Grows Agent Count and Market Share
year-over-year and quarter-over-quarter in Q4
Expects to Be Free Cash Flow Positive for Full
Year 2024
NEW
YORK, Feb. 27, 2024 /PRNewswire/ -- Compass,
Inc. (NYSE: COMP) ("Compass" or "the Company"), the largest
residential real estate brokerage in the
United States by transaction volume1, announced
its financial results for the fourth quarter and full year ended
December 31, 2023.
"Over the past two years, we have successfully navigated the
worst residential real estate market in decades and significantly
reset our operating expense levels, positioning Compass for what we
believe will be significant upside when the market begins to
recover," said Robert Reffkin,
Founder and Chief Executive Officer of Compass. "As we reduced
operating expenses, we continued to invest in growth, our agents
and our technology platform, the industry's only proprietary
first-contact to close platform. We recruited more than 2,000
principal agents without cash or equity sign-on incentives since
eliminating those incentives in August
2022 and we increased the number of principal agents 7.7% in
Q4 2023 compared to Q4 2022. We grew quarterly market share both
year-over-year and quarter-over-quarter2 in Q4 2023
and we continued the trend of strong agent retention, achieving 97%
principal agent retention in Q4 2023. In 2023, we continued to
build our technology advantage as we added 103 features to our
platform including Performance Tracker, Compass AI enhancements and
'1 Click Title & Escrow.'"
Kalani Reelitz, Chief Financial
Officer of Compass said, "In January
2023, we announced our 2023 target range of $850 million to $950
million of annualized non-GAAP operating expenses, or
OPEX3. We expected to be below the midpoint of that
range in Q4 of 2023. One year later, I'm pleased to announce we
ended the year below the midpoint goal and expect to further reduce
our full year 2024 non-GAAP OPEX to $865
million. We expect non-GAAP OPEX will grow thereafter at a
nominal rate of 3-4% per year excluding M&A over the next few
years. We have built an operating structure that has set us up for
margin expansion when market conditions improve. These reduced
non-GAAP OPEX levels have allowed us to significantly improve our
cash flow. For the full year of 2023 compared to the full year of
2022, we have been able to achieve a $266
million improvement in our operating cash flow and a
$325 million improvement in free cash
flow even as revenue declined by $1.1
billion."
Q4 2023 and Full Year Financial
Highlights:
- Revenue in Q4 2023 decreased by 1% year-over-year
to $1.1 billion as transactions
declined 4.9% driven by macroeconomic factors. For the full year,
2023 revenue was $4.9 billion
compared to $6.0 billion in 2022, a
decrease of 19%.
- GAAP Net loss in Q4 2023 was $83.7 million, an improvement of $74.4 million or 47% from a Net loss of
$158.1 million in Q4 2022. The Net
loss for Q4 2023 includes non-cash stock-based compensation
expenses of $36.3 million and
depreciation and amortization of $21.5
million. For 2023, Net loss was $321.3 million compared to $601.5 million in 2022, a reduction of
$280.2 million or 47%.
- Adjusted EBITDA4 (a non-GAAP measure)
was ($23.7) million in Q4 2023,
compared to ($75.3) million in Q4
2022. This is an improvement of $51.6
million or 69%. In 2023, Adjusted EBITDA was ($38.9) million compared to ($210.0) million in 2022, an improvement of
$171 million or 81%.
- Operating Cash Flow / Free Cash Flow4
(a non-GAAP measure): during Q4 2023, operating cash flow
was ($38.7) million and free cash
flow was ($41.0) million, the
difference being the treatment of capital expenditures. For 2023,
Operating cash flow was ($25.9)
million compared to ($291.7)
million in 2022, an improvement of $265.8 million or 91%. Free Cash Flow for the
full year 2023 was ($37.1) million
compared to ($361.8) million in 2022,
an improvement of $324.7
million.
- Cash and cash equivalents at the end of Q4 2023 was
$166.9 million, with no draw of our
revolving credit facility. Compared to year-end 2022 of
$361.9 million, the cash balance
declined $195 million primarily
driven by net repayments of drawdowns on the revolving credit
facility of $150 million.
