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): March 4, 2014
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.) | ||
| 3111 Camino Del Rio North, Suite 1300, San Diego, California | 92108 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
(877) 445-4581
(Registrant’s 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 7.01. | Regulation FD Disclosure. |
A copy of an investor slide presentation given by Paul Grinberg, Chief Financial Officer, of Encore Capital Group, Inc. (the “Company”), at an investor presentation on March 4, 2014, is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein solely for purposes of this Item 7.01.
The information in this Current Report on Form 8-K, including the information contained in Exhibit 99.1, is being furnished to the Securities and Exchange Commission pursuant to Item 7.01, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.
Cautionary Statement Regarding Forward-Looking Statements
The statements in this Current Report on Form 8-K and the exhibits filed herewith that are not historical facts, including, most importantly, those statements preceded by, or that include, the words “will,” “may,” “believe,” “projects,” “expects,” “anticipates” or the negation thereof, or similar expressions, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). These statements may include, but are not limited to, statements regarding our future operating results, earnings per share, and growth. For all “forward-looking statements,” the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. Such forward-looking statements involve risks, uncertainties and other factors which may cause actual results, performance or achievements of the Company and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors are discussed in the reports filed by the Company with the Securities and Exchange Commission, including the most recent reports on Forms 10-K and 10-Q, as they may be amended from time to time. The Company disclaims any intent or obligation to update these forward-looking statements.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 99.1 | Investor slide presentation of Encore Capital Group, Inc. dated March 4, 2014 | |
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: March 4, 2014 | /s/ Paul Grinberg | |||||
| Paul Grinberg | ||||||
| Executive Vice President, Chief Financial Officer and Treasurer | ||||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Investor slide presentation of Encore Capital Group, Inc. dated March 4, 2014 | |
Exhibit 99.1
Exhibit 99.1
RAYMOND JAMES 35TH ANNUAL INSTITUTIONAL INVESTORS CONFERENCE March 4, 2014
CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS The statements in this presentation that are not historical facts, including, most importantly, those statements preceded by, or that include, the words “will,” “may,” “believe,” “projects,” “expects,” “anticipates” or the negation thereof, or similar expressions, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). These statements may include, but are not limited to, statements regarding our future operating results, earnings per share, and growth. For all “forward-looking statements,” the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. Such forward-looking statements involve risks, uncertainties and other factors which may cause actual results, performance or achievements of the Company and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors are discussed in the reports filed by the Company with the Securities and Exchange Commission, including the most recent reports on Forms 10-K and 10-Q, as they may be amended from time to time. The Company disclaims any intent or obligation to update these forward-looking statements. PROPRIETARY 2
