lpro-20231107
0001806201false00018062012023-11-072023-11-07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 7, 2023
https://cdn.kscope.io/34cda8375055defe1993fae1faa5e5ac-lpro logo.jpg
OPEN LENDING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware001-3932684-5031428
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1501 S. MoPac Expressway
Suite 450
Austin, Texas 78746
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 512-892-0400
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each classTrading
Symbol(s)
Name of each exchange
on which registered
Common stock, par value $0.01 per shareLPROThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐


Item 2.02 Results of Operations and Financial Condition.
On November 7, 2023, Open Lending Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended September 30, 2023. A copy of the press release and additional supplemental financial information are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.
The information furnished under this Item 2.02 and in the accompanying Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits.
(d)    Exhibits
99.1
99.2
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


1


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
OPEN LENDING CORPORATION
By: /s/ Charles D. Jehl
Name: Charles D. Jehl
Title: Chief Financial Officer
Date: November 7, 2023

2
Document

Exhibit 99.1
https://cdn.kscope.io/34cda8375055defe1993fae1faa5e5ac-openlendinglogo.jpg
Open Lending Reports Third Quarter 2023 Financial Results

AUSTIN, Texas, November 7, 2023 – Open Lending Corporation (Nasdaq: LPRO) (the “Company” or “Open Lending”), an industry trailblazer in lending enablement and risk analytics solutions for financial institutions, today reported financial results for its third quarter of 2023.

“During the quarter, we continued to focus on positioning ourselves for the future by making thoughtful investments in our business. We believe this positions us well to capture pent-up demand when the industry inevitably recovers,” said Keith Jezek, CEO of Open Lending. “I remain excited about the future of Open Lending as we have a substantial total addressable market, a unique business model, strong value proposition and significant growth opportunities. In addition, we have a strong balance sheet, no near-term debt maturities and generate positive cash flow, all of which afford us the resilience to navigate current challenging market conditions.”

Three Months Ended September 30, 2023 Highlights
The Company facilitated 29,959 certified loans during the third quarter of 2023, compared to 42,186 certified loans in the third quarter of 2022.
Total revenue was $26.0 million during the third quarter of 2023, compared to $50.7 million in the third quarter of 2022. The third quarter of 2023 was impacted by an $8.1 million reduction in estimated future profit share revenues related to business in historic vintages as compared to a $1.7 million increase for the third quarter of 2022.
Gross profit was $20.6 million during the third quarter of 2023, compared to $45.5 million in the third quarter of 2022.
Net income was $3.0 million during the third quarter of 2023, compared to $24.5 million in the third quarter of 2022.
Adjusted EBITDA was $10.3 million during the third quarter of 2023, compared to $29.4 million in the third quarter of 2022.

Adjusted EBITDA is a non-GAAP financial measure. A reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure is provided in the financial table included at the end of this press release. An explanation of this measure and how it is calculated is also included under the heading “Non-GAAP Financial Measures.”

Fourth Quarter 2023 Outlook
Based on trends into fourth quarter of 2023, the Company is issuing guidance ranges as follows:

Total Certified Loans22,000 - 26,000
Total Revenue$25 - $29 million
Adjusted EBITDA$11 - $14 million

The guidance provided above includes forward-looking statements within the meaning of U.S. securities laws. See “Forward-Looking Statements” below.

Conference Call
Open Lending will host a conference call to discuss the third quarter 2023 financial results today at 5:00 pm ET. The conference call will be webcast live from the Company's investor relations website at https://investors.openlending.com/ under the “Events” section. The conference call can also be accessed live over the phone by dialing (877) 407-4018, or for international callers (201) 689-8471; the conference ID is 13741179. An archive of the webcast will be available at the same location on the website shortly after the call has concluded.

About Open Lending
Open Lending (Nasdaq: LPRO) provides loan analytics, risk-based pricing, risk modeling and default insurance to auto lenders throughout the United States. For over 20 years, we have been empowering financial institutions to create profitable auto loan portfolios with less risk and more reward. For more information, please visit www.openlending.com.




Forward-Looking Statements
This press release includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995, including statements related to market trends, consumer behavior and demand for automotive loans, as well as future financial performance under the heading “Fourth Quarter 2023 Outlook” above. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the Company’s control. These forward-looking statements are subject to a number of risks and uncertainties, including general economic, market, political and business conditions; applicable taxes, inflation, supply chain disruptions including global hostilities and responses thereto, interest rates and the regulatory environment; the outcome of judicial proceedings to which Open Lending may become a party; failure to realize the anticipated benefits of the business combination with Nebula Acquisition Corporation; and other risks discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2022. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently does not know or that they currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. The Company anticipates that subsequent events and developments will cause their assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Non-GAAP Financial Measures
The non-GAAP financial measures included in this press release are financial information that has not been prepared in accordance with GAAP. The Company uses Adjusted EBITDA, Adjusted EBITDA margin and Adjusted operating cash flows internally in analyzing our financial results and believes these measures are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. The Company believes that the use of non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.

