CHICAGO, May 3, 2023
/PRNewswire/ -- Donnelley Financial Solutions, Inc. (NYSE:
DFIN) (the "Company" or "DFIN") today reported financial
results for the first quarter of 2023.
Highlights:
- Record first-quarter software solutions net sales of
$70.1 million, an increase of 0.4%,
or 3.7% on an organic basis(a), from the first quarter
of 2022; software solutions net sales accounted for 35.3% of total
net sales, up from 33.1% in the first quarter of 2022.
- Total net sales of $198.6
million.
- Net earnings of $15.8 million, or
$0.52 per diluted share; Adjusted
EBITDA(a) of $42.4 million
and Adjusted EBITDA margin(a) of 21.3%.
- Non-GAAP gross leverage of 1.1x and non-GAAP net leverage of
1.0x.
- During the first quarter, the Company repurchased 33,568 shares
for $1.3 million at an average price
of $38.82 per share. As of
March 31, 2023, the remaining share
repurchase authorization was $123.0
million.
- The Company sold its investment in Mediant for $11.8 million during the first quarter.
(a) Adjusted EBITDA, Adjusted EBITDA margin and organic net
sales are non-GAAP financial measures that exclude the impact of
certain items noted in the reconciliation tables below. The tables
below provide reconciliations to the most comparable GAAP
measures.
"We are pleased with our consolidated results for the first
quarter, in light of ongoing macroeconomic headwinds negatively
impacting our transactionally-driven offerings. Total software
solutions net sales increased 0.4%, or 3.7% on an organic basis,
compared to the first quarter of 2022, driven by the positive
momentum in our recurring compliance software products, which grew
approximately 5% organically. Venue net sales were down 0.9% from
last year's first quarter, once again outpacing the trend in
capital markets transactional sales. Total software solutions net
sales made up 35.3% of first-quarter net sales, an increase of 220
basis points from last year's first-quarter sales mix and positions
us well to achieve our long-term goal of deriving 55% to 60% of
revenue from software by 2026," said Daniel
N. Leib, DFIN's president and chief executive officer.
Leib continued, "As we anticipated, capital markets
transactional activity remained weak during the first quarter, with
new equity issuances at a near-record low and M&A activity far
below historic levels. Despite the prolonged downturn in capital
markets transactional environment that resulted in our
first-quarter transactional revenue being down 20.2% from prior
year, our margin performance remained resilient. We delivered
Adjusted EBITDA margin of 21.3% in the quarter, which reflected a
combination of planned incremental investments aimed to accelerate
our transformation and aggressive cost management in certain areas
of the Company. Our first-quarter Adjusted EBITDA margin, which
continues to benefit from our evolving sales mix, permanent changes
to our cost structure, and disciplined cost control, further
demonstrates our ability to sustainably operate at a higher level
of profitability compared to historical quarters with similar
overall and transactional revenues."
"Entering the second quarter, our focus areas remain unchanged –
invest to drive toward a more recurring sales mix, aggressively
manage our cost structure, and allocate capital in a disciplined
manner – all aimed at enhancing our ability to continue to execute
our software-focused strategy. While the near-term outlook for
capital markets transactional activity remains challenging, our
portfolio of market-leading regulatory and compliance offerings and
deep domain and service expertise position us well to serve our
clients when transactional market activity returns to a normalized
level," Leib concluded.
Net Sales
Net sales in the first quarter of 2023 were $198.6 million, a decrease of $12.4 million, or 5.9% (a decrease of 4.4% on an
organic basis), from the first quarter of 2022. Net sales decreased
primarily due to lower capital markets transactional volumes and
the impact of the EdgarOnline disposition, partially offset by
higher software solutions net sales in Arc Suite and
ActiveDisclosure.
Net Earnings
For the first quarter of 2023, net earnings were $15.8 million, or $0.52 per diluted share, as compared to
$26.4 million, or $0.77 per diluted share, in the first quarter of
2022. Net earnings in the first quarter of 2023 included after-tax
charges of $3.2 million, or
$0.10 per diluted share, primarily
related to restructuring, impairment and other charges, net
partially offset by a net realized gain on the sale of an
investment in an equity security. Net earnings in the first quarter
of 2022 included after-tax charges of $1.9
million, or $0.05 per diluted
share, primarily related to restructuring, impairment and other
charges, net and share-based compensation expense.
Adjusted EBITDA and Non-GAAP Net Earnings
For the first quarter of 2023, Adjusted EBITDA was $42.4 million, a decrease of $8.7 million as compared to the first quarter of
2022. Adjusted EBITDA margin was 21.3%, a decrease of approximately
290 basis points as compared to the first quarter of 2022. The
decrease in Adjusted EBITDA and Adjusted EBITDA margin were
primarily driven by lower capital markets transactional sales
volumes and incremental investments to accelerate our
transformation, partially offset by the impact of cost control
initiatives, price uplifts, and lower selling expense as result of
the decrease in sales volume.
For the first quarter of 2023, non-GAAP net earnings were
$19.0 million, or $0.62 per diluted share, as compared to
$28.3 million, or $0.82 per diluted share, in the first quarter of
2022.
Reconciliations of net earnings to Adjusted EBITDA, Adjusted
EBITDA margin and non-GAAP net earnings are presented in the
tables.
Company Results and Conference Call
DFIN's earnings press release for the first quarter of 2023,
which is included as Exhibit 99.1 to the Company's Current Report
on Form 8-K that has been furnished to the SEC on May 3, 2023, is available on the Company's
investor relations website at investor.dfinsolutions.com. A
supplemental trending schedule of historical results, including
additional breakouts of segment-level net sales, is also available
on the Company's investor relations website.
DFIN will hold a conference call and webcast on May 3, 2023, at 9:00 a.m.