ENCORE IS A LEADING PLAYER IN THE CONSUMER DEBT PURCHASING AND RECOVERY INDUSTRY We deploy capital to acquire and generate predictable cash delinquent consumer receivables flows over a multi-year time horizon 1 in 5 American consumers 2-3x have accounts with us Total Cash Collections 3.4 million consumers have satisfied their obligations $1.28 billion collected in the Portfolio last twelve months Purchase Price $4.0 billion in estimated remaining collections 31% Adjusted EBITDA† 5-year compound annual growth rate Years Years Years Years 1-2 3-4 5-6 7-8 5,250 employees worldwide Illustrative cash collections †Adjusted EBITDA is a non-GAAP number which the company considers to be and utilizes as a meaningful indicator of operating performance. See Reconciliation of Adjusted EBITDA to GAAP Net Income at the end of this presentation. PROPRIETARY 3
WITH OUR GROWTH HAS COME SIGNIFICANT GEOGRAPHIC DIVERSIFICATION Call Center Call Center Site Site Cabot HQ / Call Dublin, Ireland Center Sites St Cloud, MN West Malling, UK Call Center Site Marlin Stratford-upon-Avon, UK Warren, MI Worthing, UK Headquarters / Call Center Site Call Center Site Tampa, FL San Diego, CA Call Center / Call Center Site Technology Site Call Center Site Phoenix, AZ Costa Rica New Delhi, India Propel Refinancia San Antonio, TX Colombia Refinancia Peru PROPRIETARY 4
ENCORE PROVIDES A PRINCIPLED AND ESSENTIAL SERVICE Contingency collection agency vs. Original creditor Relationship is Collection • 4-6 months • 84 months to transactional time frame recover financially • Attempt to collect during Pressure Partnership initial delinquency cycle • Artificial deadlines • Create partnership • Consumer is “charged- • Multiple strategy and set goals off” by issuer on day Consumer 181 of cycle exchanges of • Tailor solutions to experience sensitive data individuals • No longer considered a “customer” by creditor • Counterproductive • Single point of contact incentives • Consumer is • Maximizes repayment Outcome confused and likelihood and ensures frustrated fair treatment PROPRIETARY 5
ENCORE HAS DELIVERED A TRACK RECORD OF STRONG, SUSTAINABLE FINANCIAL RESULTS Cash Collections ($M) Adjusted EBITDA1 ($M) +26% +31% Strong business fundamentals GAAP EPS2 Adjusted Economic EPS3 .driving profitable growth 1. Adjusted EBITDA is a non-GAAP number which the company considers to be and utilizes as a meaningful indicator of operating performance. See Reconciliation of Adjusted EBITDA to GAAP Net Income at the end of this presentation. 2. Per fully diluted share from continuing operations. 3. Per fully diluted economic share from continuing operations. See Reconciliation of Adjusted EPS to GAAP EPS at the end of this presentation. EPS prior to 2012 were not affected by adjustments. Note: Growth rate percentages for cash collections, Adjusted EBITDA, and EPS signify compounded annual growth rate from 2007—2012 PROPRIETARY 6
MARKET LEADING INVESTMENTS HAVE ENABLED US TO GAIN SCALE AND POSITION OURSELVES FOR SUSTAINED GROWTH Capital deployed in core receivables Estimated Remaining Collections in core receivables ($M) ($M) 1,205 4,500 1,200 3,990 4,000 1,000 3,500 800 3,000 2,500 600 562 1,967 2,000 1,571 400 362 387 1,500 1,160 1,389 257 1,063 230 1,000 200 500 0 0 2008 2009 2010 2011 2012 2013 2008 2009 2010 2011 2012 2013 PROPRIETARY 7
WE BELIEVE THAT OUR CURRENT ESTIMATE OF REMAINING COLLECTIONS IS CONSERVATIVE Cumulative Collections—initial expectation vs. actual ($M) 7,500 6,000 Actual Cash Collections 4,500 3,000 Initial Projections 1,500 0 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Note: Cabot collections are excluded PROPRIETARY 8
1Assumes $100 is invested at the beginning of calendar year 2009.
WE HAVE DELIVERED INDUSTRY LEADING TOTAL SHAREHOLDER RETURN OVER THE PAST FIVE YEARS Total Shareholder Return (Dec. 2007- Dec. 2013)1 (%) 800 CAGR by year 1 Year 3 Years 5 Years Encore Capital: 64% 29% 47% 700 S&P SmallCap 600: 41% 18% 21% Encore Capital Russell 2000: 39% 16% 20% 600 NASDAQ Financial 100: 42% 14% 12% 500 400 300 S&P SmallCap 600 200 Russell 2000 NASDAQ 100 Financial 100 0 2008 2009 2010 2011 2012 2013 PROPRIETARY 9
