Published:
Affinion Group, Inc. Announces Results for the First Quarter Ended March 31, 2008
NORWALK, Conn., May 1 /PRNewswire/ -- Affinion Group, Inc. ("Affinion" or
the "Company"), a leading global affinity marketer of value-added membership,
insurance and package enhancement programs and services to consumers, today
announced its financial results for the three month period ended March 31,
2008.
"Affinion delivered a very solid first quarter, with top line growth in
both our North American and International regions and double digit growth in
Adjusted EBITDA," said Nathaniel J. Lipman, Affinion's President and Chief
Executive Officer. Commenting further on the results, Lipman added, "With the
high degree of visibility we have into our future cash flows, as well as the
better-than-expected new subscriber additions in the quarter, we remain
confident with our 2008 Adjusted EBITDA range of $305 to $315 million."
Results Highlights
Note: readers are urged to review the section entitled "Important Notes"
at the end of this release for a description of certain items affecting the
results, including a definition of the term "Transactions".
Net Revenues
-- Net revenues for the first quarter of 2008 were $339.2 million as
compared to $320.5 million for the first quarter of 2007.
-- The increase in net revenues was due to growth in both the
International and North American regions. The increase in North
American revenue was primarily attributable to double digit revenue
growth in Loyalty and a slight increase in Membership revenue.
-- Net revenues excluding the impact of the Transactions increased $15.0
million.
-- Net revenues benefited from $3.7 million in the quarter as compared to
the first quarter in 2007 due to a reduced impact of the non-cash
reduction in purchase accounting as part of the Transactions.
Operating Results
-- Segment EBITDA for the first quarter of 2008 was $68.2 million as
compared to $52.1 million for the first quarter of 2007; these results
include an increase of $1.5 million of non-cash purchase accounting
adjustments.
-- Excluding the impact of the Transactions, Segment EBITDA increased
$14.6 million, primarily due to higher net revenues, lower commissions
and the absence in 2008 of a charge for a cash distribution to option
holders, partially offset by increased global marketing costs.
-- Adjusted EBITDA (as defined in Note (d) of Table 7) was $70.0 million
as compared to $61.4 million for the first quarter of 2007. The
trailing twelve month Adjusted EBITDA of $292.9 million as of the first
quarter 2008 reflects an increase of $28.6 million from the $264.3
million reported for the first quarter of 2007, and an increase of $8.6
million from the $284.3 million reported in the fourth quarter of 2007.
Segment Commentary
North America:
Membership products revenue for the first quarter increased $2.1 million
due to the impact of purchase accounting. Excluding the impact of purchase
accounting, net revenue decreased $0.8 million as higher revenue per retail
member and higher wholesale revenue from programs that were formerly retail
were more than offset by lower retail member volumes, as the Company pursued
its strategy of increasing the lifetime value of its overall member base.
Membership Segment EBITDA increased $9.1 million in the quarter, primarily due
to lower marketing and commissions, as the Company continued to reduce
commission expenses as a percentage of revenue. Insurance and Package
products revenue were flat in the quarter as the 7.7% increase in net revenue
per supplemental insured for the quarter was offset by lower Package revenues,
primarily due to fewer Package members. Insurance and Package Segment EBITDA
declined $0.9 million in the quarter primarily due to higher marketing and
commissions. Loyalty revenue increased due to growth in programs with
existing and new clients. Loyalty Segment EBITDA grew $1.3 million due
primarily to the increase in revenue.
International:
International revenue increased primarily due to new retail and the
introduction of other retail programs, growth in its package business, and a
favorable currency impact. For the quarter, International Segment EBITDA
increased $1.1 million over 2007, of which approximately half resulted from
purchase accounting adjustments, and the other half was due to the increase in
revenue net of higher marketing and commissions, and operating costs required
to support the growth in members from new retail programs.
Selected Liquidity Data
Affinion has several debt instruments outstanding, including senior notes,
senior subordinated notes, and senior secured credit facilities, which consist
of a term loan facility and revolving credit facility. For a more complete
description of Affinion's debt instruments, see the note on Table 2.
At March 31, 2008, Affinion had $302.4 million outstanding under its
senior notes (net of discounts and premiums), $655.0 million outstanding under
its term loan facility, $351.5 million outstanding under the senior
subordinated notes (net of discounts), $51.0 million outstanding under its
revolving credit facility and $47.5 million available for borrowing under the
same revolving credit facility (after giving effect to the issuance of $1.5
million in letters of credit). A portion of the revolving credit facility was
used to partially finance the approximately $50 million cash acquisition of a
credit card registration membership business completed late in the fourth
quarter of 2007.