Eastern time to discuss financial results for the first
quarter of 2023, provide a general business update and respond to
analyst questions.
A live webcast of the call will also be available on the
Company's investor relations website. Please visit
investor.dfinsolutions.com at least fifteen minutes prior to
the start of the event to register, download and install any
necessary audio software.
If you are unable to participate live, a replay of the webcast
will be available following the conference call on the Company's
investor relations website, along with the earnings press release,
and related financial tables.
About DFIN
DFIN is a leading global risk and compliance solutions company.
We provide domain expertise, enterprise software, and data
analytics for every stage of our clients' business and investment
lifecycles. Markets fluctuate, regulations evolve, technology
advances, and through it all, DFIN delivers confidence with the
right solutions in moments that matter. Learn about DFIN's
end-to-end risk and compliance solutions online at
DFINsolutions.com or you can also follow us on Twitter
@DFINSolutions or on LinkedIn.
Use of Non-GAAP Information
This news release contains certain non-GAAP financial measures,
including non-GAAP gross profit, adjusted non-GAAP gross profit,
non-GAAP gross margin, adjusted non-GAAP selling, general, and
administrative expenses ("SG&A"), adjusted non-GAAP income from
operations, adjusted non-GAAP operating margin, Adjusted EBITDA,
Adjusted EBITDA margin, non-GAAP effective tax rate, adjusted
non-GAAP net earnings, adjusted non-GAAP diluted earnings per
share, Free Cash Flow and organic net sales. The Company believes
that these non-GAAP financial measures, when presented in
conjunction with comparable GAAP measures, provide useful
information about the Company's operating results and liquidity and
enhance the overall ability to assess the Company's financial
performance. The Company uses these measures, together with other
measures of performance under GAAP, to compare the relative
performance of operations in planning, budgeting and reviewing the
performance of its business.
The Company's non-GAAP statement of operations measures, which
include non-GAAP gross profit, adjusted non-GAAP gross profit,
non-GAAP gross margin, adjusted non-GAAP SG&A, adjusted
non-GAAP income from operations, adjusted non-GAAP operating
margin, Adjusted EBITDA, Adjusted EBITDA margin, non-GAAP effective
tax rate, adjusted non-GAAP net earnings and adjusted non-GAAP
diluted earnings per share, are adjusted to exclude the impact of
certain costs, expenses, gains and losses and other specified items
that management believes are not indicative of our ongoing
operations. These adjusted measures exclude the impact of expenses
associated with the Company's non-income tax, net, accelerated rent
expense, share-based compensation and eliminate potential
differences in results of operations between periods caused by
factors such as historic cost and age of assets, financing and
capital structures, taxation positions or regimes, restructuring,
impairment and other charges, net and gain or loss on certain
investments, business sales and asset sales.
Free Cash Flow is a non-GAAP financial measure and is defined by
the Company as net cash flow provided by operating activities less
capital expenditures. By adjusting for the level of capital
investment in operations, the Company believes that free cash flow
can provide useful additional basis for understanding the Company's
ability to generate cash after capital investment and provides a
comparison to peers with differing capital intensity.
Organic net sales is a non-GAAP financial measure and is defined
by the Company as reported net sales adjusted for the changes in
foreign currency exchange rates and the impact of dispositions.
These non-GAAP financial measures should be considered in
addition to, not a substitute for, or superior to, measures of
financial performance prepared in accordance with GAAP. In
addition, these measures are defined differently by different
companies in our industry and, accordingly, such measures may not
be comparable to similarly-titled measures of other companies.
Use of Forward-Looking Statements
This news release includes certain "forward-looking statements"
within the meaning of, and subject to the safe harbor created by,
Section 21E of the Securities Exchange Act of 1934, as amended,
with respect to the business, strategy and plans of DFIN and its
expectations relating to future financial condition and
performance. Statements that are not historical facts, including
statements about DFIN management's beliefs and expectations, are
forward-looking statements. Words such as "believes,"
"anticipates," "estimates," "expects," "intends," "aims,"
"potential," "will," "would," "could," "considered," "likely,"
"estimate" and variations of these words and similar future or
conditional expressions are intended to identify forward-looking
statements but are not the exclusive means of identifying such
statements. While DFIN believes these expectations, assumptions,
estimates and projections are reasonable, such forward-looking
statements are only predictions and involve known and unknown risks
and uncertainties, many of which are beyond DFIN's control. By
their nature, forward-looking statements involve risk and
uncertainty because they relate to events and depend upon future
circumstances that may or may not occur. Actual results may differ
materially from DFIN's current expectations depending upon a number
of factors affecting the business and risks associated with the
performance of the business. These factors include such risks and
uncertainties detailed in DFIN periodic public filings with the
SEC, including but not limited to those discussed under "Special
Note Regarding Forward-Looking Statements" and in Part I, Item 1A.
Risk Factors of DFIN's Annual Report on Form 10-K for the
fiscal year ended December 31, 2022,
those discussed under "Special Note Regarding Forward-Looking
Statements" in DFIN's Quarterly Reports on Form 10-Q, and in other
investor communications of DFIN's from time to time. DFIN does not
undertake to and specifically declines any obligation to publicly
release the results of any revisions to these forward-looking
statements that may be made to reflect future events or
circumstances after the date of such statement or to reflect the
occurrence of anticipated or unanticipated events.
