease obligations |
(122 | ) | (119 | ) | ||||
Net cash provided by (used in) financing activities |
23,264 | (19,860 | ) | |||||
Net (decrease) increase in cash |
(6,296 | ) | 3,052 | |||||
Cash and cash equivalents, beginning of period |
10,791 | 7,026 | ||||||
Cash and cash equivalents, end of period |
$ | 4,495 | $ | 10,078 | ||||
Encore Capital Group, Inc.
ENCORE CAPITAL GROUP, INC.
Supplemental Financial Information
Reconciliation of Adjusted EBITDA to GAAP Net (Loss) Income and Operating Expenses, Excluding Stock Option Expense, Bankruptcy Servicing Operating Expenses and Costs Related to the Consideration of Strategic Alternatives to GAAP Total Operating Expenses
(Unaudited, In Thousands)
Three Months Ended June 30, |
||||||||
2007 | 2006 | |||||||
GAAP net (loss) income, as reported |
$ | (821 | ) | $ | 7,495 | |||
Interest expense |
3,336 | 3,102 | ||||||
Contingent interest expense |
888 | 4,235 | ||||||
Pay-off of future contingent interest |
11,733 | | ||||||
Provision (benefit) for income taxes |
(555 | ) | 5,716 | |||||
Depreciation and amortization |
840 | 968 | ||||||
Amount applied to principal on receivable portfolios |
30,498 | 19,832 | ||||||
Stock-based compensation expense |
1,204 | 1,464 | ||||||
Adjusted EBITDA |
$ | 47,123 | $ | 42,812 | ||||
GAAP total operating expenses, as reported |
$ | 52,605 | $ | 45,669 | ||||
Stock-based compensation expense |
(1,204 | ) | (1,464 | ) | ||||
Bankruptcy servicing operating expenses |
(4,006 | ) | (4,973 | ) | ||||
Costs related to the consideration of strategic alternatives |
(97 | ) | | |||||
Operating expenses, excluding stock-based compensation expense, bankruptcy servicing operating expenses and costs related to the consideration of strategic alternatives |
$ | 47,298 | $ | 39,232 | ||||
# # #