Q4 2023 Operational Highlights:
- Platform: the Compass end-to-end technology platform
provides real estate agents with the ability to perform their
primary workflows, from first contact to close, with a single
log-in and without leaving the Compass platform.
- In 2023, we continued to enhance the platform with 103
features, including Performance Tracker, Compass AI, and
'1-Click Title & Escrow'.
- We continued the roll out of our title and escrow business
integration into the technology platform in Philadelphia, Washington DC, Maryland and Virginia and plan to roll out this integration
feature to all the markets where we currently offer title and
escrow services in Q3 2024, including in our newest title &
escrow market - Florida.
- National market share in Q4 2023 was 4.41%, an increase
of 9 basis points in Q4 2023 compared to Q4 2022 and 10 basis
points in Q4 2023 compared to Q3 20235.
- Agents: Average Number of Principal Agents was 14,689
for Q4 2023, a 7.7% increase of 1,046 principal agents from Q4 2022
and a 4.5% increase sequentially of 634 from Q3 2023.6
Compass continued to experience high levels of principal agent
retention with 97% agent retention in Q4 2023. In the fourth
quarter, we managed out approximately 50 principal agents and 400
total agents with an average gross commission income of less than
$10,000, which had the additional
benefit of freeing up resources for the rest of our producing
agents.
- Transactions: Compass agents closed 40,621 Total
Transactions in Q4 2023, a decline of 4.9% compared to Q4 2022
(42,719). Transactions for the entire U.S. residential real estate
market declined 9.2% for the same period.7 For the full
year of 2023, transactions were 178,848 compared to 211,538 in
2022, a decline of 15.5% compared to a decline of 18.7% for the
entire U.S. residential market.
- Gross Transaction Value ("GTV")8 was
$41.8 billion in Q4 2023, a decline
of 1.6% compared to Q4 2022 GTV of $42.5
billion, while national market GTV was down 3.7% for the
same period. For the full year 2023, GTV was $186.1 billion compared to $230.3 billion in 2022, a decline of 19.2%
compared to a national market GTV decline of 17.3%.
Additional information can be found in the Company's Q4 2023
Earnings Presentation, which can be found in the Investor Relations
section of the Compass website at
https://investors.compass.com.
Outlook
Q1 2024 Outlook:
- Revenue of $975 million to
$1,075 million
- Adjusted EBITDA of negative $22
million to negative $40
million
FY 2024 Outlook:
- Non-GAAP OPEX of $855 million -
$875 million9
- Expects to be free cash flow positive for full year 2024
We have not reconciled our guidance for Adjusted EBITDA to GAAP
Net loss because certain expenses excluded from GAAP Net loss when
calculating Adjusted EBITDA cannot be reasonably calculated or
predicted at this time. Additionally, we have not reconciled our
guidance for non-GAAP OPEX to GAAP OPEX because certain expenses
excluded from GAAP OPEX cannot be reasonably calculated or
predicted at this time. Accordingly, reconciliations are not
available without unreasonable effort.
For a reconciliation of non-GAAP financial measures to the most
directly comparable GAAP measures on a historical basis, see
"Reconciliation of Net Loss Attributable to Compass, Inc. to
Adjusted EBITDA", "Reconciliation of GAAP OPEX to non-GAAP OPEX"
and "Reconciliation of GAAP Operating Cash Flow to Free Cash Flow"
in the financial statement tables included within this press
release.
Conference Call Information
Management will conduct a conference call to discuss the fourth
quarter and full year 2023 results as well as outlook at 5:00 p.m.
ET on Tuesday, February 27, 2024. The
conference call will be accessible via the Internet on the Compass
Investor Relations website https://investors.compass.com. You can
also access the audio webcast via the following link: Compass,
Inc. 4Q23 Earnings Conference Call.
An audio recording of the conference call will be available for
replay shortly after the call's completion. To access the replay,
visit the Events and Presentations section on the Compass Investor
Relations website at https://investors.compass.com.