In addition, at March 31, 2008, Affinion had $23.5 million of unrestricted
cash on hand.
Since October 17, 2005, Affinion has prepaid $205.0 million, or
approximately 23.8% of its original term loan balance. As previously
announced, the Company expects to accomplish additional deleveraging in 2008.
Guidance
Affinion reaffirms its full year 2008 Adjusted EBITDA guidance of
$305 - $315 million.
Call-In Information
Affinion will hold an informational call to discuss the results for the
three month period ended March 31, 2008 at 4:00 pm (EDT) on Thursday, May 1,
2008. The conference call will be broadcast live and can be accessed by
dialing 1-866-202-3048 (domestic) or 1-617-213-8843 (international) and
entering passcode 92580534. Interested parties should call at least ten (10)
minutes prior to the call to register. The Company will also provide an
on-line Web simulcast of its conference call at www.affinion.com/ir. A replay
of the call will be available through midnight (EDT) May 4, 2008 by dialing
1-888-286-8010 (domestic) or 1-617-801-6888 and entering passcode 87455961.
Important Notes
On October 17, 2005, Affinion Group Inc. completed the acquisition (the
"Transactions") of the marketing services division (the "Predecessor") of
Cendant Corporation ("Cendant") pursuant to a purchase agreement dated July
26, 2005, as amended. Substantially all of the assets and liabilities of the
Predecessor were acquired by Affinion in the Transactions.
The information presented in this release is a comparison of the unaudited
consolidated results of operations for the three month period ended March 31,
2008 and unaudited consolidated results of operations for the three month
period ended March 31, 2007.
Purchase accounting adjustments made in 2005 as a result of the
Transactions had an impact on Affinion's results of operations for the three
month periods ended March 31, 2008 and 2007. For example, because deferred
revenues were reduced in purchase accounting, net revenues recognized for
periods following the Transactions were less than they otherwise would have
been, with the majority of the impact of the purchase accounting adjustments
recognized in 2005 through 2007. The effect of purchase accounting
adjustments in Affinion's results of operations for the three month period
ended March 31, 2008 as compared to the three month period ended March 31,
2007 was to increase net revenues by $3.7 million and to increase Segment
EBITDA by $1.5 million.
About Affinion Group
As a global leader with nearly 35 years of experience, Affinion Group
(www.affinion.com) enhances the value of its partners' customer relationships
by developing and marketing valuable loyalty, membership, checking account,
insurance and other relevant products and services. Leveraging its expertise
in product development and targeted marketing, Affinion helps generate
significant incremental revenue for more than 5,300 affinity partners
worldwide, including many of the largest and most respected companies in
financial services, retail, travel, and Internet commerce. Based inNorwalk,
Conn., the company has approximately 3,300 employees throughoutthe United
States and in 10 countries acrossEurope. Affinion holds the prestigious ISO
27001 certification for the highest information security practices, is PCI
compliant and Cybertrust certified.
Safe Harbor Statement Under the U.S. Private Securities Litigation Reform
Act of 1995
This press release may contain statements that are forward looking, as
that term is defined by the Private Securities Litigation Reform Act of 1995
or by the Securities and Exchange Commission in its rules, regulations and
releases. These statements include, but are not limited to, discussions
regarding industry outlook, Affinion's expectations regarding the performance
of its business, its liquidity and capital resources, its guidance for 2008
and the other non-historical statements in the discussion and analysis. These
forward-looking statements are based on management's beliefs, as well as
assumptions made by, and information currently available to, management. When
used in this release, the words "believe", "anticipate", "estimate", "expect",
"intend" and similar expressions are intended to identify forward-looking
statements. Although management believes that the expectations reflected in
these forward-looking statements are reasonable, its can give no assurance
that these expectations will prove to have been correct. These statements are
subject to certain risks, uncertainties and assumptions, including risks
related to general economic and business conditions and international and
geopolitical events, a downturn in the credit card industry or changes in the
techniques of credit card issuers, market place consolidation among financial
institution partners, industry trends, the effects of a decline in travel on
Affinion's travel fulfillment business, termination or expiration of one or
more agreements with its affinity partners or a reduction of the marketing of
its services by one or more of its affinity partners, its substantial
leverage, restrictions contained in its debt agreements, its inability to
compete effectively and other risks identified and discussed under the caption
"Item 1A. Risk Factors" in Affinion's Annual Report on Form 10-K for the year
ended December 31, 2007 and the other periodic reports filed by Affinion with
the SEC from time to time.