WE ARE WELL POSITIONED TO MAINTAIN OUR MOMENTUM AND CONTINUE DELIVERING TOP QUARTILE TSR Top Quartile Total Shareholder Return Growth, Margin Expansion, Free Cash Flow, PE Multiple Expansion 1 2 3 4 Superior Operational Scale Strong Capital Extendable Analytics & Cost Leadership Stewardship Business Model • Consumer • Specialized call • Sustained success at • Uniquely scalable intelligence centers raising capital platform —Low cost of debt • Data driven, • Efficient international—Sustainable • Strategic investment predictive modeling operations borrowing capacity opportunities and cash flow geographic and • Portfolio valuation at • Internal legal generation paper type consumer level platform adjacencies • Prudent capital • Consumer Credit deployment Research Institute Management Team • Learning Organization • Principled Intent PROPRIETARY 10
OUR SUPERIOR, ACCOUNT LEVEL ANALYTICS ENABLES US TO ACCURATELY PREDICT COLLECTIONS AND COSTS Deal Accuracy Since 2000 1,377 (4) 1,322 (51) Total purchase transactions Principal not fully recovered Principal recovered, but not all Total profitable deals servicing costs Note: Count based on actual results plus forecast PROPRIETARY 11
WE HAVE THE INDUSTRY LEADING COST PLATFORM, DRIVEN BY CONTINUING OPERATIONAL IMPROVEMENTS Overall Cost to Collect1 (%) Improving analytics Increased specialization in call centers 51.5 Scaling Indian call center 50.2 47.6 Internal Legal investments 43.7 42.0 40.0 39.1 2007 2008 2009 2010 2011 2012 2013 1. Cost to collect is Adjusted Operating Cost / dollar collected. See Reconciliation of Adjusted Operating Cost to GAAP Total Operating Expenses at the end of this presentation. PROPRIETARY 12
EFFICIENT CAPITAL STEWARDSHIP IS CRITICAL TO ENCORE’S SUCCESS Deployment priorities Principles for capital deployment • All investments bound by IRR guidelines Reinvestments in core receivables business • Maintain operational flexibility with a range of core asset classes • Prudent investment in adjacent spaces Investments in which leverage our core competencies adjacent spaces • Recognize there are times when best Return of capital investment is to return cash to shareholders All investments viewed through lens of Total Shareholder Return PROPRIETARY 13
WE HAVE A STRONG ABILITY TO QUICKLY RAISE CAPITAL WHICH IS SUPPORTED BY OUR ESTIMATED REMAINING COLLECTIONS Estimated Remaining Collections (ERC) vs. Net Debt ($M) 5,000 1 Net Debt Gross ERC 4,000 Gross ERC less Cost to Collect and Taxes2 3,000 2,000 1,000 0 2007 2008 2009 2010 2011 2012 2013 1. Includes revolver, term loan, senior, and net convertible debt less cash (includes Cabot debt except for preferred equity certificates and excludes Propel debt) 2. Assumes liquidation cost to collect of 30% and a tax rate of 39.2%. PROPRIETARY 14
OUR ABILITY TO RAISE ADDITIONAL CAPITAL ALLOWS US TO PURSUE SUPPLEMENTAL GROWTH IN ADJACENT SPACES We have the debt markets expertise …and structure our debt to to fund new opportunities. maximize flexibility for future growth Total debt availability ($M) 1,500 1,396 • Propel facilities are incremental Separate Propel facilities to, and separate from, our core 300 debt facilities Core debt 1,000 —No impact on ability to purchase core US receivables 1,096 500 • We will continue to pursue and deploy separate pools of capital 300 0 2007 Current Note: Core debt includes the credit facility plus accordion PROPRIETARY 15
OUR FOCUS ON TSR DRIVES OUR GROWTH STRATEGY Grow our core business Diversify into new asset Geographic expansion and our subsidiaries classes Domestic core business Cabot—2013—and Marlin—2014 Propel—2012 (UK) EAF—2012 Refinancia (Credit cards, point- Grove (UK)—2014 of-purchase guarantees)—2013 AACC – 2013 Refinancia (Latin America)— Grove (IVA)—2014 Propel 2013 TX competitor—2013 Cabot Marlin – 2014 Refinancia This strategy positions us to deploy capital wherever we see the highest returns and continue to achieve earnings growth PROPRIETARY 16
WHEN WE ACQUIRE FROM OUR COMPETITORS, WE BELIEVE WE CAN LEVERAGE OUR PLATFORM TO REALIZE SUBSTANTIAL SYNERGY VALUE Sources of value 1 Deeper consumer insight and analytics: More focused segmentation and targeting, resulting in better collections 2 Lower cost structure: Leverage Encore’s lower cost platform to expand margins on cash collections 3 Industry consolidation: Increased market share reduces competition and stabilizes purchase prices and returns PROPRIETARY 17