Disclosure Channels
Compass uses its Investor Relations website,
https://investors.compass.com, as a means of disclosing information
which may be of interest or material to its investors and for
complying with disclosure obligations under Regulation FD. We
intend to announce material information to the public through
filings with the Securities and Exchange Commission, or the SEC,
the investor relations page on our website (www.compass.com), press
releases, public conference calls, public webcasts, our X (formerly
Twitter) feed (@Compass), our Facebook page, our LinkedIn page, our
Instagram account, our YouTube channel, and Robert Reffkin's X (formerly Twitter) feed
(@RobReffkin) and Instagram account (@robreffkin). Accordingly,
investors should monitor each of these disclosure channels.
Safe Harbor Statement
This press release includes forward-looking statements, which
are statements other than statements of historical facts, and
statements in the future tense. These statements include, but are
not limited to, statements regarding our future performance,
including expected financial results for the first quarter of 2024,
planned non-GAAP OPEX and free cash flow expectations for the full
year of 2024, and our expectations for operational achievements.
Forward-looking statements are based upon various estimates and
assumptions, as well as information known to us as of the date of
this press release, and are subject to risks and uncertainties,
including but not limited to: general economic conditions, economic
and industry downturns, the health of the U.S. real estate
industry, and risks generally incident to the ownership of
residential real estate; the effect of monetary policies of the
federal government and it's agencies; rising interest rates;
ongoing industry antitrust class action litigation (including
lawsuits filed against us) or any related regulatory activities;
any decreases in our gross commission income or the percentage of
commissions that we collect; declining home inventory levels; our
ability to carefully manage our expense structure; adverse
economic, real estate or business conditions in geographic areas
where our business is concentrated and/or impacting high-end
markets; our ability to continuously innovate, improve and expand
our platform, including tools and features integrating machine
learning and artificial intelligence; our ability to expand our
operations and to offer additional integrated services; our ability
to realize expected benefits from our joint ventures; our ability
to compete successfully; our ability to attract and retain highly
qualified personnel and to recruit agents; our ability to
re-accelerate our business growth given our current expense
structure; fluctuation in our quarterly results and other operating
metrics; the loss of one or more key personnel; actions by our
agents or employees that could adversely affect our reputation and
subject us to liability; our ability to pursue acquisitions that
are successful and can be integrated into our existing operations;
changes in mortgage underwriting standards; our ability to maintain
or establish relationships with third-party service providers; the
impact of cybersecurity incidents and the potential loss of
critical and confidential information; the reliability of
our fraud detection processes and information
security systems; depository banks not honoring our escrow and
trust deposits; adoption of alternatives to full-service agents by
consumers; our ability to develop and maintain an effective system
of disclosure controls and internal control over financial
reporting; covenants in our debt agreements that may restrict our
borrowing capacity or operating activities; our abilities to use
net operating losses and other tax attributes; changes in, and our
reliance on, accounting standards, assumptions, estimates and
business data; the dependability of our platform and software; our
ability to maintain our company culture; our ability to obtain or
maintain adequate insurance coverage; processing, storage, and use
of personal information and other data, and compliance with privacy
laws and regulations; natural disasters and catastrophic events;
the effect of the claims, lawsuits, government investigations and
other proceedings; changes in federal or state laws that would
require our agents to be classified as employees; our ability to
protect our intellectual property rights and our reliance on the
intellectual property rights of third parties; the impact of having
a multi-class structure of common stock; and other risks set forth
in our annual report on Form 10-K and our subsequent quarterly
reports on Form 10-Q. Significant variation from the assumptions
underlying our forward-looking statements could cause our actual
results to vary, and the impact could be significant. Accordingly,
actual results could differ materially from those predicted or
implied or such uncertainties could cause adverse effects on our
results. Reported results should not be considered as an indication
of future performance.
More information about factors that could adversely affect our
business, financial condition and results of operations, or that
could cause actual results to differ from those expressed or
implied in our forward-looking statements is included under the
captions "Risk Factors," "Legal Proceedings" and "Management's
Discussion and Analysis of Financial Condition and Results of
Operations" in our most recent annual report on Form 10-K and our
subsequent quarterly reports on Form 10-Q, copies of which are
available on the Investor Relations page of our website
at https://investors.compass.com/ and on the SEC website at
www.sec.gov. All information herein speaks as of the date hereof
and all forward-looking statements contained herein are based on
information available to us as of the date hereof, and we do not
assume any obligation to update these statements as a result of new
information or future events. Undue reliance should not be placed
on the forward-looking statements in this press release.
Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements,
which are prepared in accordance with GAAP, we present Adjusted
EBITDA, non-GAAP OPEX, and Free Cash Flow, which are non-GAAP
financial measures, in this press release. We use Adjusted EBITDA,
non-GAAP OPEX and Free Cash Flow in conjunction with GAAP measures
as part of our overall assessment of our performance, including the
preparation of our annual operating budget and quarterly forecasts,
to evaluate the effectiveness of our business strategies and to
communicate with our board of directors concerning our financial
performance. We believe Adjusted EBITDA, non-GAAP OPEX and Free
Cash Flow are also helpful to investors, analysts and other
interested parties because they can assist in providing a more
consistent and comparable overview of our operations across our
historical financial periods. Adjusted EBITDA, non-GAAP OPEX and
Free Cash Flow have limitations as analytical tools. Therefore, you
should not consider them in isolation or as a substitute for
analysis of our results as reported under GAAP. Because of these
limitations, you should consider Adjusted EBITDA, non-GAAP OPEX and
Free Cash Flow alongside other financial performance measures,
including net loss attributable to Compass, Inc., GAAP OPEX,
operating cash flows and our other GAAP measures. In evaluating
Adjusted EBITDA, non-GAAP OPEX and Free Cash Flow, you should be
aware that in the future we may incur expenses that are the same as
or similar to some of the adjustments reflected in this press
release. Our presentation of Adjusted EBITDA, non-GAAP OPEX and
Free Cash Flow should not be construed to imply that our future
results will be unaffected by the types of items excluded from
these calculations of Adjusted EBITDA, non-GAAP OPEX and Free Cash
Flow. Adjusted EBITDA, non-GAAP OPEX and Free Cash Flow are not
presented in accordance with GAAP and the use of these terms vary
from others in our industry. Reconciliations of these non-GAAP
measures have been provided in the financial statement tables
included within this press release, and investors are encouraged to
review these reconciliations.
About Compass
Compass is the largest residential real estate brokerage in
the United States by transaction
volume. Founded in 2012 and based in New
York City, Compass provides an end-to-end platform that
empowers its residential real estate agents to deliver exceptional
service to seller and buyer clients. The platform includes an
integrated suite of cloud-based software for customer relationship
management, marketing, client service, brokerage services and other
critical functionality, all custom-built for the real estate
industry. Compass agents utilize the platform to grow their
business, save time and manage their business more effectively. For
more information on how Compass empowers real estate agents, one of
the largest groups of small business owners in the country, please
visit www.compass.com.
|
|
|
|
|
|
|
1 Compass was ranked number one in
sales volume for 2022 by RealTrends in March 2023 for the second
year in a row.
|
2 Q3
2023 national market share has been updated to 4.31%.
|
3 Non-GAAP OPEX excludes Commissions
and other related expenses, Depreciation and amortization,
Stock-based compensation and other expenses excluded from the
Company's calculation of Adjusted EBITDA. We calculate non-GAAP
OPEX annualized run rate by taking the sum of the quarter's
non-GAAP sales and marketing, operations and support, research and
development, and general and administration expenses and
multiplying it by four.
|
4 A
reconciliation of GAAP to Non-GAAP measures can be found within the
financial statement tables included within this press
release.
|
5 Q3
2023 national market share has been updated to 4.31%.
|
6 During the first quarter of 2023,
we began to utilize an updated methodology for tracking and
reporting our agent statistics. The Average Number of Principal
Agents and year over year growth reported in this press release is
based on the updated methodology.
|
7 We
calculate Total Transactions by taking the sum of all transactions
closed on the Compass platform in which our agent represents the
buyer or seller in the purchase or sale of a home (excluding rental
transactions). We include a single transaction twice when one or
more Compass agents represent both the buyer and seller in any
given transaction.
|
8 Gross
Transaction Value includes a de minimis number of new development
and commercial brokerage transactions.
|
9 Non-GAAP OPEX excludes Commissions
and other related expenses, Depreciation and amortization,
Stock-based compensation and other expenses excluded from the
Company's calculation of Adjusted EBITDA. We calculate non-GAAP
OPEX annualized run rate by taking the sum of the quarter's
non-GAAP sales and marketing, operations and support, research and
development, and general and administration expenses and
multiplying it by four. For a reconciliation of GAAP OPEX to
non-GAAP OPEX see the financial statement tables included within
this press release.