Financial Tables and Other Data Follow
TABLE 1
AFFINION GROUP, INC.
UNAUDITED SUPPLEMENTAL DATA FOR SELECTED
BUSINESS SEGMENTS
The following table provides data for selected business segments.
Member and insured amounts in thousands, except dollars and percentages.
Three Months Ended
March 31,
2008 2007
Affinion North America:
Membership Products -
Retail
Average Members(1) 8,096 8,532
% Monthly Members 39.5% 36.4%
% Annual Members 60.5% 63.6%
Annualized Net Revenue Per Average Member(2) $72.30 $68.91
Wholesale
Average Members(1) 3,248 3,815
Portion for service formerly retail and other(3) 2,310 2,156
Average Retail Members including wholesale
formerly retail and other(3) 10,406 10,688
Insurance and Package Products -
Insurance
Average Basic Insured(1) 24,191 26,713
Average Supplemental Insured 4,941 5,211
Annualized Net Revenue Per Supplemental
Insured(2) $53.74 $49.87
Package
Average Members(1) 5,662 6,389
Annualized Net Revenue Per Average Member(2) $13.55 $13.57
Affinion International:
International Products -
Package
Average Members(1) 15,906 16,287
Annualized Net Revenue Per Average Package
Member(2) $9.07 $7.56
Other Retail Membership
Average Members(1) 1,812 2,419
Annualized Net Revenue Per Average Member(2) $37.90 $21.81
New Retail Membership
Average Members(1) 388 192
Annualized Net Revenue Per Average Member(2) $101.02 $109.15
Global Membership Products:
Retail
Average Members(1) (4) 8,484 8,724
Annualized Net Revenue Per Average Member(2) $73.61 $69.79
Average Retail Members including wholesale
formerly retail and other(3) (4) 10,794 10,880
(1) Average Members and Average Basic Insured for the period are each
calculated by determining the average members or insureds, as
applicable, for each month (adding the number of members or insureds,
as applicable, at the beginning of the month with the number of
members or insureds, as applicable, at the end of the month and
dividing that total by two) for each of the months in the period and
then averaging that result for the period. A member's or insured's, as
applicable, count is removed in the period in which the member or
insured, as applicable, has cancelled.
(2) Annualized Net Revenue Per Average Member and Annualized Net Revenue
Per Supplemental Insured are each calculated by taking the revenues as
reported for the period and dividing it by the average members or
insureds, as applicable, for the period. Quarterly periods are then
multiplied by four to annualize this amount for comparative purposes.
Upon cancellation of a member or an insured, as applicable, the
member's or insured's, as applicable, revenues, are no longer
recognized in the calculation.
(3) Certain programs historically offered as retail arrangements are
currently offered as wholesale arrangements where the Company receives
lower annualized price points and pays no related commission expense.
Additionally, more recently, the Company has entered into other
relationships with new and existing affinity partners, including
arrangements where the affinity partner offers the Company's
membership programs at point of sale retail locations to their
customers and the Company receives lower annualized price points and
pays no related commission expense.
(4) Includes International Operations New Retail Average Members.