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Condensed Consolidated
Balance Sheets
|
(UNAUDITED)
|
(in millions,
except per share data)
|
|
|
|
March 31,
2023
|
|
|
December 31,
2022
|
|
Assets
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
28.8
|
|
|
$
|
34.2
|
|
Receivables, less
allowances for expected losses of $18.1 in 2023 (2022 -
$17.1)
|
|
|
199.7
|
|
|
|
163.5
|
|
Prepaid expenses and
other current assets
|
|
|
35.3
|
|
|
|
28.1
|
|
Assets held for
sale
|
|
|
2.6
|
|
|
|
2.6
|
|
Total current
assets
|
|
|
266.4
|
|
|
|
228.4
|
|
Property, plant and
equipment, net
|
|
|
18.2
|
|
|
|
17.6
|
|
Operating lease
right-of-use assets
|
|
|
30.0
|
|
|
|
33.3
|
|
Software,
net
|
|
|
79.7
|
|
|
|
75.6
|
|
Goodwill
|
|
|
405.8
|
|
|
|
405.8
|
|
Other intangible
assets, net
|
|
|
7.6
|
|
|
|
7.8
|
|
Deferred income taxes,
net
|
|
|
36.2
|
|
|
|
33.4
|
|
Other noncurrent
assets
|
|
|
27.4
|
|
|
|
26.4
|
|
Total
assets
|
|
$
|
871.3
|
|
|
$
|
828.3
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
53.6
|
|
|
$
|
49.2
|
|
Operating lease
liabilities
|
|
|
15.9
|
|
|
|
16.3
|
|
Accrued
liabilities
|
|
|
132.2
|
|
|
|
159.3
|
|
Total current
liabilities
|
|
|
201.7
|
|
|
|
224.8
|
|
Long-term
debt
|
|
|
234.8
|
|
|
|
169.2
|
|
Deferred compensation
liabilities
|
|
|
14.0
|
|
|
|
13.6
|
|
Pension and other
postretirement benefits plans liabilities
|
|
|
42.1
|
|
|
|
42.9
|
|
Noncurrent operating
lease liabilities
|
|
|
24.8
|
|
|
|
28.4
|
|
Other noncurrent
liabilities
|
|
|
21.2
|
|
|
|
19.9
|
|
Total
liabilities
|
|
|
538.6
|
|
|
|
498.8
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
Preferred stock, $0.01
par value
|
|
|
|
|
|
|
Authorized: 1.0
shares; Issued: None
|
|
|
—
|
|
|
|
—
|
|
Common stock, $0.01
par value
|
|
|
|
|
|
|
Authorized: 65.0
shares;
|
|
|
|
|
|
|
Issued and
outstanding: 37.9 shares and 29.5 shares in 2023 (2022 - 36.9
shares and 28.9 shares)
|
|
|
0.4
|
|
|
|
0.4
|
|
Treasury stock, at
cost: 8.4 shares in 2023 (2022 - 8.0 shares)
|
|
|
(240.1)
|
|
|
|
(221.8)
|
|
Additional paid-in
capital
|
|
|
285.6
|
|
|
|
280.2
|
|
Retained
earnings
|
|
|
369.7
|
|
|
|
353.9
|
|
Accumulated other
comprehensive loss
|
|
|
(82.9)
|
|
|
|
(83.2)
|
|
Total
equity
|
|
|
332.7
|
|
|
|
329.5
|
|
Total liabilities
and equity
|
|
$
|
871.3
|
|
|
$
|
828.3
|
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Condensed Consolidated
Statements of Operations
|
(UNAUDITED)
|
(in millions, except
per share data)
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2023
|
|
|
2022
|
|
Net sales
|
|
|
|
|
|
|
Tech-enabled
services
|
|
$
|
78.4
|
|
|
$
|
91.7
|
|
Software
solutions
|
|
|
70.1
|
|
|
|
69.8
|
|
Print and
distribution
|
|
|
50.1
|
|
|
|
49.5
|
|
Total net
sales
|
|
|
198.6
|
|
|
|
211.0
|
|
Cost of sales
(a)
|
|
|
|
|
|
|
Tech-enabled
services
|
|
|
33.3
|
|
|
|
37.7
|
|
Software
solutions
|
|
|
28.4
|
|
|
|
27.5
|
|
Print and
distribution
|
|
|
28.6
|
|
|
|
33.7
|
|
Total cost of
sales
|
|
|
90.3
|
|
|
|
98.9
|
|
Selling, general and
administrative expenses (a)
|
|
|
70.5
|
|
|
|
64.3
|
|
Depreciation and
amortization
|
|
|
12.4
|
|
|
|
10.7
|
|
Restructuring,
impairment and other charges, net
|
|
|
10.9
|
|
|
|
1.8
|
|
Other operating income,
net
|
|
|
(0.3)
|
|
|
|
—
|
|
Income from
operations
|
|
|
14.8
|
|
|
|
35.3
|
|
Interest expense,
net
|
|
|
3.5
|
|
|
|
1.5
|
|
Investment and other
income, net
|
|
|
(6.9)
|
|
|
|
(0.2)
|
|
Earnings before
income taxes
|
|
|
18.2
|
|
|
|
34.0
|
|
Income tax
expense
|
|
|
2.4
|
|
|
|
7.6
|
|
Net
earnings
|
|
$
|
15.8
|
|
|
$
|
26.4
|
|
|
|
|
|
|
|
|
Net earnings per
share:
|
|
|
|
|
|
|
Basic
|
|
$
|
0.54
|
|
|
$
|
0.80
|
|
Diluted
|
|
$
|
0.52
|
|
|
$
|
0.77
|
|
Weighted average
number of common shares outstanding:
|
|
|
|
|
|
|
Basic
|
|
|
29.2
|
|
|
|
32.9
|
|
Diluted