|
Compass, Inc.
|
Condensed Consolidated Balance
Sheets
|
(In millions, unaudited)
|
|
|
|
|
|
December 31, 2023
|
|
December 31, 2022
|
Assets
|
|
|
|
Current
assets
|
|
|
|
Cash and cash
equivalents
|
$
166.9
|
|
$
361.9
|
Accounts receivable,
net of allowance
|
36.6
|
|
36.6
|
Compass Concierge
receivables, net of allowance
|
24.0
|
|
42.9
|
Other current
assets
|
54.5
|
|
76.5
|
Total current
assets
|
282.0
|
|
517.9
|
Property and equipment,
net
|
151.7
|
|
192.5
|
Operating lease
right-of-use assets
|
408.5
|
|
483.2
|
Intangible assets,
net
|
77.6
|
|
99.3
|
Goodwill
|
209.8
|
|
198.4
|
Other non-current
assets
|
30.7
|
|
41.8
|
Total
assets
|
$
1,160.3
|
|
$
1,533.1
|
Liabilities and Stockholders'
Equity
|
|
|
|
Current
liabilities
|
|
|
|
Accounts
payable
|
$
18.4
|
|
$
28.1
|
Commissions
payable
|
59.6
|
|
48.0
|
Accrued expenses and
other current liabilities
|
90.8
|
|
164.9
|
Current lease
liabilities
|
98.9
|
|
94.6
|
Concierge credit
facility
|
24.8
|
|
31.9
|
Revolving credit
facility
|
—
|
|
150.0
|
Total current
liabilities
|
292.5
|
|
517.5
|
Non-current lease
liabilities
|
410.2
|
|
486.5
|
Other non-current
liabilities
|
25.6
|
|
8.4
|
Total
liabilities
|
728.3
|
|
1,012.4
|
Stockholders'
equity
|
|
|
|
Common
stock
|
—
|
|
—
|
Additional paid-in
capital
|
2,946.5
|
|
2,713.6
|
Accumulated
deficit
|
(2,517.8)
|
|
(2,196.5)
|
Total Compass, Inc.
stockholders' equity
|
428.7
|
|
517.1
|
Non-controlling
interest
|
3.3
|
|
3.6
|
Total stockholders'
equity
|
432.0
|
|
520.7
|
Total liabilities and
stockholders' equity
|
$
1,160.3
|
|
$
1,533.1
|
Compass, Inc.
|
Condensed Consolidated Statements of
Operations
|
(In millions, except share and per share data,
unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Revenue
|
$ 1,096.4
|
|
$ 1,107.2
|
|
$ 4,885.0
|
|
$ 6,018.0
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
Commissions and other
related expense (1)
|
895.9
|
|
918.8
|
|
4,007.0
|
|
4,936.1
|
|
Sales and marketing
(1)
|
102.9
|
|
130.8
|
|
435.4
|
|
575.1
|
|
Operations and support
(1)
|
79.6
|
|
83.5
|
|
326.9
|
|
392.4
|
|
Research and
development (1)
|
44.4
|
|
63.4
|
|
184.5
|
|
360.3
|
|
General and
administrative (1)
|
32.4
|
|
41.1
|
|
125.7
|
|
208.1
|
|
Restructuring
costs
|
2.7
|
|
1.2
|
|
30.4
|
|
49.1
|
|
Depreciation and
amortization
|
21.5
|
|
21.2
|
|
90.0
|
|
86.3
|
|
Total
operating expenses
|
1,179.4
|
|
1,260.0
|
|
5,199.9
|
|
6,607.4
|
Loss from
operations
|
(83.0)
|
|
(152.8)
|
|
(314.9)
|
|
(589.4)
|
Investment income,
net
|
1.6
|
|
1.3
|
|
8.5
|
|
2.8
|
Interest
expense
|
(1.6)
|
|
(1.3)
|
|
(10.8)
|
|
(3.6)
|
Loss before income
taxes and equity in loss of unconsolidated entity
|
(83.0)
|
|
(152.8)
|
|
(317.2)
|
|
(590.2)
|
Income tax (expense)
benefit
|
(0.1)
|
|
(0.5)
|
|
0.4
|
|
0.9
|
Equity in loss of
unconsolidated entity
|
(0.7)
|
|
(4.7)
|
|
(3.3)
|
|
(12.2)
|
Net loss
|
(83.8)
|
|
(158.0)
|
|
(320.1)
|
|
(601.5)
|
Net loss (income)
attributable to non-controlling interests
|
0.1
|
|
(0.1)
|
|
(1.2)
|
|
-
|
Net loss attributable
to Compass, Inc.