TABLE 2
AFFINION GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2008 AND DECEMBER 31, 2007
(In millions, except share amounts)
March 31, December 31,
2008 2007
Assets
Current assets:
Cash and cash equivalents $23.5 $14.2
Restricted cash 28.0 29.1
Receivables (net of allowance for doubtful accounts
of $1.3 and $1.3, respectively) 75.9 73.3
Receivables from related parties 10.9 12.1
Profit-sharing receivables from insurance carriers 72.9 58.8
Prepaid commissions 63.3 62.1
Deferred income taxes 0.9 0.9
Other current assets 44.6 39.4
Total current assets 320.0 289.9
Property and equipment, net 89.1 90.8
Contract rights and list fees, net 58.3 63.2
Goodwill 302.8 302.0
Other intangibles, net 757.6 809.1
Other non-current assets 47.7 46.2
Total assets $1,575.5 $1,601.2
Liabilities and Stockholder's Equity (Deficit)
Current liabilities:
Current portion of long-term debt $0.2 $0.2
Accounts payable and accrued expenses 275.8 264.2
Payables to related parties 11.6 13.3
Deferred revenue 258.7 255.1
Income taxes payable 3.1 3.0
Total current liabilities 549.4 535.8
Long-term debt 1,360.0 1,347.3
Deferred income taxes 23.4 20.2
Deferred revenue 42.2 41.6
Other long-term liabilities 66.1 61.2
Total liabilities 2,041.1 2,006.1
Minority interests 0.7 0.6
Commitments and contingencies
Stockholder's Equity (Deficit):
Common stock and additional paid-in capital, $0.01
par value, 1,000 shares authorized, and 100 shares
issued and outstanding 328.1 348.7
Accumulated deficit (810.3) (766.5)
Accumulated other comprehensive income 15.9 12.3
Total stockholder's equity (deficit) (466.3) (405.5)
Total liabilities and stockholder's equity (deficit) $1,575.5 $1,601.2
Note: The information presented in this release reflects the financial
statement data and the results of operations of Affinion Group, Inc.,
("Affinion") and its consolidated subsidiaries, and does not include the
$350 million senior unsecured term loan facility incurred by Affinion
Group Holdings, Inc., as described in the Liquidity and Capital Resources
section of the Form 10-K filed for the fiscal year ended December 31,
2007. As part of the financing for the Transactions, Affinion (a) issued
$270.0 million in principal amount of 10-1/8% senior notes maturing on
October 15, 2013 ($266.4 million net of discount), (b) entered into new
senior secured credit facilities consisting of a term loan facility in the
principal amount of $860.0 million and a revolving credit facility in an
aggregate amount of up to $100.0 million, and (c) entered into a senior
subordinated bridge loan facility in the principal amount of $383.6
million. On April 26, 2006, $349.5 million of principal borrowings under
the senior subordinated bridge loan facility were repaid using the
proceeds from a private offering of $355.5 million aggregate principal
amount of 11-1/2% senior subordinated notes maturing on October 15, 2015.
Subsequently, on May 3, 2006, the remaining $34.1 million of principal
borrowings under the senior subordinated bridge loan facility were repaid
using the proceeds from another private offering of $34.0 million
aggregate principal amount of 10-1/8% senior notes maturing on October 15,
2013. The senior notes were issued as additional notes under the
indenture dated as of October 17, 2005.
TABLE 3
AFFINION GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007
(In millions)
For the Three Months
Ended
March 31, March 31,
2008 2007
Net revenues $339.2 $320.5
Expenses:
Marketing and commissions 153.5 150.0
Operating costs 89.8 86.0
General and administrative 27.7 32.4
Depreciation and amortization 67.9 78.9
Total expenses 338.9 347.3
Income (loss) from operations 0.3 (26.8)
Interest income 0.5 1.2
Interest expense (39.0) (36.0)
Loss before income taxes and
minority interests (38.2) (61.6)
Income tax expense, net (5.4) (1.6)
Minority interests, net of tax (0.2) (0.1)
Net loss $(43.8) $(63.3)
TABLE 4
AFFINION GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007
For the Three Months Ended
March 31, March 31,
2008 2007
Operating Activities
Net loss $(43.8) $(63.3)
Adjustments to reconcile net loss to net
cash provided by (used in) operating
activities:
Depreciation and amortization 67.9 78.9
Amortization of favorable and unfavorable
contracts (0.8) (0.7)
Amortization of debt discount and financing
costs 1.5 1.5
Unrealized loss (gain) on interest rate swap 6.0 0.9
Stock-based compensation 0.8 0.8
Deferred income taxes 2.9 (0.5)
Net change in assets and liabilities:
Restricted cash 1.4 (0.8)
Receivables (1.3) 1.6
Receivables from related parties 1.2 -
Profit-sharing receivables from insurance
carriers (14.1) (12.2)
Prepaid commissions (1.2) 6.5
Other current assets (3.3) 2.2
Contract rights and list fees 0.1 (0.8)
Other non-current assets (1.6) (1.6)
Accounts payable and accrued expenses 9.1 (18.6)
Payables to related parties (2.6) (3.9)
Deferred revenue 4.0 2.9
Income taxes receivable and payable - 3.0
Other long-term liabilities (0.7) (1.7)
Minority interests and other, net - 0.1
Net cash provided by (used in) operating
activities 25.5 (5.7)
Investing Activities
Capital expenditures (8.6) (4.9)
Restricted cash (0.1) -
Net cash used in investing activities (8.7) (4.9)
Financing Activities
Borrowings under line of credit, net 12.5 -
Principal payments on borrowings (0.1) (25.0)
Dividends paid to parent company (20.6) (8.1)
Distribution to minority shareholder of a
subsidiary - (0.4)
Net cash used in financing activities (8.2) (33.5)
Effect of changes in exchange rates on cash
and cash equivalents 0.7 -
Net increase (decrease) in cash and cash
equivalents 9.3 (44.1)
Cash and cash equivalents, beginning of period 14.2 84.3
Cash and cash equivalents, end of period $23.5 $40.2
Supplemental Disclosure of Cash Flow Information:
Interest payments $13.3 $16.7
Income tax payments $2.3 $1.7
TABLE 5
AFFINION GROUP, INC.
