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Hagerty Reports Full Year 2024 Results; Provides 2025 Outlook for Revenue and Profit Growth

PRNewswire 4-Mar-2025 7:00 AM

  • Full year 2024 Total Revenue increased 20% year-over-year to $1.200 billion
  • Full year 2024 Written Premium increased 15% year-over-year to $1.044 billion
    • Added a record 279,000 new members in 2024
  • Full year 2024 Marketplace revenue increased 90% year-over-year to $54.3 million
  • Full year 2024 Operating Income increased 538% year-over-year to $66.4 million
  • Full year 2024 Net Income increased 178% year-over-year to $78.3 million
  • Full year 2024 Adjusted EBITDA increased 41% year-over-year to $124.5 million
  • 2025 outlook for Total Revenue growth of 12-13% on Written Premium gains of 13-14%
    • Margin expansion due to continued efficiency gains should result in Net Income growth of 30-40% and Adjusted EBITDA growth of 21-29%

TRAVERSE CITY, Mich., March 4, 2025 /PRNewswire/ -- Hagerty, Inc. (NYSE: HGTY), an automotive enthusiast brand and leading specialty vehicle insurance provider, announced today financial results for the three and twelve months ended December 31, 2024.

"2024 was another excellent year at Hagerty with 20% revenue growth fueled by a record 279,000 new members. We are also investing to improve Hagerty and become more efficient in how we deliver on our brand promise to members and maintain our industry leading net promoter score of 82. These initiatives allowed us to translate revenue growth into even higher rates of profit growth, with net income up 178% and Adjusted EBITDA up 41%," said McKeel Hagerty, Chief Executive Officer and Chairman of Hagerty.

"In 2025, Hagerty's customer-centric model and automotive expertise should result in written premium growth of 13-14% and even faster rates of profit growth. Top-line growth should accelerate in the back half of 2025 as we anticipate rolling out the State Farm Classic Plus program to over 25 states in the year. Longer-term, we expect to more than double our policy count to three million by 2030," continued Mr. Hagerty.

"2025 will be a year of elevated investment into our technology platforms that should enable us to deliver the accelerated growth we anticipate in 2026 and beyond, with more modern risk rating architecture and greater segmentation. These operational and capital investments will also position us for future margin expansion from the expected efficiency gains as the new technology platform improves and simplifies the member experience," added Mr. Hagerty.