|
$
(83.7)
|
|
$
(158.1)
|
|
$
(321.3)
|
|
$
(601.5)
|
Net loss per share
attributable to Compass, Inc., basic and diluted
|
$
(0.17)
|
|
$
(0.36)
|
|
$
(0.69)
|
|
$
(1.40)
|
Weighted-average shares
used in computing net loss per share
attributable to Compass, Inc., basic and diluted
|
483,710,540
|
|
436,568,882
|
|
466,522,935
|
|
428,169,180
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Total stock-based
compensation expense included in the condensed consolidated
statements of operations is as follows (in millions):
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
December 31,
|
|
Year Ended December 31,
|
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
Commissions and other
related expense
|
$
—
|
|
$
22.9
|
|
$
11.6
|
|
$
59.0
|
|
Sales and
marketing
|
8.6
|
|
9.3
|
|
35.0
|
|
42.0
|
|
Operations and
support
|
4.5
|
|
3.3
|
|
16.1
|
|
15.6
|
|
Research and
development
|
11.3
|
|
12.3
|
|
45.7
|
|
57.5
|
|
General and
administrative
|
11.9
|
|
13.6
|
|
49.8
|
|
60.4
|
|
Total stock-based
compensation expense
|
$
36.3
|
|
$
61.4
|
|
$
158.2
|
|
$
234.5
|
Compass, Inc.
|
Condensed Consolidated Statements of Cash
Flows
|
(In millions, unaudited)
|
|
|
|
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
Operating Activities
|
|
|
|
Net loss
|
$(320.1)
|
|
$(601.5)
|
Adjustments to
reconcile net loss to net cash used in operating
activities:
|
|
|
|
Depreciation and
amortization
|
90.0
|
|
86.3
|
Stock-based
compensation
|
158.2
|
|
234.5
|
Equity in loss of
unconsolidated entity
|
3.3
|
|
12.2
|
Change in acquisition
related contingent consideration
|
2.6
|
|
(2.2)
|
Bad debt
expense
|
4.4
|
|
7.3
|
Amortization of debt
issuance costs
|
0.7
|
|
0.9
|
Changes in operating
assets and liabilities:
|
|
|
|
Accounts
receivable
|
(3.5)
|
|
6.5
|
Compass Concierge
receivables
|
18.0
|
|
(11.7)
|
Other current
assets
|
21.4
|
|
17.6
|
Other non-current
assets
|
9.1
|
|
9.8
|
Operating lease
right-of-use assets and operating lease liabilities
|
(1.2)
|
|
5.8
|
Accounts
payable
|
(9.8)
|
|
(4.8)
|
Commissions
payable
|
11.6
|
|
(15.9)
|
Accrued expenses and
other liabilities
|
(10.6)
|
|
(36.5)
|
Net cash used in
operating activities
|
(25.9)
|
|
(291.7)
|
Investing Activities
|
|
|
|
Investment in
unconsolidated entity
|
(1.2)
|
|
(15.0)
|
Capital
expenditures
|
(11.2)
|
|
(70.1)
|
Payments for
acquisitions, net of cash acquired
|
0.7
|
|
(15.0)
|
Net cash used in
investing activities
|
(11.7)
|
|
(100.1)
|
Financing Activities
|
|
|
|
Proceeds from exercise
of stock options
|
4.5
|
|
9.0
|
Proceeds from issuance
of common stock under the Employee Stock Purchase Plan
|
2.5
|
|
2.3
|
Taxes paid related to
net share settlement of equity awards
|
(23.5)
|
|
(23.5)
|
Proceeds from drawdowns
on Concierge credit facility
|
55.4
|
|
59.0
|
Repayments of drawdowns
on Concierge credit facility
|
(62.5)
|
|
(43.3)
|
Proceeds from drawdowns
on Revolving credit facility
|
75.0
|
|
150.0
|
Repayments of drawdowns
on Revolving credit facility
|
(225.0)
|
|
—
|
Proceeds from issuance
of common stock in connection with the Strategic
Transaction
|
32.3
|
|
—
|
Payments related to
acquisitions, including contingent consideration
|
(14.6)
|
|
(17.5)
|
Other
|
(1.5)
|
|
(0.6)
|
Net cash (used in)
provided by financing activities
|
(157.4)
|
|
135.4
|
Net decrease in cash
and cash equivalents
|
(195.0)
|
|
(256.4)
|
Cash and cash
equivalents at beginning of period
|
361.9
|
|
618.3
|
Cash and cash
equivalents at end of period
|
$
166.9
|
|
$
361.9
|
Compass, Inc.