WE HAVE A STRONG TRACK RECORD ACQUIRING LARGE PORTFOLIOS FROM OTHER DEBT PURCHASERS $90M portfolio purchased in $100M+ portfolio purchased in AACC purchase in 2013 2005 2012 ($M) ($M) ($M) 300 200 150 Collections to date: Collections to date: $240M Collections to date: $179M 125 $141M 150 200 100 75 100 100 50 50 25 Initial expectations: $199M Initial expectations: $113M Initial Expectations: $132M 0 0 0 2005 2007 2009 2011 2013 Jun-12 Dec-12 Jun-13 Dec-13 Jun-13 Aug-13 Oct-13 Dec-13 PROPRIETARY 18
WE HAVE MADE SIGNIFICANT PROGRESS EXECUTING OUR PLANS FOR PROPEL Our plan What we’ve delivered • Developed & implemented 1 • Working to penetrate the model for direct mailing Existing 80% of the Texas market • Started outbound calling with existing Encore facilities market transfers that doesn’t use tax lien • Acquired large competitor and expect to continue market consolidation 2 • Lobbying to introduce • Successfully worked with New legislation in other states Nevada to pass legislation markets that will create new markets • Advancing legislative push to other states 3 • Exploring alternative tax lien • Purchased tax lien in ten New models that will allow us to states opportunities expand into new markets PROPRIETARY 19
RESULTING IN GROWTH IN THE SIZE OF OUR PORTFOLIO WHILE MAINTAINING AN EXCEPTIONALLY LOW RISK PROFILE Propel portfolio size ($M) +58% 300 213 200 121 135 99 100 0 2010 2011 2012 2013 Texas portfolio characteristics • $8,600 average balance • $227,000 average property value • 8-year term • 3.9% average LTV at origination • 6-year weighted average life • Less than 1% foreclosure rate • 13-15% typical interest rate • Zero losses PROPRIETARY 20
LAST YEAR, WE BEGAN OUR GEOGRAPHIC DIVERSIFICATION WITH CABOT, A LEADING PURCHASER OF DEBT IN THE U.K. Cabot was the leading purchaser of debt in the U.K. in 2012 Market leader in U.K. debt management Oct-2012 – Sep-2013 • Over 14 years of collections growth • Operations in Great Britain and Ireland Cabot 143 Key statistics as of September 30, 2013: • Ł8.6B face-value of debt acquired for Ł779M • Statutory ERC of Ł1,050M • 3.8M customer accounts Arrow 122 • Collections of Ł124.4M (2013) • Capital deployment of Ł102M (2013) Cabot contributed $0.36 to Encore’s economic EPS in 2H2013 Lowell 121 0 50 100 150 Deployed Capital (ŁM) PROPRIETARY 21
CABOT AND ENCORE HAVE SEVERAL OPPORTUNITIES FOR SYNERGIES Area Comments • Operations currently are undifferentiated (service payers, late stage paper, Institute specialized inbound/outbound) through one platform and generally, the same agents (including collections teams comp structure) • Dialer strategy and team can be revamped to improve operational efficiency and Leveraging analytics and collector productivity technology to improve • There is an opportunity to improve account segmentation and collection strategies by operational effectiveness leveraging insights from credit bureau and speech analytics tool Expand litigation as a • Litigation use is emerging with a few players developing good understanding of value collection channel • Should provide upside over the long term • While vendor management guidelines (including onsite visits) are becoming a reality, Offshoring of back office the issuers are comfortable with this approach, if executed well and call center • Late stage (post 18 months) accounts, which are currently placed with agencies, could be worked in India • Strong competency of other UK players such as Lowell (proving it can be done) and Investment in secondary also a strength of Encore and tertiary asset classes • Should be a meaningful opportunity to deploy capital profitably • Can leverage Encore’s relationships to facilitate large purchases with securitizations Financing sources or other off-balance sheet financing PROPRIETARY 22