FOURTH QUARTER AND FULL YEAR 2024 FINANCIAL HIGHLIGHTS

  • Fourth quarter 2024 Total Revenue increased 19% year-over-year to $291.7 million, and full year 2024 Total Revenue increased 20% year-over-year to $1.200 billion
  • Fourth quarter 2024 Written Premium increased 13% year-over-year to $217.4 million, and full year 2024 Written Premium increased 15% year-over-year to $1.044 billion
  • Fourth quarter 2024 Commission and fee revenue increased 15% year-over-year to $89.4 million, and full year 2024 Commission and fee revenue increased 16% year-over-year to $423.2 million
    • Policies in Force Retention was 89.0% as of December 31, 2024 compared to 88.7% in the prior year period, and total insured vehicles increased 8% year-over-year to 2.6 million
  • Fourth quarter 2024 Loss Ratio was 42.8% including 2.4% of impact from catastrophe losses, compared to 41.5% in the prior year period, and full year 2024 Loss Ratio was 46.4% including 5.6% of impact from catastrophe losses, compared to 41.5% in the prior year period
  • Fourth quarter 2024 Earned Premium increased 14% year-over-year to $168.4 million, and full year 2024 Earned Premium increased 21% year-over-year to $643.3 million
  • Fourth quarter 2024 Membership, marketplace and other revenue increased 68% year-over-year to $33.9 million, and full year 2024 Membership, marketplace and other revenue increased 30% year-over-year to $133.5 million
    • Fourth quarter 2024 Marketplace revenue increased 329% year-over-year to $16.0 million, and full year 2024 Marketplace revenue increased 90% year-over-year to $54.3 million
    • Fourth quarter 2024 Membership revenue increased 17% year-over-year to $15.2 million, and 2024 Membership revenue increased 10% year-over-year to $57.5 million
      • Hagerty Drivers Club (HDC) paid members increased 7% year-over-year to approximately 876,000 compared to 815,000
  • Fourth quarter 2024 Operating Income of $6.0 million, an increase of $12.5 million compared to the prior year period, and full year 2024 Operating Income of $66.4 million, an increase of $56.0 million compared to the prior year period, or growth of 538%
    • Fourth quarter 2024 Operating Income margin decreased by 470 bps compared to the prior year period, while full year 2024 Operating Income margin expanded by 450 bps compared to the prior year period
      • Cost containment and resource prioritization initiatives drove general and administrative expenses down by 3.4% in 2024. Salary and benefits increased 2.1% during 2024
      • Hurricanes Helene and Milton negatively impacted full year operating margins by 230 bps
    • Fourth quarter 2024 depreciation and amortization was $9.1 million compared to $10.9 million in the prior year period, and full year 2024 depreciation and amortization was $38.9 million compared to $45.8 million in the prior year period
  • Fourth quarter 2024 Net Income of $8.4 million, a decrease of $0.6 million compared to the prior year period, and full year 2024 Net Income of $78.3 million, an increase of $50.1 million compared to the prior year period, or growth of 178%
    • Fourth quarter 2024 Net Income includes a $0.7 million increase in interest and other income, and full year 2024 Net Income includes a $13.0 million increase in interest and other income, primarily due to the diversification of Hagerty Re's investment portfolio which resulted in investing in higher yielding fixed maturity securities.
      • Full year 2024 Net Income includes a $8.5 million loss due to the change in fair value and settlement of warrant liabilities. These warrants were exchanged in July of 2024 for 3.9 million shares of Class A Common Stock.
      • The Company ended the year with $105 million of cash and availability compared to $105 million of total debt, $30 million of which is back leverage for Broad Arrow Capital's portfolio of loans collateralized by collector cars
  • Fourth quarter 2024 Adjusted EBITDA (a non-GAAP measure) of $19.9 million, an increase of $10.2 million compared to the prior year period, and full year 2024 Adjusted EBITDA of $124.5 million, an increase of $36.3 million compared to the prior year period, or growth of 41%
  • Fourth quarter 2024 Basic and Diluted Earnings per Share was $0.01, and full year 2024 Basic and Diluted Earnings per Share was $0.10
    • Fourth quarter 2024 Adjusted EPS (a non-GAAP measure) was $0.02, and full year 2024 Adjusted EPS was $0.24, compared to $0.04 in full year 2023

The definitions and reconciliations of non-GAAP financial measures are provided under the heading Key Performance Indicators and Certain Non-GAAP Financial Measures at the end of this press release.

2025 OUTLOOK - SUSTAINED GROWTH AND PROFITABILITY

We expect 2025 to be another year of strong profit growth for Hagerty as our team executes on our long-term plan to create value for stakeholders by investing in our long-term competitive advantages and delivering high rates of compounding revenue growth. In 2025, these investments aggregate to $20 million of elevated spend, primarily in our new technology platform, Duck Creek, for our insurance products. Duck Creek should help us efficiently grow our business over the coming years. We remain focused on growing our Insurance, Membership and Marketplace businesses, positioning us to deliver sustained, compounding profit growth over the coming years, fund our purpose to save driving and fuel car culture for future generations.