|
|
|
30.5
|
|
|
|
34.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Exclusive of
depreciation and amortization
|
|
|
Three Months Ended
March 31,
|
|
Components of
depreciation and amortization:
|
|
2023
|
|
|
2022
|
|
Cost of
sales
|
|
$
|
11.5
|
|
|
$
|
10.0
|
|
Selling, general and
administrative expenses
|
|
|
0.9
|
|
|
|
0.7
|
|
Total depreciation and
amortization
|
|
$
|
12.4
|
|
|
$
|
10.7
|
|
|
|
|
|
|
|
|
Additional
information:
|
|
|
|
|
|
|
Gross profit
(b)
|
|
$
|
96.8
|
|
|
$
|
102.1
|
|
Exclude: Depreciation
and amortization
|
|
|
11.5
|
|
|
|
10.0
|
|
Non-GAAP gross
profit
|
|
$
|
108.3
|
|
|
$
|
112.1
|
|
Gross margin
(b)
|
|
|
48.7
|
%
|
|
|
48.4
|
%
|
Non-GAAP gross
margin
|
|
|
54.5
|
%
|
|
|
53.1
|
%
|
|
|
|
|
|
|
|
SG&A as a % of
total net sales (a)
|
|
|
35.5
|
%
|
|
|
30.5
|
%
|
Operating
margin
|
|
|
7.5
|
%
|
|
|
16.7
|
%
|
Effective tax
rate
|
|
|
13.2
|
%
|
|
|
22.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Inclusive of
depreciation and amortization
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of GAAP
to Non-GAAP Measures
|
For the Three Months
Ended March 31, 2023 and 2022
|
(UNAUDITED)
|
(in millions, except
per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2023
|
|
|
Gross
profit
|
|
|
SG&A
(a)
|
|
|
Income (loss)
from
operations
|
|
|
Operating
margin
|
|
|
Net
earnings
(loss)
|
|
|
Net
earnings (loss)
per diluted
share
|
|
GAAP basis
measures
|
$
|
96.8
|
|
|
$
|
70.5
|
|
|
$
|
14.8
|
|
|
|
7.5
|
%
|
|
$
|
15.8
|
|
|
$
|
0.52
|
|
Exclude: Depreciation
and amortization
|
|
11.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
measures
|
|
108.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP % of total
net sales
|
|
54.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
—
|
|
|
|
—
|
|
|
|
10.9
|
|
|
|
5.5
|
%
|
|
|
7.8
|
|
|
|
0.26
|
|
Share-based
compensation expense
|
|
—
|
|
|
|
(4.3)
|
|
|
|
4.3
|
|
|
|
2.2
|
%
|
|
|
0.2
|
|
|
|
0.01
|
|
Accelerated rent
expense
|
|
0.4
|
|
|
|
(0.1)
|
|
|
|
0.5
|
|
|
|
0.3
|
%
|
|
|
0.3
|
|
|
|
0.01
|
|
Gain on sale of
long-lived assets
|
|
—
|
|
|
|
—
|
|
|
|
(0.3)
|
|
|
|
(0.2)
|
%
|
|
|
(0.2)
|
|
|
|
(0.01)
|
|
Non-income tax,
net
|
|
—
|
|
|
|
0.2
|
|
|
|
(0.2)
|
|
|
|
(0.1)
|
%
|
|
|
(0.1)
|
|
|
|
—
|
|
Gain on investment in
an equity security (c)
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(4.8)
|
|
|
|
(0.16)
|
|
Total non-GAAP
adjustments (b)
|
|
0.4
|
|
|
|
(4.2)
|
|
|
|
15.2
|
|
|
|
7.7
|
%
|
|
|
3.2
|
|
|
|
0.10
|
|
Adjusted non-GAAP
measures (b)
|
$
|
108.7
|
|
|
$
|
66.3
|
|
|
$
|
30.0
|
|
|
|
15.1
|
%
|
|
$
|
19.0
|
|
|
$
|
0.62
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2022
|
|
|
Gross
profit
|
|
|
SG&A
(a)
|
|
|
Income (loss)
from
operations
|
|
|
Operating
margin
|
|
|
Net
earnings (loss)
|
|
|
Net
earnings (loss)
per diluted
share
|
|
GAAP basis
measures
|
$
|
102.1
|
|
|
$
|
64.3
|
|
|
$
|
35.3
|
|
|
|
16.7
|
%
|
|
$
|
26.4
|
|
|
$
|
0.77
|
|
Exclude: Depreciation
and amortization
|
|
10.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
measures
|
|
112.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP % of total
net sales
|
|
53.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
—
|
|
|
|
—
|
|
|
|
1.8
|
|
|
|
0.9
|
%
|
|
|
1.3
|
|
|
|
0.04
|
|
Share-based
compensation expense
|
|
—
|
|
|
|
(3.6)
|
|
|
|
3.6
|
|
|
|
1.7
|
%
|
|
|
0.8
|
|
|
|
0.02
|
|
Non-income tax,
net
|
|
—
|
|
|
|
0.3
|
|
|
|
(0.3)
|
|
|
|
(0.1)
|
%
|
|
|
(0.2)
|
|
|
|
(0.01)
|
|
Total non-GAAP
adjustments (b)
|
|
—
|
|
|
|
(3.3)
|
|
|
|
5.1
|
|
|
|
2.4
|
%
|
|
|
1.9
|
|
|
|
0.05
|
|
Adjusted non-GAAP
measures (b)
|
$
|
112.1
|
|
|
$
|
61.0
|
|
|
$
|
40.4
|
|
|
|
19.1
|
%
|
|
$
|
28.3
|
|
|
$
|
0.82
|
|
__________
(a)
|
Exclusive of
depreciation and amortization.
|
(b)
|
Totals may not foot due
to rounding.