WE ENHANCED THIS INVESTMENT THROUGH THE ACQUISITION OF MARLIN Marlin Financial Group is a UK debt buyer with a focus on litigation Company Transaction Financing Status Portfolio Rationale To date, portfolio Expected ERC lift Fully financed by Cabot Cabot has just closed purchases have totaled attributed to Cabot’s back based on the combined the transaction and Ł264M with a total face book from utilizing companies’ balance integration has begun value of approx. Ł2.2B Marlin’s litigation platform sheets and an average account for non-paying accounts balance of Ł4,800 No additional investment Valuable talent pool is required from Encore As of September 30, 2013, Marlin had ERC of Cabot + Marlin can Ł352M leverage full extent of UK market growth with complementary niches PROPRIETARY 23
THE TRANSACTION PRESENTS SUBSTANTIAL SYNERGY OPPORTUNITIES Cabot’s non-paying back-book Significant uplift to Cabot’s 120- month ERC with Marlin’s litigation capabilities expected Further operational efficiencies Marlin’s non-litigation back-book Encore, Cabot and Marlin’s Application of Cabot expertise and sharing of industry scorecards/models to Marlin best practice back-book Encore’s India operations Combined front-book Opportunity for increased Enhanced ability to compete for operational leverage portfolios and deploy capital PROPRIETARY 24
WE HAVE AGREED TO ACQUIRE A 68% INTEREST IN GROVE CAPITAL Grove specializes in the purchasing and servicing of insolvencies, consisting primarily of individual voluntary arrangements (“IVAs”) and bankruptcy receivables in the UK Capital Deployment IVAs Grove Strategy Roughly equivalent to a chapter An asset manager supplying Investment will facilitate Encore’s 13 bankruptcy in the U.S. business development, account capital deployment strategy in level portfolio analytics, bidding the IVA asset class with an Constitutes a formal repayment management and master annual target of more than $50 proposal presented to a debtor’s servicing million creditors Successfully deployed ~Ł100 Further opportunities as Grove million in over 50 transactions in expands in Spain and other the U.K. insolvency market since European countries its formation PROPRIETARY 25
IN LATE Q4, WE CLOSED THE ACQUISITION OF A 51% INTEREST IN REFINANCIA, EXPANDING OUR PRESENCE TO COLOMBIA AND PERU With 1,000 employees, Refinancia is a leading buyer of non-performing loans in: 2013 Capital 2013 Refinancia 2013 Capital 2013 Refinancia Deployed* Market Share** Deployed* Market Share** $100 million 39% $13 million 64% Investment Benefits Refinancia has deep relationships with leading banks in the region New Market Opportunities Higher Returns Platform for Latin American expansion Refinancia’s drivers Data-driven Commitment To Extendable Business Decision-making Consumer Rights Model * All buyers ** Refinancia estimates PROPRIETARY 26
REFINANCIA IS ENCORE’S ENTRY INTO LATIN AMERICAN MARKETS Market Business Opportunities Niche Description NPL portfolio purchase, servicing, Individuals with and collections (Colombia, Peru) Improvements in call center default in their NPL portfolio servicing and operations technology credit history collections (outsourcing without purchase) for banks Process reengineering Advances in Decision Guarantee payment plans offered by Science Consumers with merchants, check guarantee, limited credit servicing, and collections Improved monitoring and options at the Factoring of merchant payment plans strategies around legal point of (liquidity generation for merchants) collections purchase Credit risk is taken by partner bank First subprime credit card offered in Banked clients Colombia with risk of credit Credit risk is taken by partner bank default Market to customer base at Refinancia and partner bank PROPRIETARY 27
ENCORE’S LONG-TERM PROSPECTS CONTINUE TO BE FAVORABLE Operating Results Liquidity & Geographic & & Deployment Capital Access Solid Cash Flows Asset Class Diversification A culture of constant Strong liquidity and Additional asset classes We are an international improvement drives access to capital enhance and geographies continue company in several asset improved results our ability to to enhance ERC and classes, positioned for take advantage collections strong earnings growth of consolidating markets going forward and new opportunities PROPRIETARY 28
APPENDIX