  • For full year 2025, Hagerty anticipates:
    • Written Premium growth of 13-14%
    • Total Revenue growth of 12-13%
    • Net Income growth of 30-40%
    • Adjusted EBITDA growth of 21-29%
      • Profit ranges incorporate $20 million of elevated technology investments in 2025, as well as an estimated $11 million pre-tax impact from the Southern California wildfires during the first quarter of 2025 ($9 million post-tax)








2025 Outlook ($)



2025 Outlook (%)



in thousands

2024 Results





Low End



High End



Low End



High End



Total Written Premium

$1,044,492





$1,180,000



$1,191,000



13 %



14 %



Total Revenue

$1,200,038





$1,344,000



$1,356,000



12 %



13 %



Net Income 1

$78,303





$102,000



$110,000



30 %



40 %



Adjusted EBITDA 2

$124,473





$150,000



$160,000



21 %



29 %



























1

Fully diluted share count post warrant exchange of ~360 million including Class A Common Stock, Class V Common Stock, Series A Convertible Preferred Stock, and share-based compensation awards.

2

See Non-GAAP Financial Measures below for additional information regarding this non-GAAP financial measure.

Conference Call Details

Hagerty will hold a conference call to discuss the financial results today at 10:00 am Eastern Time. A webcast of the conference call, including its Investor Presentation highlighting full year 2024 financial results, will be available on Hagerty's investor relations website at investor.hagerty.com. The dial-in for the conference call is (877) 423-9813 (toll-free) or (201) 689-8573 (international). Please dial the number 10 minutes prior to the scheduled start time.

A webcast replay of the call will be available at investor.hagerty.com following the call.

Forward-Looking Statements

This press release contains statements that constitute "forward-looking statements" within the meaning of the federal securities laws. All statements provided, other than statements of historical fact, are forward-looking statements, including those regarding Hagerty's future operating results and financial position, Hagerty's business strategy and plans, products, services, and technology implementations, market conditions, growth and trends, expansion plans and opportunities, and Hagerty's objectives for future operations. The words "anticipate," "believe," "envision," "estimate," "expect," "intend," "may," "plan," "predict," "project," "target," "potential," "will," "would," "could," "should," "continue," "ongoing," "contemplate," and similar expressions, and the negative of these expressions, are intended to identify forward-looking statements.

Hagerty has based these forward-looking statements largely on current expectations about future events, which may not materialize. Actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. These factors include, among other things, Hagerty's ability to: (i) compete effectively within our industry and attract and retain our insurance policyholders and paid HDC subscribers; (ii) maintain key strategic relationships with our insurance distribution and underwriting carrier partners; (iii) prevent, monitor, and detect fraudulent activity; (iv) manage risks associated with disruptions, interruptions, outages or other issues with our technology platforms or our use of third-party services; (v) accelerate the adoption of our membership and marketplace products and services, as well as any new insurance programs and products we offer; (vi) manage the cyclical nature of the insurance business, including through any periods of recession, economic downturn or inflation; (vii) address unexpected increases in the frequency or severity of claims, and (viii) comply with the numerous laws and regulations applicable to our business, including state, federal and foreign laws relating to insurance and rate increases, privacy, the internet, and accounting matters.

The forward-looking statements herein represent the judgment of Hagerty as of the date of this release and Hagerty disclaims any intent or obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise. This press release should be read in conjunction with the information included in the Hagerty's other press releases, reports and other filings with the SEC. Understanding the information contained in these filings is important in order to fully understand Hagerty's reported financial results and its business outlook for future periods.

About Hagerty, Inc. (NYSE:HGTY)

Hagerty is an automotive enthusiast brand committed to saving driving and to fueling car culture for future generations. The company is a leading provider of specialty vehicle insurance, expert car valuation data and insights, live and digital car auction services, immersive events and automotive entertainment custom made for the 67 million Americans who self-describe as car enthusiasts. Hagerty also operates in Canada and the U.K. and is home to Hagerty Drivers Club, a community of over 875,000 who can't get enough of cars. For more information, please visit www.hagerty.com or connect with us on Facebook, Instagram, Twitter and LinkedIn..

More information can be found at newsroom.hagerty.com.

Category: Financial

Source: Hagerty

Hagerty, Inc.