|
|
|
Reconciliation of Net Loss Attributable to Compass,
Inc. to Adjusted EBITDA
|
|
|
(In millions, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended December 31,
|
|
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
|
Net loss attributable
to Compass, Inc.
|
$(83.7)
|
|
$(158.1)
|
|
$(321.3)
|
|
$(601.5)
|
|
|
Adjusted to exclude the
following:
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
21.5
|
|
21.2
|
|
90.0
|
|
86.3
|
|
|
Investment income,
net
|
(1.6)
|
|
(1.3)
|
|
(8.5)
|
|
(2.8)
|
|
|
Interest
expense
|
1.6
|
|
1.3
|
|
10.8
|
|
3.6
|
|
|
Stock-based
compensation
|
36.3
|
|
61.4
|
|
158.2
|
|
234.5
|
|
|
Income tax expense
(benefit)
|
0.1
|
|
0.5
|
|
(0.4)
|
|
(0.9)
|
|
|
Restructuring
costs
|
2.7
|
|
1.2
|
|
30.4
|
|
49.1
|
|
|
Acquisition-related
expenses(1)
|
(0.6)
|
|
(1.5)
|
|
1.9
|
|
11.2
|
|
|
Litigation
charges(2)
|
—
|
|
—
|
|
—
|
|
10.5
|
|
|
Adjusted
EBITDA
|
$
(23.7)
|
|
$
(75.3)
|
|
$
(38.9)
|
|
$(210.0)
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) For the three months ended December
31, 2023 and 2022, acquisition-related expenses includes a $0.9
million loss and a $0.3 million gain, respectively, as a result of
changes in the fair value of contingent consideration and gains of
$1.5 million and $1.2 million, respectively, related to acquisition
consideration treated as compensation expense over the underlying
retention periods. For the years ended December 31, 2023 and 2022,
acquisition-related expenses includes a $1.3 million loss and a
$2.2 million gain, respectively, as a result of changes in the fair
value of contingent consideration and expense of $0.6 million and
$13.4 million, respectively, related to acquisition consideration
treated as compensation expense over the underlying retention
periods.
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) Represents a charge of $10.5 million
incurred during the year ended December 31, 2022 in connection with
the Realogy Holdings Corp. matter.
|
|
|
Compass, Inc.
|
Reconciliation of Operating Cash Flows to Free Cash
Flow
|
(In millions, unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Net cash used in
operating activities
|
$(38.7)
|
|
$(117.8)
|
|
$(25.9)
|
|
$(291.7)
|
Less:
|
|
|
|
|
|
|
|
Capital
expenditures
|
(2.3)
|
|
(13.2)
|
|
(11.2)
|
|
(70.1)
|
Free cash
flow
|
$ (41.0)
|
|
$(131.0)
|
|
$(37.1)
|
|
$(361.8)
|
Compass, Inc.