The Company believes these measures provide useful information to investors and others in understanding and evaluating its operating results in the same manner as its management and board of directors. In addition, these measures provide useful measures for period-to-period comparisons of our business, as they remove the effect of certain non-cash items and certain non-recurring variable charges. Adjusted EBITDA is defined as GAAP net income excluding interest expense, income taxes, depreciation and amortization expense of property and equipment, and share-based compensation expense. Adjusted EBITDA margin is defined as Adjusted EBITDA expressed as a percentage of total revenue. Adjusted operating cash flows is defined as Adjusted EBITDA, minus CAPEX, +/- change in contract assets.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measure provided in the financial statement tables included below in this press release.

Contact:
ICR for Open Lending
Investors
openlending@icrinc.com



OPEN LENDING CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited, in thousands, except share data)
 
 September 30, 2023December 31, 2022
Assets
Current assets
Cash and cash equivalents$232,608 $204,450 
Restricted cash5,803 4,069 
Accounts receivable, net5,266 5,721 
Current contract assets, net37,850 54,429 
Income tax receivable9,192 9,714 
Other current assets3,137 2,361 
Total current assets293,856 280,744 
Property and equipment, net3,713 2,573 
Operating lease right-of-use asset, net4,149 4,610 
Contract assets11,381 21,001 
Deferred tax asset, net64,742 65,128 
Other assets5,539 5,575 
Total assets$383,380 $379,631 
Liabilities and stockholders’ equity
Current liabilities
Accounts payable$221 $288 
Accrued expenses9,302 6,388 
Current portion of debt3,750 3,750 
Third-party claims administration liability5,804 4,055 
Other current liabilities896 626 
Total current liabilities19,973 15,107 
Long-term debt, net of deferred financing costs141,139 143,683 
Operating lease liabilities3,617 4,082 
Other liabilities3,926 3,935 
Total liabilities168,655 166,807 
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.01 par value; 10,000,000 shares authorized and none issued and outstanding— — 
Common stock, $0.01 par value; 550,000,000 shares authorized, 128,198,185 shares issued and 119,499,504 shares outstanding as of September 30, 2023 and 128,198,185 shares issued and 123,646,059 shares outstanding as of December 31, 2022
1,282 1,282 
Additional paid-in capital503,981 499,625 
Accumulated deficit(188,907)(215,819)
Treasury stock at cost, 8,698,681 shares at September 30, 2023 and 4,552,126 at December 31, 2022
(101,631)(72,264)
Total stockholders’ equity214,725 212,824 
Total liabilities and stockholders’ equity$383,380 $379,631 




OPEN LENDING CORPORATION
Condensed Consolidated Statements of Operations
(Unaudited, in thousands, except share data)

 
 Three Months Ended September 30,Nine Months Ended September 30,
 2023202220232022
Revenue
Profit share$8,022 $26,523 $44,433 $83,990 
Program fees15,416 21,845 50,610 62,302 
Claims administration and other service fees2,568 2,293 7,478 6,481 
Total revenue26,006 50,661 102,521 152,773 
Cost of services5,369 5,199 16,917 15,072 
Gross profit20,637 45,462 85,604 137,701 
Operating expenses
General and administrative9,875 9,335 31,041 24,785 
Selling and marketing4,509 5,981 13,136 13,708 
Research and development1,717 2,355 4,075 6,366 
 Total operating expenses16,101 17,671 48,252 44,859 
Operating income4,536 27,791 37,352 92,842 
Interest expense(2,799)(1,608)(7,841)(3,535)
Interest income2,801 321 7,317 368 
Other expense, net(3)(239)(9)(239)
Income before income taxes4,535 26,265 36,819 89,436 
Income tax expense1,532 1,736 9,907 18,627 
Net income$3,003 $24,529 $26,912 $70,809 
Net income per common share
Basic$0.02 $0.19 $0.22 $0.56 
Diluted$0.02 $0.19 $0.22 $0.56 
Weighted average common shares outstanding
Basic120,217,857 126,228,723 121,318,872 126,222,084 
Diluted121,298,880 126,228,723 122,065,718 126,222,415 