Consolidated Statements of Operations (Unaudited)







Three months ended December 31,





2024



2023



$ Change



% Change



















REVENUE:



in thousands (except percentages and per share amounts)

Commission and fee revenue



$       89,423



$       77,540



$       11,883



15.3 %

Earned premium



168,407



147,368



21,039



14.3 %

Membership, marketplace and other revenue



33,901



20,135



13,766



68.4 %

Total revenue



291,731



245,043



46,688



19.1 %

OPERATING EXPENSES:

















Salaries and benefits



60,462



56,774



3,688



6.5 %

Ceding commissions, net



79,842



70,617



9,225



13.1 %

Losses and loss adjustment expenses



72,078



61,197



10,881



17.8 %

Sales expense



43,732



31,587



12,145



38.4 %

General and administrative expenses



20,432



20,569



(137)



(0.7) %

Depreciation and amortization



9,147



10,916



(1,769)



(16.2) %

Restructuring, impairment and related charges, net



(45)



45



(100.0) %

Gains, losses, and impairments related to divestitures



(99)



99



(100.0) %

Total operating expenses



285,693



251,516



34,177



13.6 %

OPERATING INCOME (LOSS)



6,038



(6,473)



12,511



193.3 %

Gain (loss) related to warrant liabilities, net





12,962



(12,962)



(100.0) %

Interest and other income (expense), net



7,863



7,144



719



10.1 %

INCOME BEFORE INCOME TAX EXPENSE

13,901



13,633



268



2.0 %

Income tax expense



(5,461)



(4,591)



(870)



19.0 %

NET INCOME



8,440



9,042



(602)



(6.7) %

Net (income) loss attributable to non-controlling interest

(5,335)



5,529



(10,864)



(196.5) %

Accretion of Series A Convertible Preferred Stock

(1,875)



(1,839)



(36)



2.0 %

NET INCOME ATTRIBUTABLE TO CLASS A COMMON STOCKHOLDERS

$         1,230



$       12,732



$     (11,502)



(90.3) %

















Earnings per share of Class A Common Stock:















Basic



$           0.01



$           0.14









Diluted



$           0.01



$           0.03



























Weighted average shares of Class A Common Stock outstanding:















Basic



90,032



84,588









Diluted



90,032



347,455









 

Hagerty, Inc.

Consolidated Statements of Operations







Year ended December 31,





2024



2023



$ Change



% Change



















REVENUE:



in thousands (except percentages and per share amounts)

Commission and fee revenue

$     423,240



$     365,512



$       57,728



15.8 %

Earned premium

643,324



531,866



111,458



21.0 %

Membership, marketplace and other revenue

133,474



102,835



30,639



29.8 %

Total revenue



1,200,038



1,000,213



199,825



20.0 %

OPERATING EXPENSES:

















Salaries and benefits



221,463



216,896



4,567



2.1 %

Ceding commissions, net



301,719



251,805



49,914



19.8 %

Losses and loss adjustment expenses



298,593



220,658



77,935



35.3 %

Sales expense



190,523



156,378



34,145



21.8 %

General and administrative expenses



82,504



85,434



(2,930)



(3.4) %

Depreciation and amortization



38,905



45,809



(6,904)



(15.1) %

Restructuring, impairment and related charges, net



8,812



(8,812)



(100.0) %

Gains, losses, and impairments related to divestitures

(87)



4,013



(4,100)



(102.2) %

Total operating expenses



1,133,620



989,805



143,815



14.5 %

OPERATING INCOME



66,418



10,408



56,010



538.1 %

Gain (loss) related to warrant liabilities, net



(8,544)



11,543



(20,087)



(174.0) %

Interest and other income (expense), net



35,808



22,821



12,987



56.9 %

INCOME BEFORE INCOME TAX EXPENSE

93,682



44,772



48,910



109.2 %

Income tax expense



(15,379)



(16,593)



1,214



(7.3) %

NET INCOME



78,303



28,179



50,124



177.9 %

Net (income) loss attributable to non-controlling interest

(61,286)