UNAUDITED COMPARISON OF 2008 TO 2007 RESULTS
(In millions)
The following tables summarize our consolidated results of operations for
the three months ended March 31, 2008 and 2007.
For the Three Months Ended
Increase
(Decrease)
Related Increase
March 31, March 31, to the (Decrease)
2008 2007 Transactions Other
Net revenues $339.2 $320.5 $3.7 $15.0
Expenses:
Marketing and commissions 153.5 150.0 1.4 2.1
Operating costs 89.8 86.0 0.8 3.0
General and administrative 27.7 32.4 - (4.7)
Depreciation and amortization 67.9 78.9 (14.8) 3.8
Total expenses 338.9 347.3 (12.6) 4.2
Income (loss) from operations 0.3 (26.8) 16.3 10.8
Interest income 0.5 1.2 - (0.7)
Interest expense (39.0) (36.0) - (3.0)
Loss before income taxes and
minority interests (38.2) (61.6) 16.3 7.1
Income tax expense (5.4) (1.6) (1.0) (2.8)
Minority interests, net of tax (0.2) (0.1) - (0.1)
Net loss $(43.8) $(63.3) $15.3 $4.2
Purchase accounting adjustments made in the Transactions had a less
significant impact on the Company's consolidated results of operations for the
three months ended March 31, 2008 compared to March 31, 2007. These entries,
which are non-cash in nature, increased net revenues by $3.7 million and
increased the income from operations by $16.3 million for the three months
ended March 31, 2008 as compared to the three months ended March 31, 2007.
Because deferred revenues were reduced in purchase accounting, net revenues
recognized for periods following the Transactions are less than they otherwise
would have been, and such impact will decline in future periods. Also, the
Company recorded a liability in purchase accounting for the fair value of
servicing the Company's members existing at the date of the Transactions for
which no revenue will be recognized in the future. Because the liability
recorded in purchase accounting is used to offset future servicing costs for
such members, the Company's operating costs are lower for periods following
the Transactions than they otherwise would have been. Also, because prepaid
commissions were reduced in purchase accounting, marketing and commissions
expense for periods following the Transactions are less than they otherwise
would have been. The effect of these and other purchase accounting adjustments
on the Company's consolidated results of operations for the three months ended
March 31, 2008 as compared to March 31, 2007 was to increase net revenues by
$3.7 million, marketing and commissions by $1.4 million and operating costs by
$0.8 million. Additionally, the Company recorded $14.8 million less
depreciation and amortization expense for the three months ended March 31,
2008 as compared to the three months ended March 31, 2007, which positively
affected results of operations.
TABLE 6
AFFINION GROUP, INC.