OPEN LENDING CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited, in thousands)

Nine Months Ended September 30,
20232022
Cash flows from operating activities
Net income$26,912 $70,809 
Adjustments to reconcile net income to net cash provided by operating activities:
Share-based compensation6,826 3,564 
Depreciation and amortization of property and equipment824 680 
Amortization of debt issuance costs319 265 
Non-cash operating lease cost461 431 
Deferred income taxes386 (7,860)
Other10 — 
Changes in assets & liabilities:
Accounts receivable, net455 (129)
Contract assets, net26,199 13,016 
Other current and non-current assets(789)1,331 
Accounts payable(67)(1,101)
Accrued expenses2,299 4,849 
Income tax receivable, net513 (984)
Operating lease liabilities(412)(363)
Third-party claims administration liability1,749 308 
Other current and non-current liabilities218 181 
Net cash provided by operating activities65,903 84,997 
Cash flows from investing activities
Purchase of property and equipment(103)(222)
Capitalized software development costs(1,485)(415)
Net cash used in investing activities(1,588)(637)
Cash flows from financing activities
Proceeds from term loans— 150,000 
Payments on term loans(2,813)(122,656)
Payments on revolving facility— (25,000)
Payment of deferred financing cost— (976)
Shares repurchased(31,322)— 
Shares withheld for taxes related to restricted stock units(288)(81)
Net cash (used in) provided by financing activities(34,423)1,287 
Net change in cash and cash equivalents and restricted cash29,892 85,647 
Cash and cash equivalents and restricted cash at the beginning of the period208,519 119,509 
Cash and cash equivalents and restricted cash at the end of the period$238,411 $205,156 
Supplemental disclosure of cash flow information:
Interest paid$7,593 $2,859 
Income tax paid, net$9,008 $27,471 
Non-cash investing and financing:
Property and equipment accrued but not paid$$
Share-based compensation for capitalized software development$63 $— 
Capitalized software development costs accrued but not paid$230 $— 
Accrued excise tax associated with share repurchases$290 $— 



OPEN LENDING CORPORATION
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited, in thousands)

 
 Three Months Ended September 30,Nine Months Ended September 30,
 2023202220232022
Net income$3,003 $24,529 $26,912 $70,809 
Non-GAAP adjustments:
Interest expense2,799 1,608 7,841 3,535 
Income tax expense1,532 1,736 9,907 18,627 
Depreciation and amortization of property and equipment328 233 824 680 
Share-based compensation2,663 1,295 6,826 3,564 
Total adjustments7,322 4,872 25,398 26,406 
Adjusted EBITDA$10,325 $29,401 $52,310 $97,215 
Total revenue$26,006 $50,661 $102,521 $152,773 
Adjusted EBITDA margin40 %58 %51 %64 %
Adjusted operating cash flows(1)
Adjusted EBITDA$10,325 $29,401 $52,310 $97,215 
CAPEX(745)(273)(1,588)(637)
Decrease (increase) in contract assets, net10,424 6,808 26,199 13,016 
Adjusted operating cash flows$20,004 $35,936 $76,921 $109,594 
(1) Adjusted operating cash flows is defined as Adjusted EBITDA, minus CAPEX, +/- change in contract assets.

suppslides2023q3
Earnings Supplement Q3 2023


 
2 23, 159, 221 149, 201, 61 20, 83, 150 3, 102, 170 146, 192, 219 166, 166, 166 Q3 2023 Financial Highlights Q3 2023 (1) See reconciliation of GAAP to non-GAAP financial measures on page 5 (2) Defined as Adj. EBITDA, minus CAPEX, +/- change in contract assets; see reconciliation of GAAP to non-GAAP financial measures on page 5 Q3 2022 Revenue $26.0 million $50.7 million Adj. EBITDA1 $10.3 million $29.4 million Adj. Operating Cash Flows2 $20.0 million $35.9 million Total Certs 29,959 42,186