RECONCILIATION OF ADJUSTED EBITDA Reconciliation of Adjusted EBITDA to GAAP Net Income (Unaudited, In Thousands) Three Months Ended 6/30/08 9/30/08 12/31/08 3/31/09 6/30/09 9/30/09 12/31/09 3/31/10 6/30/10 9/30/10 12/31/10 3/31/11 GAAP net income, as reported 6,162 3,028 (2,095) 8,997 6,641 9,004 8,405 10,861 11,730 12,290 14,171 13,679 (Gain) loss from discontinued operations, net of tax (89) 46 (483) (457) (365) (410) (901) (687) (684) (315) 28 (397) Interest expense 4,831 5,140 5,401 4,273 3,958 3,970 3,959 4,538 4,880 4,928 5,003 5,593 Provision for income taxes 4,161 2,429 (1,781) 5,670 3,936 5,676 4,078 6,080 6,356 6,474 9,057 8,349 Depreciation and amortization 482 396 391 410 402 443 516 522 591 650 789 904 Amount applied to principal on receivable portfolios 35,785 35,140 46,364 42,851 48,303 49,188 47,384 58,265 64,901 63,507 53,427 85,709 Stock-based compensation expense 1,288 860 382 1,080 994 1,261 1,049 1,761 1,446 1,549 1,254 1,765 Adjusted EBITDA 52,560 47,039 48,179 62,824 63,869 69,132 64,490 81,340 89,220 89,083 83,729 115,602 6/30/11 9/30/11 12/31/11 3/31/12 6/30/12 9/30/12 12/31/12 3/31/13 6/30/13 9/30/13 12/31/13 GAAP net income, as reported 14,775 15,370 17,134 11,406 16,596 21,308 20,167 19,448 11,012 21,064 22,216 (Gain) loss from discontinued operations, net of tax (9) (60) 101 6,702 2,392 — —— 308 1,432 Interest expense 5,369 5,175 4,979 5,515 6,497 7,012 6,540 6,854 7,482 29,186 29,747 Provision for income taxes 9,475 9,834 10,418 11,660 12,846 13,887 13,361 12,571 7,267 10,272 15,278 Depreciation and amortization 958 1,054 1,165 1,240 1,420 1,533 1,647 1,846 2,158 4,523 5,020 Amount applied to principal on receivable portfolios 83,939 73,187 69,462 104,603 101,813 105,283 90,895 128,481 127,370 154,283 124,520 Severance and Stock-based compensation expense 1,810 2,405 1,729 2,266 2,539 1,905 2,084 3,001 5,364 3,983 3,486 Acquisition related expense ——489 3,774 — 1,276 12,848 7,752 4,260 Adjusted EBITDA 116,317 106,965 104,988 143,881 147,877 150,928 134,694 173,477 173,501 231,371 205,959 Note: The periods 6/30/08 through 12/31/08 have been adjusted to reflect the retrospective application of ASC 470-20. All periods have been adjusted to show discontinued ACG operations. PROPRIETARY 30
RECONCILIATION OF ADJUSTED NET INCOME AND ADJUSTED EPS Reconciliation of Adjusted Net Income and Adjusted EPS to GAAP EPS (Unaudited, in thousands, except per share amounts), Full Year 2013 2012 Per Diluted Per Diluted Per Diluted Per Diluted1 $ Share – Share – $ Share – Share – Accounting Economic Accounting Economic Net income from continuing operations 77,039 $ 2.94 $ 3.01 78,571 $ 3.04 $ 3.04 attributable to Encore2 Adjustments: Net non-cash interest and issuance cost 3,274 $ 0.12 $ 0.13 191 $ 0.01 $ 0.01 amortization, net of tax Acquisition related legal and advisory fees, net 12,981 $ 0.50 $ 0.51 2,567 $ 0.10 $ 0.10 of tax Acquisition related integration and consulting 3,304 $ 0.13 $ 0.13———fees, net of tax Acquisition related other expenses, net of tax 2,198 $ 0.08 $ 0.08———Adjusted net income from continuing 98,796 $ 3.77 $ 3.86 $81,329 $ 3.15 $ 3.15 operations attributable to Encore 1 Excludes approximately 595,000 shares issuable upon the conversion of the company’s convertible senior notes due 2017 that are included for accounting purposes but will not be issued due to certain hedge and warrant transactions
2 Excludes net loss attributable to non-controlling interest of $1,559 in 2013
PROPRIETARY 31
RECONCILIATION OF ADJUSTED OPERATING EXPENSES Reconciliation of Adjusted Operating Cost to GAAP Operating Expenses (Unaudited, In Thousands) 2007 2008 2009 2010 2011 2012 2013 GAAP total operating expenses, as reported 201,849 216,900 249,782 269,952 328,566 401,696 575,005 Adjustments: Ascension Operating Costs (14,801) (13,369) (13,218) —— Stock-based compensation expense (4,287) (3,564) (4,384) (6,010) (7,709) (8,794) (12,649) Operating expenses related to non-portfolio — — (986) (9,291) (36,511) purchasing and recovery business Acquisition related legal and advisory fees — ——(4,263) (20,236) Acquisition related integration and severance — — — (5,455) costs, and consulting fees Adjusted operating expenses 182,761 199,967 232,180 263,942 319,871 379,348 500,154 PROPRIETARY 32