|
(c)
|
Gain on investment in
an equity security is recorded within investment and other income,
net on the Company's Unaudited Condensed Consolidated Statements of
Operations
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Segment GAAP to
Non-GAAP Reconciliation and Supplementary Information
|
For the Three Months
Ended March 31, 2023 and 2022
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
Capital
Markets -
Software
Solutions
|
|
|
Capital Markets
-
Compliance and
Communications
Management
|
|
|
Investment
Companies -
Software
Solutions
|
|
|
Investment
Companies -
Compliance and
Communications
Management
|
|
|
Corporate
|
|
|
Consolidated
|
|
For the Three Months
Ended March 31, 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
43.7
|
|
|
$
|
94.1
|
|
|
$
|
26.4
|
|
|
$
|
34.4
|
|
|
$
|
—
|
|
|
$
|
198.6
|
|
(Loss) income from
operations
|
|
|
(0.6)
|
|
|
|
16.6
|
|
|
|
5.0
|
|
|
|
8.1
|
|
|
|
(14.3)
|
|
|
|
14.8
|
|
Operating margin
%
|
|
|
(1.4)
|
%
|
|
|
17.6
|
%
|
|
|
18.9
|
%
|
|
|
23.5
|
%
|
|
nm
|
|
|
|
7.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
2.0
|
|
|
|
8.3
|
|
|
|
(0.1)
|
|
|
|
0.2
|
|
|
|
0.5
|
|
|
|
10.9
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
4.3
|
|
|
|
4.3
|
|
Accelerated rent
expense
|
|
|
—
|
|
|
|
0.5
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
0.5
|
|
Gain on sale of
long-lived assets
|
|
|
—
|
|
|
|
(0.3)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.3)
|
|
Non-income tax,
net
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
Total Non-GAAP
adjustments
|
|
|
1.8
|
|
|
|
8.5
|
|
|
|
(0.1)
|
|
|
|
0.2
|
|
|
|
4.8
|
|
|
|
15.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income (loss)
from operations
|
|
$
|
1.2
|
|
|
$
|
25.1
|
|
|
$
|
4.9
|
|
|
$
|
8.3
|
|
|
$
|
(9.5)
|
|
|
$
|
30.0
|
|
Non-GAAP operating
margin %
|
|
|
2.7
|
%
|
|
|
26.7
|
%
|
|
|
18.6
|
%
|
|
|
24.1
|
%
|
|
nm
|
|
|
|
15.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
6.2
|
|
|
|
1.8
|
|
|
|
3.3
|
|
|
|
1.1
|
|
|
|
—
|
|
|
|
12.4
|
|
Adjusted
EBITDA
|
|
$
|
7.4
|
|
|
$
|
26.9
|
|
|
$
|
8.2
|
|
|
$
|
9.4
|
|
|
$
|
(9.5)
|
|
|
$
|
42.4
|
|
Adjusted EBITDA margin
%
|
|
|
16.9
|
%
|
|
|
28.6
|
%
|
|
|
31.1
|
%
|
|
|
27.3
|
%
|
|
nm
|
|
|
|
21.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
|
5.5
|
|
|
$
|
1.1
|
|
|
$
|
3.5
|
|
|
$
|
0.3
|
|
|
$
|
0.2
|
|
|
$
|
10.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
44.7
|
|
|
$
|
103.6
|
|
|
$
|
25.1
|
|
|
$
|
37.6
|
|
|
$
|
—
|
|
|
$
|
211.0
|
|
Income (loss) from
operations
|
|
|
4.3
|
|
|
|
28.9
|
|
|
|
6.2
|
|
|
|
8.1
|
|
|
|
(12.2)
|
|
|
|
35.3
|
|
Operating margin
%
|
|
|
9.6
|
%
|
|
|
27.9
|
%
|
|
|
24.7
|
%
|
|
|
21.5
|
%
|
|
nm
|
|
|
|
16.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
0.8
|
|
|
|
0.4
|
|
|
|
0.1
|
|
|
|
0.4
|
|
|
|
0.1
|
|
|
|
1.8
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3.6
|
|
|
|
3.6
|
|
Non-income tax,
net
|
|
|
(0.2)
|
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.3)
|
|
Total Non-GAAP
adjustments
|
|
|
0.6
|
|
|
|
0.3
|
|
|
|
0.1
|
|
|
|
0.4
|
|
|
|
3.7
|
|
|
|
5.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income (loss)
from operations
|
|
$
|
4.9
|
|
|
$
|
29.2
|
|
|
$
|
6.3
|
|
|
$
|
8.5
|
|
|
$
|
(8.5)
|
|
|
$
|
40.4
|
|
Non-GAAP operating
margin %
|
|
|
11.0
|
%
|
|
|
28.2
|
%
|
|
|
25.1
|
%
|
|
|
22.6
|
%
|
|
nm
|
|
|
|
19.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
5.1
|
|
|
|
1.5
|
|
|
|
2.9
|
|
|
|
1.1
|
|
|
|
0.1
|
|
|
|
10.7
|
|
Adjusted
EBITDA
|
|
$
|
10.0
|
|
|
$
|
30.7
|
|
|
$
|
9.2
|
|
|
$
|
9.6
|
|
|
$
|
(8.4)
|
|
|
$
|
51.1
|
|
Adjusted EBITDA margin
%
|
|
|
22.4
|
%
|
|
|
29.6
|
%
|
|
|
36.7
|
%
|
|
|
25.5
|
%
|
|
nm
|
|
|
|
24.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
|
5.3
|
|
|
$
|
0.7
|
|
|
$
|
3.0
|
|
|
$
|
0.6
|
|
|
$
|
0.3
|
|
|
$
|
9.9
|
|
__________
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Condensed Consolidated
Statements of Cash Flows
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
For the Three Months
Ended March 31,
|
|
|
|
2023
|
|
|
2022
|
|
Operating
Activities
|
|
|
|
|
|
|
Net earnings
|
|
$
|
15.8
|
|
|
$
|
26.4
|
|
Adjustments to
reconcile net earnings to net cash used in operating
activities:
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