|
Reconciliation of GAAP Operating Expenses to Non-GAAP
Operating Expenses
|
(In millions,
unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
December 31,
|
|
Year Ended December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
GAAP Commissions and
other related expense
|
$895.9
|
|
$918.8
|
|
$4,007.0
|
|
$4,936.1
|
Adjusted to exclude
the following:
|
|
|
|
|
|
|
|
Stock-based
compensation
|
—
|
|
(22.9)
|
|
(11.6)
|
|
(59.0)
|
Non-GAAP Commissions
and other related expense
|
$895.9
|
|
$895.9
|
|
$3,995.4
|
|
$4,877.1
|
|
|
|
|
|
|
|
|
GAAP Sales and
marketing
|
$102.9
|
|
$130.8
|
|
$
435.4
|
|
$
575.1
|
Adjusted to exclude
the following:
|
|
|
|
|
|
|
|
Stock-based
compensation
|
(8.6)
|
|
(9.3)
|
|
(35.0)
|
|
(42.0)
|
Non-GAAP Sales and
marketing
|
$ 94.3
|
|
$121.5
|
|
$
400.4
|
|
$
533.1
|
|
|
|
|
|
|
|
|
GAAP Operations and
support
|
$ 79.6
|
|
$ 83.5
|
|
$
326.9
|
|
$
392.4
|
Adjusted to exclude
the following:
|
|
|
|
|
|
|
|
Stock-based
compensation
|
(4.5)
|
|
(3.3)
|
|
(16.1)
|
|
(15.6)
|
Acquisition-related
expenses
|
0.6
|
|
1.5
|
|
(1.9)
|
|
(11.2)
|
Non-GAAP Operations
and support
|
$ 75.7
|
|
$ 81.7
|
|
$
308.9
|
|
$
365.6
|
|
|
|
|
|
|
|
|
GAAP Research and
development
|
$ 44.4
|
|
$ 63.4
|
|
$
184.5
|
|
$
360.3
|
Adjusted to exclude
the following:
|
|
|
|
|
|
|
|
Stock-based
compensation
|
(11.3)
|
|
(12.3)
|
|
(45.7)
|
|
(57.5)
|
Non-GAAP Research and
development
|
$ 33.1
|
|
$ 51.1
|
|
$
138.8
|
|
$
302.8
|
|
|
|
|
|
|
|
|
GAAP General and
administrative
|
$ 32.4
|
|
$ 41.1
|
|
$
125.7
|
|
$
208.1
|
Adjusted to exclude
the following:
|
|
|
|
|
|
|
|
Stock-based
compensation
|
(11.9)
|
|
(13.6)
|
|
(49.8)
|
|
(60.4)
|
Litigation
charge
|
—
|
|
—
|
|
—
|
|
(10.5)
|
Non-GAAP General and
administrative
|
$ 20.5
|
|
$ 27.5
|
|
$ 75.9
|
|
$
137.2
|
Compass, Inc.
|
Non-GAAP Operating Expenses Excluding Commissions and
Other Related Expense
|
(In millions,
unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
March 31,
2022
|
|
June 30,
2022
|
|
September 30,
2022
|
|
December 31,
2022
|
|
March 31,
2023
|
|
June 30,
2023
|
|
September 30,
2023
|
|
December 31,
2023
|
Sales and
marketing
|
$
134.3
|
|
$
143.7
|
|
$
133.6
|
|
121.5
|
|
$
106.7
|
|
$
104.3
|
|
$
95.1
|
|
$
94.3
|
Operations and
support
|
96.5
|
|
97.8
|
|
89.6
|
|
81.7
|
|
75.0
|
|
79.8
|
|
78.4
|
|
75.7
|
Research and
development
|
91.3
|
|
88.3
|
|
72.1
|
|
51.1
|
|
38.5
|
|
32.8
|
|
34.4
|
|
33.1
|
General and
administrative
|
40.4
|
|
36.6
|
|
32.7
|
|
27.5
|
|
23.1
|
|
21.4
|
|
10.9
|
|
20.5
|
Total non-GAAP
operating expenses excluding
commissions and other related expense
|
$
362.5
|
|
$
366.4
|
|
$
328.0
|
|
$
281.8
|
|
$
243.3
|
|
$
238.3
|
|
$
218.8
|
|
$
223.6
|
View original
content:https://www.prnewswire.com/news-releases/compass-inc-reports-fourth-quarter-and-full-year-2023-results-302073246.html
SOURCE Compass