 
3 23, 159, 221 149, 201, 61 20, 83, 150 3, 102, 170 146, 192, 219 166, 166, 166 Q3 2023 Key Performance Indicators Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Certs Credit Union & Bank 22,660 36,446 76,069 113,553 OEM 7,299 5,740 20,652 17,108 Total Certs 29,959 42,186 96,721 130,661 Unit Economics Avg. Profit Share Revenue per Cert (1) $ 537 $ 589 $ 547 $ 588 Avg. Program Fee Revenue per Cert $ 527 $ 518 $ 530 $ 477 Originations Facilitated Loan Origination Volume ($ in 000s) $ 883,470 $ 1,246,250 $ 2,850,133 $ 3,722,270 Average Loan Size $ 29,489 $ 29,542 $ 29,468 $ 28,488 Channel Overview New Vehicle Certs as a % of Total 13.3 % 11.8 % 13.2 % 9.0 % Used Vehicle Certs as a % of Total 86.7 % 88.2 % 86.8 % 91.0 % Indirect Certs as a % of Total 75.6 % 55.1 % 72.3 % 50.8 % Direct Certs as a % of Total 21.1 % 17.0 % 20.3 % 15.8 % Refinance Certs as a % of Total 3.3 % 28.0 % 7.4 % 33.4 % (1) Represents average profit share revenue per certified loan originated in the period excluding the impact of profit share revenue recognized in the period associated with historical vintages. The profit share revenue impact related to change in estimates of historical vintages was $(8.1) million and $(8.5) million for the three and nine months ended September 30, 2023, respectively, and $1.7 million and $7.1 million, respectively, for the three and nine months ended September 30, 2022, respectively.


 
4 23, 159, 221 149, 201, 61 20, 83, 150 3, 102, 170 146, 192, 219 166, 166, 166 Q3 2023 Financial Update ($ in '000s) Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue Profit share $ 8,022 $ 26,523 $ 44,433 $ 83,990 Program fees 15,416 21,845 50,610 62,302 Claims administration and other service fees 2,568 2,293 7,478 6,481 Total revenue 26,006 50,661 102,521 152,773 Cost of services 5,369 5,199 16,917 15,072 Gross profit 20,637 45,462 85,604 137,701 Operating expenses General and administrative 9,875 9,335 31,041 24,785 Selling and marketing 4,509 5,981 13,136 13,708 Research and development 1,717 2,355 4,075 6,366 Total operating expenses 16,101 17,671 48,252 44,859 Operating income 4,536 27,791 37,352 92,842 Interest expense (2,799) (1,608) (7,841) (3,535) Interest income 2,801 321 7,317 368 Other expense, net (3) (239) (9) (239) Income before income taxes 4,535 26,265 36,819 89,436 Income tax expense 1,532 1,736 9,907 18,627 Net income $ 3,003 $ 24,529 $ 26,912 $ 70,809


 
5 23, 159, 221 149, 201, 61 20, 83, 150 3, 102, 170 146, 192, 219 166, 166, 166 Reconciliation of GAAP to Non-GAAP Financial Measures Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Net income $ 3,003 $ 24,529 $ 26,912 $ 70,809 Non-GAAP adjustments: Interest expense 2,799 1,608 7,841 3,535 Income tax expense 1,532 1,736 9,907 18,627 Depreciation and amortization of property and equipment 328 233 824 680 Share-based compensation 2,663 1,295 6,826 3,564 Total adjustments 7,322 4,872 25,398 26,406 Adjusted EBITDA $ 10,325 $ 29,401 $ 52,310 $ 97,215 Total revenue $ 26,006 $ 50,661 $ 102,521 $ 152,773 Adjusted EBITDA margin 40 % 58 % 51 % 64 % Adjusted EBITDA ($ in 000's) Adjusted operating cash flows ($ in 000's) Adjusted EBITDA $ 10,325 $ 29,401 $ 52,310 $ 97,215 CAPEX (745) (273) (1,588) (637) Decrease (increase) in contract assets, net 10,424 6,808 26,199 13,016 Adjusted operating cash flows $ 20,004 $ 35,936 $ 76,921 $ 109,594


 
6 23, 159, 221 149, 201, 61 20, 83, 150 3, 102, 170 146, 192, 219 166, 166, 166 Profit Share Revenue Change in Estimate Q3'23 decrease in contract asset profit share revenue estimate was primarily driven by rising delinquencies leading to higher defaults and claims. ($ in millions) $5.1 $11.8 $7.5 $6.5 $2.6 $2.6 $1.7 $(12.8) $0.7 $(1.2) $(8.1) Q1-21 Q2-21 Q3-21 Q4-21 Q1-22 Q2-22 Q3-22 Q4-22 Q1-23 Q2-23 Q3-23 -$15.0 -$10.0 -$5.0 $0.0 $5.0 $10.0 $15.0


 
7 23, 159, 221 149, 201, 61 20, 83, 150 3, 102, 170 146, 192, 219 166, 166, 166 Total Current Share Count Shares In thousands Total Shares Outstanding November 7, 2023 119,754 Treasury Shares 8,444 Total Shares Issued 128,198