12.4
|
|
|
|
10.7
|
|
Provision for expected
losses on accounts receivable
|
|
|
3.6
|
|
|
|
2.3
|
|
Share-based
compensation expense
|
|
|
4.3
|
|
|
|
3.6
|
|
Deferred income
taxes
|
|
|
(2.9)
|
|
|
|
(0.2)
|
|
Net pension plan
income
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
Gain on investment in
an equity security
|
|
|
(6.7)
|
|
|
|
—
|
|
Amortization of
right-of-use assets
|
|
|
3.7
|
|
|
|
4.1
|
|
Other
|
|
|
0.2
|
|
|
|
0.2
|
|
Changes in operating
assets and liabilities:
|
|
|
|
|
|
|
Accounts receivable,
net
|
|
|
(39.7)
|
|
|
|
(22.2)
|
|
Prepaid expenses and
other current assets
|
|
|
(7.2)
|
|
|
|
(12.2)
|
|
Accounts
payable
|
|
|
0.6
|
|
|
|
16.4
|
|
Income taxes payable
and receivable
|
|
|
2.2
|
|
|
|
5.3
|
|
Accrued liabilities
and other
|
|
|
(33.1)
|
|
|
|
(81.1)
|
|
Operating lease
liabilities
|
|
|
(4.1)
|
|
|
|
(5.0)
|
|
Pension and other
postretirement benefits plans contributions
|
|
|
(0.4)
|
|
|
|
(0.3)
|
|
Net cash used in
operating activities
|
|
|
(51.5)
|
|
|
|
(52.2)
|
|
Investing
Activities
|
|
|
|
|
|
|
Capital
expenditures
|
|
|
(10.6)
|
|
|
|
(9.9)
|
|
Proceeds from sale of
investment in an equity security
|
|
|
8.9
|
|
|
|
—
|
|
Net cash used in
investing activities
|
|
|
(1.7)
|
|
|
|
(9.9)
|
|
Financing
Activities
|
|
|
|
|
|
|
Revolving facility
borrowings
|
|
|
99.0
|
|
|
|
113.0
|
|
Payments on revolving
facility borrowings
|
|
|
(33.5)
|
|
|
|
(43.0)
|
|
Treasury share
repurchases
|
|
|
(18.4)
|
|
|
|
(52.6)
|
|
Proceeds from exercise
of stock options
|
|
|
1.2
|
|
|
|
0.3
|
|
Finance lease
payments
|
|
|
(0.6)
|
|
|
|
(0.4)
|
|
Net cash provided by
financing activities
|
|
|
47.7
|
|
|
|
17.3
|
|
Effect of exchange rate
on cash and cash equivalents
|
|
|
0.1
|
|
|
|
0.7
|
|
Net decrease in cash
and cash equivalents
|
|
|
(5.4)
|
|
|
|
(44.1)
|
|
Cash and cash
equivalents at beginning of year
|
|
|
34.2
|
|
|
|
54.5
|
|
Cash and cash
equivalents at end of period
|
|
$
|
28.8
|
|
|
$
|
10.4
|
|
Supplemental cash
flow information:
|
|
|
|
|
|
|
Income taxes paid (net
of refunds)
|
|
$
|
2.7
|
|
|
$
|
2.5
|
|
Interest
paid
|
|
$
|
4.1
|
|
|
$
|
0.9
|
|
Non-cash investing
activities:
|
|
|
|
|
|
|
Non-cash consideration
from sale of investment in an equity security
|
|
$
|
2.9
|
|
|
$
|
—
|
|
Additional
Information:
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31,
|
|
|
|
2023
|
|
|
2022
|
|
Net cash used in
operating activities
|
|
$
|
(51.5)
|
|
|
$
|
(52.2)
|
|
Less: capital
expenditures
|
|
|
10.6
|
|
|
|
9.9
|
|
Free Cash
Flow
|
|
$
|
(62.1)
|
|
|
$
|
(62.1)
|
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of
Reported to Organic Net Sales - By Segment
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
Capital
Markets -
Software
Solutions
|
|
|
Capital Markets
-
Compliance and Communications
Management
|
|
|
Investment
Companies -
Software
Solutions
|
|
|
Investment
Companies -
Compliance and
Communications
Management
|
|
|
Consolidated
|
|
Reported Net
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2023
|
|
$
|
43.7
|
|
|
$
|
94.1
|
|
|
$
|
26.4
|
|
|
$
|
34.4
|
|
|
$
|
198.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2022
|
|
$
|
44.7
|
|
|
$
|
103.6
|
|
|
$
|
25.1
|
|
|
$
|
37.6
|
|
|
$
|
211.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
change
|
|
|
(2.2)
|
%
|
|
|
(9.2)
|
%
|
|
|
5.2
|
%
|
|
|
(8.5)
|
%
|
|
|
(5.9)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplementary
non-GAAP information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of changes in foreign exchange rates
|
|
|
(0.9)
|
%
|
|
|
(0.8)
|
%
|
|
|
(1.2)
|
%
|
|
|
—
|
|
|
|
(0.7)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of the EOL disposition
|
|
|
(3.6)
|
%
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.8)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net organic sales
change
|
|
|
2.3
|
%
|
|
|
(8.4)
|
%
|
|
|
6.4
|
%
|
|
|
(8.5)
|
%
|
|
|
(4.4)
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of
Reported to Organic Net Sales - By Services and Products
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
Tech-enabled
Services
|
|
|
Software
Solutions
|
|
|
Print and
Distribution
|
|
|
Consolidated
|
|
Reported Net
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2023
|
|