UNAUDITED OPERATING SEGMENT RESULTS
(In millions)
Net revenues and Segment EBITDA by operating segment are as follows:
Net Revenues
For the Three Months Increase
Ended March 31, (Decrease) Other
Related to the Increase
2008 2007 Transactions (Decrease)
Affinion North America
Membership products $171.8 $170.5 $2.1 $(0.8)
Insurance and package
products 90.4 90.4 0.2 (0.2)
Loyalty products 14.9 12.5 - 2.4
Eliminations (1.0) (1.2) - 0.2
Total North America 276.1 272.2 2.3 1.6
Affinion International
International products 63.1 48.3 1.4 13.4
Total products 339.2 320.5 3.7 15.0
Corporate - - - -
Total $339.2 $320.5 $3.7 $15.0
Depreciation and
amortization
Income (loss) from
operations
Net revenues and Segment EBITDA by operating segment are as follows:
Segment EBITDA (1)
For the Three Months Increase
Ended March 31, (Decrease) Other
Related to the Increase
2008 2007 Transactions (Decrease)
Affinion North America
Membership products $28.4 $19.3 $0.7 $8.4
Insurance and package
products 32.9 33.8 0.2 (1.1)
Loyalty products 4.2 2.9 - 1.3
Eliminations - - - -
Total North America 65.5 56.0 0.9 8.6
Affinion International
International products 4.3 3.2 0.6 0.5
Total products 69.8 59.2 1.5 9.1
Corporate (1.6) (7.1) - 5.5
Total 68.2 52.1 1.5 14.6
Depreciation and
amortization (67.9) (78.9) 14.8 (3.8)
Income (loss) from
operations $0.3 $(26.8) $16.3 $10.8
(1) See Reconciliation of Non-GAAP Financial Measures on Table 7 below for
a discussion on Segment EBITDA.
TABLE 7
AFFINION GROUP, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
TO GAAP FINANCIAL MEASURES (UNAUDITED)
(In millions, except ratios)
Set forth below is a reconciliation of our consolidated net cash provided
by operating activities for the twelve months ended March 31, 2008 and the
three months ended March 31, 2008 and 2007 to our Adjusted EBITDA.
For the
Twelve
Months
Ended For the Three Months
March 31, Ended March 31,
2008(a) 2008 2007
Net cash provided by operating activities $133.0 $25.5 $(5.7)
Interest expense, net 144.0 38.5 34.8
Income tax expense 8.5 5.4 1.6
Amortization of favorable and unfavorable
contracts 3.1 0.8 0.7
Amortization of debt discount and
financing costs (6.5) (1.5) (1.5)
Unrealized loss on interest rate swap (10.2) (6.0) (0.9)
Deferred income taxes 2.5 (2.9) 0.5
Changes in assets and liabilities 9.0 9.0 23.3
Effect of the Transaction,
reorganizations, certain legal costs,
and net cost savings (b) 6.6 0.4 2.2
Other, net (c) 2.9 0.8 6.4
Adjusted EBITDA(d)(e) $292.9 $70.0 $61.4
(a) Represents consolidated financial data for the year ended December 31,
2007, minus consolidated financial data for the three months ended
March 31, 2007 plus consolidated financial data for the three months
ended March 31, 2008.
(b) Effect of the Transactions, reorganizations, certain legal costs and
net cost savings -- eliminates the effects of the Transactions, prior
business reorganizations, non-recurring revenues and gains, legal
expenses for certain legal matters, and certain severance costs. See
Table 5 for additional information regarding the effect of the
Transactions.
(c) Other, net-represents the elimination of stock-based compensation
incurred in connection with the January 2007 special dividend, non-
recurring Sarbanes-Oxley implementation costs, a $2.0 million annual
consulting fee paid to Apollo and certain other costs.
(d) Adjusted EBITDA consists of income from operations before depreciation
and amortization further adjusted to exclude non-cash and unusual
items and other adjustments permitted in our debt agreements to test
the permissibility of certain types of transactions, including debt
incurrence. We believe that the inclusion of Adjusted EBITDA is
appropriate as a liquidity measure. Adjusted EBITDA is not a
measurement of liquidity or financial performance under U.S. GAAP and
Adjusted EBITDA may not be comparable to similarly titled measures of
other companies. You should not consider Adjusted EBITDA as an
alternative to cash flows from operating activities determined in
accordance with U.S. GAAP, as an indicator of cash flows, as a measure
of liquidity, as an alternative to operating or net income determined
in accordance with U.S. GAAP or as an indicator of operating
performance.
(e) Adjusted EBITDA does not give pro forma effect to our acquisition of a
base of approximately half a million members and the associated fee
revenue stream from a US-based financial institution that was
completed in December 2007. However, we would be permitted to make
such pro forma adjustment as if such acquisition had occurred on April
1, 2007 in calculating the Adjusted EBITDA under our credit facility
and the indentures governing our senior notes and senior subordinated
notes.
TABLE 7 - cont'd
Set forth below is a reconciliation of our consolidated net loss for the
twelve months ended March 31, 2008 and the three months ended March 31, 2008
and 2007 to our Adjusted EBITDA.