(7,948)



(53,338)



N/M

Accretion of Series A Convertible Preferred Stock

(7,427)



(3,677)



(3,750)



102.0 %

NET INCOME ATTRIBUTABLE TO CLASS A COMMON STOCKHOLDERS

$         9,590



$       16,554



$       (6,964)



(42.1) %



















Earnings per share of Class A Common Stock:















Basic



$           0.10



$           0.19









Diluted



$           0.10



$           0.09



























Weighted average shares of Class A Common Stock outstanding:















Basic



87,529



84,180









Diluted



88,504



340,323



























N/M = Not meaningful

 

Hagerty, Inc.

Consolidated Balance Sheets







December 31,



December 31,





2024



2023











ASSETS



in thousands (except share amounts)

Current Assets:









Cash and cash equivalents



$                   104,784



$                   108,326

Restricted cash and cash equivalents



128,061



615,950

Investments



73,957



10,946

Accounts receivable



84,763



71,530

Premiums receivable



153,748



137,525

Commissions receivable



20,430



79,115

Notes receivable



45,417



35,896

Deferred acquisition costs, net



156,466



141,637

Other current assets



90,779



49,293

Total current assets



858,405



1,250,218

Investments



515,570



5,526

Notes receivable



11,555



17,018

Property and equipment, net



18,205



20,764

Lease right-of-use assets



44,485



50,515

Intangible assets, net



90,107



91,924

Goodwill



114,123



114,214

Other long-term assets



56,888



38,033

TOTAL ASSETS



$                1,709,338



$                1,588,212

LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY









Current Liabilities:









Accounts payable, accrued expenses and other current liabilities



$                     73,383



$                     87,175

Losses payable



98,386



62,001

Provision for unpaid losses and loss adjustment expenses



168,492



136,507

Commissions payable



77,389



108,739

Advance premiums and due to insurers



108,352



100,286

Unearned premiums



357,539



317,275

Contract liabilities



31,905



30,316

Total current liabilities



915,446



842,299

Long-term lease liabilities



43,178



50,459

Long-term debt, net



104,968



130,680

Warrant liabilities





34,018

Deferred tax liability



18,065



15,937

Contract liabilities



15,334



17,335

Other long-term liabilities



4,178



4,139

TOTAL LIABILITIES



1,101,169



1,094,867

Commitments and Contingencies





TEMPORARY EQUITY 1









Preferred stock, $0.0001 par value (20,000,000 shares authorized, 8,483,561 Series A Convertible Preferred Stock issued and outstanding as of December 31, 2024 and December 31, 2023)

84,663



82,836

STOCKHOLDERS' EQUITY









Class A Common Stock, $0.0001 par value (500,000,000 shares authorized, 90,032,391 and 84,588,536 issued and outstanding as of December 31, 2024 and December 31, 2023, respectively)

9



8

Class V Common Stock, $0.0001 par value (300,000,000 authorized, 251,033,906 shares issued and outstanding as of December 31, 2024 and December 31, 2023)

25



25

Additional paid-in capital



603,780



561,754

Accumulated earnings (deficit)



(451,978)



(468,995)

Accumulated other comprehensive income (loss)



(1,514)



(88)

Total stockholders' equity



150,322



92,704

Non-controlling interest



373,184



317,805

Total equity



523,506



410,509

TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY



$                1,709,338



$                1,588,212











1

The Series A Convertible Preferred Stock is recorded within Temporary Equity because it has equity conversion and cash redemption features.

 

Hagerty, Inc.