$
|
78.4
|
|
|
$
|
70.1
|
|
|
$
|
50.1
|
|
|
$
|
198.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended March 31, 2022
|
|
$
|
91.7
|
|
|
$
|
69.8
|
|
|
$
|
49.5
|
|
|
$
|
211.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
change
|
|
|
(14.5)
|
%
|
|
|
0.4
|
%
|
|
|
1.2
|
%
|
|
|
(5.9)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplementary
non-GAAP information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of changes in foreign exchange rates
|
|
|
(0.7)
|
%
|
|
|
(1.0)
|
%
|
|
|
(0.4)
|
%
|
|
|
(0.7)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of the EOL disposition
|
|
|
—
|
|
|
|
(2.3)
|
%
|
|
|
—
|
|
|
|
(0.8)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net organic sales
change
|
|
|
(13.8)
|
%
|
|
|
3.7
|
%
|
|
|
1.6
|
%
|
|
|
(4.4)
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of Net
Earnings to Adjusted EBITDA
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
For the Twelve
Months Ended
|
|
|
For the Three Months
Ended
|
|
|
|
March 31,
2023
|
|
|
March 31,
2023
|
|
|
December 31,
2022
|
|
|
September 30,
2022
|
|
|
June 30,
2022
|
|
Net
earnings
|
|
$
|
91.9
|
|
|
$
|
15.8
|
|
|
$
|
10.9
|
|
|
$
|
19.2
|
|
|
$
|
46.0
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
16.8
|
|
|
|
10.9
|
|
|
|
3.1
|
|
|
|
2.6
|
|
|
|
0.2
|
|
Share-based
compensation expense
|
|
|
20.0
|
|
|
|
4.3
|
|
|
|
5.4
|
|
|
|
4.4
|
|
|
|
5.9
|
|
Accelerated rent
expense
|
|
|
1.3
|
|
|
|
0.5
|
|
|
|
0.6
|
|
|
|
0.2
|
|
|
|
—
|
|
Loss on sale of a
business
|
|
|
0.7
|
|
|
|
—
|
|
|
|
0.7
|
|
|
|
—
|
|
|
|
—
|
|
Disposition-related
expenses
|
|
|
0.1
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
—
|
|
|
|
—
|
|
Gain on investments in
an equity security
|
|
|
(7.2)
|
|
|
|
(6.7)
|
|
|
|
—
|
|
|
|
(0.5)
|
|
|
|
—
|
|
Non-income tax,
net
|
|
|
(0.8)
|
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
Gain on sale of
long-lived assets
|
|
|
(0.5)
|
|
|
|
(0.3)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
COVID-19 related
recoveries
|
|
|
(0.5)
|
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
(0.1)
|
|
|
|
(0.2)
|
|
Depreciation and
amortization
|
|
|
48.0
|
|
|
|
12.4
|
|
|
|
12.7
|
|
|
|
11.7
|
|
|
|
11.2
|
|
Interest expense,
net
|
|
|
11.2
|
|
|
|
3.5
|
|
|
|
3.3
|
|
|
|
2.3
|
|
|
|
2.1
|
|
Investment and other
income, net
|
|
|
(3.0)
|
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
|
|
(2.3)
|
|
|
|
(0.3)
|
|
Income tax
expense
|
|
|
31.6
|
|
|
|
2.4
|
|
|
|
3.1
|
|
|
|
8.0
|
|
|
|
18.1
|
|
Total Non-GAAP
adjustments
|
|
|
117.7
|
|
|
|
26.6
|
|
|
|
28.4
|
|
|
|
26.1
|
|
|
|
36.6
|
|
Adjusted
EBITDA
|
|
$
|
209.6
|
|
|
$
|
42.4
|
|
|
$
|
39.3
|
|
|
$
|
45.3
|
|
|
$
|
82.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tech-enabled
services
|
|
$
|
367.6
|
|
|
$
|
78.4
|
|
|
$
|
68.5
|
|
|
$
|
87.4
|
|
|
$
|
133.3
|
|
Software
solutions
|
|
|
279.9
|
|
|
|
70.1
|
|
|
|
68.7
|
|
|
|
69.5
|
|
|
|
71.6
|
|
Print and
distribution
|
|
|
173.7
|
|
|
|
50.1
|
|
|
|
30.5
|
|
|
|
31.8
|
|
|
|
61.3
|
|
Total net
sales
|
|
$
|
821.2
|
|
|
$
|
198.6
|
|
|
$
|
167.7
|
|
|
$
|
188.7
|
|
|
$
|
266.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA margin
%
|
|
|
25.5
|
%
|
|
|
21.3
|
%
|
|
|
23.4
|
%
|
|
|
24.0
|
%
|
|
|
31.0
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of Net
Earnings to Adjusted EBITDA
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
For the Twelve
Months Ended
|
|
|
For the Three Months
Ended
|
|
|
|
March 31,
2022
|
|
|
March 31,
2022
|
|
|
December 31,
2021
|
|
|
September 30,
2021
|
|
|
June 30,
2021
|
|
Net
earnings
|
|
$
|
137.1
|
|
|
$
|
26.4
|
|
|
$
|
25.6
|
|
|
$
|
42.2
|
|
|
$
|
42.9
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
14.6
|
|
|
|
1.8
|
|
|
|
6.7
|
|
|
|
3.3
|
|
|
|
2.8
|
|
Share-based
compensation expense
|
|
|
20.0
|
|
|
|
3.6
|
|
|
|
5.3
|
|
|
|
5.2
|
|
|
|
5.9
|
|
Non-income tax,
net
|
|
|
(2.0)
|
|
|
|
(0.3)
|
|
|
|
(0.2)
|
|
|
|
(0.5)
|
|
|
|
(1.0)
|
|
LSC multiemployer
pension plans obligations
|
|
|
(1.9)
|
|
|
|
—
|
|
|
|
(2.3)
|
|
|
|
0.2
|
|
|
|
0.2
|
|
Gain on sale of
long-lived assets, net
|
|
|
(0.7)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.7)
|
|
|
|
—
|
|
Gain on investment in
an equity security
|
|
|
(0.6)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.6)
