VerticalScope Announces Second Quarter 2021 Financial Results

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./
Unless otherwise stated, all amounts…

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

Unless otherwise stated, all amounts are in U.S. dollars and all comparisons are relative to the three months ending June 30, 2020.

  • Q2 Revenue grew 18.9% to $14.4M, including 59.5% growth in Advertising Revenue
  • Q2 Adjusted EBITDA grew to $6.0M
  • Monthly Active Users (MAUs) grew 4.3% to 94.8 million

TORONTO, Aug. 10, 2021 /CNW/ – VerticalScope Holdings Inc. («VerticalScope» or the «Company») (TSX: FORA), a technology company that has built and operates a cloud-based digital platform for online enthusiast communities, today announced financial results for the quarter ended June 30, 2021. 

«Our second quarter results were fueled by organic growth in our business, led by 59.5% growth in our Advertising Revenue versus the prior year» commented Rob Laidlaw CEO of VerticalScope. «We have leveraged the strength of our Fora platform to deliver strong year-over-year Revenue and Adjusted EBITDA growth. With the successful completion of our IPO within the quarter, we anticipate being able to add significant M&A growth to our organic growth moving forward.»

Second Quarter 2021 Highlights:

  • We completed our initial public offering and listing of our subordinate voting shares on the Toronto Stock Exchange resulting in net proceeds of C$117.2 million
  • Revenue of $14.4M, an increase of 18.9%
  • Adjusted EBITDA of $6.0M, an increase of 8.0%, or an increase of 25.1% excluding CEWS payments in the prior period
  • Advertising Revenue of $9.9M, an increase of 59.5%
  • Commerce Revenue of $4.5M, a decrease of 23.9% compared to the prior year when we experienced a surge in pandemic-related online shopping
  • We re-financed our credit facility with leading banks including Capital One, Royal Bank of Canada, National Bank of Canada and HSBC, and reduced our long-term debt to $50.3M, while adding a revolving credit facility available for acquisitions of $75M
  • We ended the quarter with cash available on our balance sheet ($55.5 million), and available under our existing credit facility ($75.0 million) to fund our M&A pipeline in future quarters
  • We closed one acquisition in the quarter of Paddling.com, a leading community for paddlesports enthusiasts

We continue to see strong organic growth driven by our long-term investments in our communities and our Fora platform. MAUs were 94.8 million in the quarter, growing 4.3% versus the prior year. Our Fora platform delivered an impressive 9.2% MAU growth versus the prior year, compared to -10.3% for forum communities still running on legacy platforms. At quarter-end, 90.3% of our forum communities MAUs are now operating on the Fora platform.

«We are excited about our future as a public company, and look forward to continue executing our organic growth strategy, while layering on financially-disciplined accretive M&A going forward.» added Chris Goodridge, President and COO of VerticalScope. 

The Company also announced the promotion of Vince Bellissimo to Chief Financial Officer («CFO») of VerticalScope, effective immediately.

Mr. Bellissimo joined VerticalScope in 2012, and has served as Senior Vice President, Finance of the Company since 2017. Vince has been responsible for providing leadership and direction over the Company’s financial activities, corporate accounting and reporting, tax, and corporate planning and was instrumental in the successful completion of our initial public offering and listing on the TSX.

«I am excited to announce Vince’s well-deserved promotion to CFO,» said Rob Laidlaw, Founder and CEO. «Vince has been with the Company for more than 8 years, has a deep understanding of our business and is a key member of our senior management team.  As CFO, he will continue to provide significant value to the Company leveraging his extensive experience in all aspects of finance, M&A and systems implementation.  Vince’s commitment to VerticalScope is exceptional and the Company and our shareholders will be very well served having him as our CFO.» 

Earnings Announcement

Management will host a conference call and webcast to discuss the Company’s second quarter 2021 financial results at 8:00am ET on Wednesday, August 11, 2021.