Consolidated Statements of Cash Flows





Year ended December 31,



2024



2023









OPERATING ACTIVITIES:

in thousands

Net income

$                    78,303



$                    28,179

Adjustments to reconcile net income to net cash from operating activities:







Impairment of operating lease right-of-use assets



1,147

Loss on disposals of equipment, software and other assets

500



1,894

(Gain) loss related to warrant liabilities, net

8,544



(11,543)

Depreciation and amortization

38,905



45,809

Provision for deferred taxes

2,929



2,921

Share-based compensation expense

17,357



18,017

Non-cash lease expense

8,053



11,681

Realized (gain) loss on investments, net

(2,223)



(Accretion) amortization of discount and premium, net

(3,386)



34

Other

5,300



1,334

Changes in operating assets and liabilities:







Accounts, premiums and commissions receivable

26,498



(69,879)

Deferred acquisition costs, net

(14,829)



(34,295)

Losses payable

36,385



6,485

Provision for unpaid losses and loss adjustment expenses

31,985



24,766

Commissions payable

(31,350)



31,664

Advance premiums and due to insurers

8,418



14,880

Unearned premiums

40,264



81,813

Operating lease assets and liabilities

(9,036)



(11,243)

Other assets and liabilities, net

(65,593)



(9,958)

Net Cash Provided by Operating Activities

177,024



133,706

INVESTING ACTIVITIES:







Capital expenditures

(21,344)



(26,403)

Acquisitions, net of cash acquired, and other investments

(25,120)



(8,683)

Issuance of notes receivable

(65,770)



(24,939)

Collection of notes receivable

59,788



10,357

Purchases of fixed maturity securities

(669,452)



(10,568)

Proceeds from sales of fixed maturity securities

64,827



Proceeds from maturities of fixed maturity securities

48,389



7,468

Purchases of equity securities

(10,861)



Other investing activities

979



121

Net Cash Used in Investing Activities

(618,564)



(52,647)

FINANCING ACTIVITIES:







Payments on long-term debt

(90,775)



(139,850)

Proceeds from long-term debt, net of issuance costs

61,972



161,547

Proceeds from issuance of Series A Convertible Preferred Stock, net of issuance costs



79,159

Distributions paid to non-controlling interest unit holders

(6,683)



Payment of Series A Convertible Preferred Stock dividends

(5,600)



Funding of employee tax obligations upon vesting of share-based payments

(5,836)



Other financing activities



2,305

Net Cash Provided by (Used in) Financing Activities

(46,922)



103,161

Effect of exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents

(2,969)



865









Change in cash and cash equivalents and restricted cash and cash equivalents

(491,431)



185,085

Beginning cash and cash equivalents and restricted cash and cash equivalents

724,276



539,191

Ending cash and cash equivalents and restricted cash and cash equivalents

$                  232,845



$                  724,276

Hagerty, Inc.

Key Performance Indicators and Certain Non-GAAP Financial Measures

Key Performance Indicators

The tables below present a summary of our Key Performance Indicators, which include important operational metrics, as well as certain financial measures prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and non-GAAP financial measures. We use these Key Performance Indicators to evaluate our business, measure our performance, identify trends against planned initiatives, prepare financial projections, and make strategic decisions. We believe these Key Performance Indicators are useful in evaluating our performance when read together with our Consolidated Financial Statements prepared in accordance with GAAP.























Year ended December 31,





2024



2023



Change



















Operational Metrics



dollars in thousands (except per share amounts)

Total Written Premium



$ 1,044,492



$    907,175



$    137,317



15.1 %

Hagerty Re Loss Ratio



46.4 %



41.5 %



4.9 %



N/M

Hagerty Re Combined Ratio



94.1 %



89.2 %



4.9 %



N/M

New Business Count Insurance



278,556



254,386



24,170



9.5 %



















GAAP Financial Measures

















Total Revenue



$ 1,200,038



$ 1,000,213



$    199,825



20.0 %

Operating Income



$     66,418



$     10,408



$     56,010



538.1 %

Net Income



$     78,303



$     28,179



$     50,124



177.9 %

Basic Earnings Per Share



$         0.10



$         0.19



$        (0.09)