|
|
|
|
—
|
|
COVID-19 related
recoveries
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.1)
|
|
Depreciation and
amortization
|
|
|
41.2
|
|
|
|
10.7
|
|
|
|
10.4
|
|
|
|
10.0
|
|
|
|
10.1
|
|
Interest expense,
net
|
|
|
22.8
|
|
|
|
1.5
|
|
|
|
9.5
|
|
|
|
5.9
|
|
|
|
5.9
|
|
Investment and other
income, net
|
|
|
(3.9)
|
|
|
|
(0.2)
|
|
|
|
(1.1)
|
|
|
|
(1.1)
|
|
|
|
(1.5)
|
|
Income tax
expense
|
|
|
48.3
|
|
|
|
7.6
|
|
|
|
7.4
|
|
|
|
18.6
|
|
|
|
14.7
|
|
Total Non-GAAP
adjustments
|
|
|
137.7
|
|
|
|
24.7
|
|
|
|
35.7
|
|
|
|
40.3
|
|
|
|
37.0
|
|
Adjusted
EBITDA
|
|
$
|
274.8
|
|
|
$
|
51.1
|
|
|
$
|
61.3
|
|
|
$
|
82.5
|
|
|
$
|
79.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tech-enabled
services
|
|
$
|
492.7
|
|
|
$
|
91.7
|
|
|
$
|
124.9
|
|
|
$
|
142.1
|
|
|
$
|
134.0
|
|
Software
solutions
|
|
|
279.5
|
|
|
|
69.8
|
|
|
|
73.8
|
|
|
|
69.3
|
|
|
|
66.6
|
|
Print and
distribution
|
|
|
186.8
|
|
|
|
49.5
|
|
|
|
34.1
|
|
|
|
36.3
|
|
|
|
66.9
|
|
Total net
sales
|
|
$
|
959.0
|
|
|
$
|
211.0
|
|
|
$
|
232.8
|
|
|
$
|
247.7
|
|
|
$
|
267.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA margin
%
|
|
|
28.7
|
%
|
|
|
24.2
|
%
|
|
|
26.3
|
%
|
|
|
33.3
|
%
|
|
|
29.9
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Debt and Liquidity
Summary
|
(UNAUDITED)
|
(in
millions)
|
|
|
Total
Liquidity
|
|
March 31,
2023
|
|
|
December 31,
2022
|
|
|
March 31,
2022
|
|
Availability
|
|
|
|
|
|
|
|
|
|
Stated amount of the
Revolving Facility (a)
|
|
$
|
300.0
|
|
|
$
|
300.0
|
|
|
$
|
300.0
|
|
Less: availability
reduction from covenants
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Amount available under
the Revolving Facility
|
|
|
300.0
|
|
|
|
300.0
|
|
|
|
300.0
|
|
|
|
|
|
|
|
|
|
|
|
Usage
|
|
|
|
|
|
|
|
|
|
Borrowings under the
Revolving Facility
|
|
|
110.5
|
|
|
|
45.0
|
|
|
|
70.0
|
|
Impact on availability
related to outstanding
letters of credit
|
|
|
—
|
|
|
|
—
|
|
|
|
2.1
|
|
Amount used under the
Revolving Facility
|
|
|
110.5
|
|
|
|
45.0
|
|
|
|
72.1
|
|
|
|
|
|
|
|
|
|
|
|
Availability under the
Revolving Facility
|
|
|
189.5
|
|
|
|
255.0
|
|
|
|
227.9
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
|
28.8
|
|
|
|
34.2
|
|
|
|
10.4
|
|
|
|
|
|
|
|
|
|
|
|
Net Available
Liquidity
|
|
$
|
218.3
|
|
|
$
|
289.2
|
|
|
$
|
238.3
|
|
|
|
|
|
|
|
|
|
|
|
Term Loan A
Facility
|
|
$
|
125.0
|
|
|
$
|
125.0
|
|
|
$
|
125.0
|
|
Borrowings under the
Revolving Facility
|
|
|
110.5
|
|
|
|
45.0
|
|
|
|
70.0
|
|
Unamortized debt
issuance costs
|
|
|
(0.7)
|
|
|
|
(0.8)
|
|
|
|
(0.9)
|
|
Total debt
|
|
$
|
234.8
|
|
|
$
|
169.2
|
|
|
$
|
194.1
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA for the
twelve months ended March 31, 2023 and 2022, and the year ended
December 31, 2022
|
|
$
|
209.6
|
|
|
$
|
218.3
|
|
|
$
|
274.8
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Gross
Leverage (defined as total debt divided by Adjusted
EBITDA)
|
|
|
1.1
|
x
|
|
|
0.8
|
x
|
|
|
0.7
|
x
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Net Debt
(defined as total debt less cash and cash equivalents)
|
|
|
206.0
|
|
|
|
135.0
|
|
|
|
183.7
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Net
Leverage (defined as non-GAAP Net Debt divided by Adjusted
EBITDA)
|
|
|
1.0
|
x
|
|
|
0.6
|
x
|
|
|
0.7
|
x
|
__________
(a)
|
The Company has a
$300.0 million senior secured revolving credit facility (the
"Revolving Facility"). The Revolving Facility is subject to a
number of covenants, including a minimum Interest Coverage Ratio
and a maximum Consolidated Net Leverage Ratio, both as defined and
calculated in the credit agreement. There were $110.5 million of
borrowings outstanding under the Revolving Facility as of March 31,
2023, and no outstanding letters of credit that reduced the
availability under the Revolving Facility as of March 31, 2023.
Based on the Company's results of operations for the twelve months
ended March 31, 2023 and existing debt, the Company would have had
the ability to utilize the remaining $189.5 million of the $300.0
million Revolving Facility and not have been in violation of the
terms of the Revolving Facility agreement.
|
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SOURCE Donnelley Financial LLC