Live Call Registration: 

https://www.incommglobalevents.com/registration/q4inc/8351/verticalscope-holdings-inc-q2-earnings-call/

Joining by telephone:

United States: 1 844 200 6205

All other locations: + 44 208 0682 558

Participant access code: 672704

Webcast: https://event.on24.com/wcc/r/3331413/409DA3D7D683A59E517C8F1AEA2219C1

If you are unable to join live, an archived recording of the webcast will be available on the investor relations section of the VerticalScope website.

About VerticalScope

Founded in 1999 and headquartered in Toronto, Ontario, VerticalScope is a technology company that has built and operates a cloud-based digital platform for online enthusiast communities in high-consumer spending categories. VerticalScope’s mission is to enable people with common interests to connect, explore their passions and share knowledge about the things they love. Through targeted acquisitions and development, VerticalScope has built a portfolio of over 1,200 online communities and more than 100 million monthly active users. VerticalScope is listed on the Toronto Stock Exchange (TSX: FORA).

Forward-Looking Statements

This news release contains forward-looking information within the meaning of applicable securities legislation that reflects the Company’s current expectations regarding future events. Forward-looking information, including the Company’s plans for organic growth and financially-accretive M&A, is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, the factors discussed under «Risk Factors» in the supplemented PREP prospectus dated June 14, 2021, which is available on the Company’s profile on SEDAR at www.sedar.com. Actual results could differ materially from those projected herein. VerticalScope does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

Non-IFRS Measures

This press release references certain non-IFRS measures. These measures are not recognized measures under IFRS and do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of the Company’s results of operations from management’s perspective. Accordingly, these measures should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under IFRS.

The Company uses non-IFRS measures including:

Adjusted EBITDA

«Adjusted EBITDA» is calculated as net income (loss) excluding interest, income tax expense (recovery), and depreciation and amortization, or EBITDA, adjusted for share-based compensation, unrealized gains or losses from changes in fair value of derivative financial instruments, severance, contingent consideration liabilities measured at fair value through profit and loss, gain on sale of assets, gain on sale of investments, foreign exchange loss (gain), and other charges that include direct and incremental business acquisition related costs and costs directly incurred in connection with the Company’s initial public offering that are not deducted from the equity proceeds.

 

VERTICALSCOPE HOLDINGS INC.



Condensed Consolidated Interim Statement of Financial Position

  (In U.S. dollars)




(Unaudited)


















June 30,

December 31,



2021

2020





Assets








Current assets:




Cash


$

55,516,675

$

4,603,609

Trade and other receivables


8,264,565

14,664,272

Income taxes receivable


231,196

536,423

Prepaid expenses


1,706,880

270,763

Derivative instruments


9,830

80,506



65,729,146

20,155,573





Property and equipment


1,575,372

1,751,800

Right-of-use asset


2,850,530

2,712,995

Intangible assets


30,064,394

32,707,475

Investments


2,449,999

2,449,999

Goodwill


11,840,039

11,840,039

Deferred tax asset


18,645,287

16,065,696







$

133,154,767

$

87,683,577





Liabilities and Shareholders’ Equity (Deficiency)






Current liabilities:




Accounts payable and other liabilities


$

5,649,590

$

4,449,234

Deferred revenue  


937,238

810,457

Current portion of long-term debt


2,513,250

8,323,090

Lease liability


620,747

708,248



9,720,825

14,291,029





Deferred revenue 


26,757

58,477

Long-term debt


47,757,346

93,142,219

Lease liability


2,864,470

2,525,799

Deferred tax liability


94,754

210,700



60,464,152

110,228,224





Shareholders’ equity (deficiency):




Share capital


132,277,042

34,183,524

Contributed surplus


11,019,231

10,371,945

Deficit


(70,605,658)

(67,100,116)



72,690,615

(22,544,647)







$

133,154,767

$

87,683,577

 

VERTICALSCOPE HOLDINGS INC.