For the
Twelve
Months
Ended For the Three Months
March 31, Ended March 31,
2008(a) 2008 2007
Net loss $(171.6) $(43.8) $(63.3)
Interest expense, net 144.0 38.5 34.8
Income tax expense benefit 8.5 5.4 1.6
Minority interests, net of tax 0.4 0.2 0.1
Other expense, net 0.1 - -
Depreciation and amortization 299.8 67.9 78.9
Effect of the Transactions,
reorganizations and non-recurring
revenues and gains (b) 3.8 0.4 1.6
Certain legal costs (c) - (0.5) 0.1
Net cost savings (d) 2.8 0.5 0.5
Other, net (e) 5.1 1.4 7.1
Adjusted EBITDA(f)(g) $292.9 $70.0 $61.4
Interest coverage ratio(h) 2.29
Consolidated leverage ratio(i) 4.60
Fixed charge coverage ratio (j) 2.12
(a) Represents consolidated financial data for the year ended December 31,
2007, minus consolidated financial data for the three months ended
March 31, 2007 plus consolidated financial data for the three months
ended March 31, 2008.
(b) Effect of the Transactions, reorganizations and non-recurring revenues
and gains -- eliminates the effects of the Transactions, prior
business reorganizations and non-recurring revenues and gains. For the
periods presented, the amounts relate entirely to the effect of the
Transactions. See Table 5 for additional information regarding the
effect of the Transactions.
(c) Certain legal costs-represents legal costs for certain litigation
matters.
(d) Net cost savings-represents: the elimination of costs associated
with severance.
(e) Other, net-represents: (i) net changes in other reserves, (ii) the
elimination of stock-based compensation, and (iii) consulting fees
paid to Apollo.
(f) Adjusted EBITDA consists of income from operations before depreciation
and amortization further adjusted to exclude non-cash and unusual
items and other adjustments permitted in our debt agreements to test
the permissibility of certain types of transactions, including debt
incurrence. We believe that the inclusion of Adjusted EBITDA is
appropriate as a liquidity measure. Adjusted EBITDA is not a
measurement of liquidity or financial performance under U.S. GAAP and
Adjusted EBITDA may not be comparable to similarly titled measures of
other companies. You should not consider Adjusted EBITDA as an
alternative to cash flows from operating activities determined in
accordance with U.S. GAAP, as an indicator of cash flows, as a measure
of liquidity, as an alternative to operating or net income determined
in accordance with U.S. GAAP or as an indicator of operating
performance.
(g) Adjusted EBITDA does not give pro forma effect to our acquisition of a
base of approximately half a million members and the associated fee
revenue stream from a US-based financial institution that was
completed in December 2007. However, we would be permitted to make
such pro forma adjustment as if such acquisition had occurred on April
1, 2007 in calculating the Adjusted EBITDA under our credit facility
and the indentures governing our senior notes and senior subordinated
notes.
(h) The interest coverage ratio is defined in our senior secured credit
facility (Adjusted EBITDA, as defined, to interest expense, as
defined). The calculation presented is annualized. The interest
coverage ratio must be greater than 1.60 to 1.0 at March 31, 2008.
(i) The consolidated leverage ratio is defined in our senior secured
credit facility (total debt, as defined, to Adjusted EBITDA, as
defined). The consolidated leverage ratio must be less than 6.50 to
1.0 at March 31, 2008.
(j) The fixed charge coverage ratio is defined in the indentures governing
our senior notes and our senior subordinated notes (consolidated cash
flows, as defined, which is equivalent to Adjusted EBITDA (as defined
in the senior secured credit facility) to fixed charges, as defined).
Set forth below is a reconciliation of our consolidated net loss for the
twelve months ended March 31, 2008 and the three months ended March 31, 2008
and 2007 to our Segment EBITDA.
For the
Twelve
Months
Ended For the Three Months
March 31, Ended March 31,
2008 2008 2007
Net loss $(171.6) $(43.8) $(63.3)
Interest expense, net 144.0 38.5 34.8
Income tax expense benefit 8.5 5.4 1.6
Minority interests, net of tax 0.4 0.2 0.1
Other expense, net 0.1 - -
Depreciation and amortization 299.8 67.9 78.9
Segment EBITDA $281.2 $68.2 $52.1
SOURCE Affinion Group, Inc.
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