Condensed Consolidated Interim Statements of Comprehensive Loss and Other Comprehensive Income

  (In U.S. dollars, except per share amounts)

(Unaudited)



















Three months ended

June 30,

Six months ended

June 30,



2021

2020

2021

2020

























Revenue

$

14,423,474

$

12,131,338

$

30,341,866

$

23,395,958







Operating expenses:






Wages and consulting

5,692,682

4,262,851

11,712,543

10,081,202


Share-based compensation

566,222

204,099

1,031,841

425,963


Platform and technology

1,728,838

1,420,284

3,371,638

2,939,449


General and administrative

4,115,181

1,051,260

4,859,335

2,047,286


Depreciation and amortization

4,516,971

5,005,889

9,099,904

10,234,179



16,619,894

11,944,383

30,075,261

25,728,079







Operating income (loss)

(2,196,420)

186,955

266,605

(2,332,121)







Other expenses:






Loss (gain) on sale of assets

1,687

(216,930)

1,856

(409,313)


Interest expense

3,416,472

1,657,456

4,509,978

3,874,027


Foreign exchange loss

59,805

239,857

109,478

8,822



3,477,964

1,680,383

4,621,312

3,473,536







Loss before income taxes 

(5,674,384)

(1,493,428)

(4,354,707)

(5,805,657)







Income taxes (recovery):






Current

308,111

122,623

319,014

277,330


Deferred

(1,622,711)

(753,777)

(1,168,179)

(2,218,908)



(1,314,600)

(631,154)

(849,165)

(1,941,578)







Net Income and comprehensive loss

$

(4,359,784)

$

(862,274)

$

(3,505,542)

$

(3,864,079)







Loss per share:






Basic

$

(0.24))

$

(0.06

$

(0.18)

$

(0.28)


Diluted

$

(0.24)

$

(0.06)

$

(0.18)

$

(0.28)







 

VERTICALSCOPE HOLDINGS INC.

Condensed Consolidated Interim Statement of Cash Flows

(In U.S. dollars)

(Unaudited)

















Three months ended

June 30,

Six months ended

June 30,


2021

2020

2021

2020











Cash provided by (used in):










Operating activities:





Loss for the period

$

(4,359,784)

$

(862,274)

$

(3,505,542)

$

(3,864,079)

Items not involving cash:





Depreciation and amortization

4,516,971

5,005,889

9,099,904

10,234,179

Interest expense

3,416,472

1,657,456

4,509,978

3,874,027

Loss (gain) on sale of assets

1,687

(216,930)

1,856

(409,313)

Unrealized loss (gain) in derivative instruments

16,998

(170,218)

70,676

31,929

Income tax expense (recovery)

(1,314,600)

(631,154)

(849,165)

(1,941,578)

Share-based compensation

566,222

204,099

1,031,841

425,963


2,843,966

4,986,868

10,359,548

8,351,128

Change in non-cash operating assets and liabilities

3,054,347

(1,381,788)

6,575,137

2,511,504

Interest paid

(1,679,953)

(139,001)

(1,754,328)

(3,172,907)

Income taxes (paid) received

(25,424)

(85,621)

23,313

(187,937)


4,192,936

3,380,458

15,203,670

7,501,788






Financing activities:





Repayment of initial term loan

(42,812,500)

(44,875,000)

(2,062,500)

Repayment of delayed draw term loan

(1,072,334)

(250,000)

(7,714,977)

(899,256)

Proceeds from issuance of share capital

96,025,355

96,025,355

Proceeds from exercise of share options

156,250

156,250

Credit facility financing fees

(1,274,597)

(1,274,597)

Lease payments

(235,949)

(202,391)

(453,706)

(407,140)

Proceeds from paycheck protection loan

899,295

899,295


50,786,225

446,904

41,863,325

(2,469,601)






Investing activities:





Additions to property and equipment, right-of use and intangible assets

(4,705,897)

(975,383)

(5,942,168)

(2,404,835)

Proceeds from sale of assets

5,433

230,225

8,196

426,117


(4,700,464)

(745,158)

(5,933,972)

(1,978,718)






Increase in cash

50,278,697

3,082,204

51,133,023

3,053,469






Cash, beginning of the period

5,466,211

5,033,032

4,603,609

5,112,990






Effect of movement of exchange rates on cash held

(228,233)

38,318

(219,957)

(12,905)






Cash, end of period

$

55,516,675

$

8,153,554

$

55,516,675

$

8,153,554

 

SOURCE VerticalScope Inc.