(47.4) %

Diluted Earnings Per Share



$         0.10



$         0.09



$         0.01



11.1 %



















Non-GAAP Financial Measures

















Adjusted EBITDA



$    124,473



$     88,162



$     36,311



41.2 %

Adjusted Earnings Per Share



$         0.24



$         0.04



$         0.20



500.0 %



















N/M = Not meaningful

 





December 31,





2024



2023



Change



















Operational Metrics

















Policies in Force



1,506,451



1,401,037



105,414



7.5 %

Policies in Force Retention



89.0 %



88.7 %



0.3 %



N/M

Vehicles in Force



2,576,700



2,378,883



197,817



8.3 %

HDC Paid Member Count



875,822



815,007



60,815



7.5 %

Net Promoter Score (NPS)



82



82





— %



















N/M = Not meaningful

Non-GAAP Financial Measures

Adjusted EBITDA

We define Adjusted EBITDA as consolidated Net income, excluding net interest and other income (expense), income tax expense, and depreciation and amortization, further adjusted to exclude (i) net gains and losses related to our warrant liabilities; (ii) share-based compensation expense; and when applicable, (iii) restructuring, impairment and related charges; (iv) gains, losses and impairments related to divestitures; and (v) certain other unusual items. 

We present Adjusted EBITDA because we consider it to be an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. We use Adjusted EBITDA as a measure of the operating performance of our business on a consistent basis, as it removes the impact of items not directly resulting from our core operations.

By providing this non-GAAP financial measure, together with a reconciliation to Net income, which is the most comparable GAAP measure, we believe we are enhancing investors' understanding of our business and our results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. However, Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation, or as an alternative to, or a substitute for Net income or other financial statement data presented in our Consolidated Financial Statements as indicators of financial performance. Our definition of Adjusted EBITDA may be different than similarly titled measures used by other companies in our industry, which could reduce the usefulness of this non-GAAP financial measure when comparing our performance to that of other companies.

The following table reconciles Adjusted EBITDA to the most directly comparable GAAP measure, which is Net income:





Three months ended

December 31,



Year ended

December 31,





2024



2023



2024



2023























in thousands

Net income

$            8,440



$            9,042



$         78,303



$         28,179

Interest and other (income) expense 1, 2

(7,863)



(7,144)



(35,808)



(22,821)

Income tax expense

5,461



4,591



15,379



16,593

Depreciation and amortization

9,147



10,916



38,905



45,809

EBITDA

15,185



17,405



96,779



67,760

Restructuring, impairment and related charges, net



(45)





8,812

(Gain) loss related to warrant liabilities, net



(12,962)



8,544



(11,543)

Share-based compensation expense

4,339



4,860



17,357



17,729

Gains, losses, and impairments related to divestitures



(99)



(87)



4,013

Other unusual items 3

344



554



1,880



1,391

Adjusted EBITDA

$         19,868



$            9,713



$       124,473



$         88,162



















1

Excludes interest expense related to the BAC Credit Facility, which is recorded within "Sales expense" on the Consolidated Statements of Operations.

2

Includes interest income and net investment income related to our investment portfolio, which was diversified in the second quarter of 2024 and resulted in opening positions in higher yielding fixed maturity securities, and, to a much lesser extent, equity securities.

3

Other unusual items include professional fees associated with the warrant exchange, as well as certain material severance expenses for the year ended December 31, 2024 and certain legal settlement expenses (net) recognized for the year ended December 31, 2023.

The following table reconciles Adjusted EBITDA for the year ended December 31, 2024 Outlook to the most directly comparable GAAP measure, which is Net income:





2025 Low



2025 High















in thousands

Net income

$           102,000



$           110,000

Interest and other (income) expense 1, 2

(32,000)



(32,000)

Income tax expense

21,000



23,000

Depreciation and amortization

39,000



39,000

Share-based compensation expense

20,000



20,000

Adjusted EBITDA

$           150,000



$           160,000











1

Excludes interest expense related to the BAC Credit Facility, which is recorded within "Sales expense" on the Consolidated Statements of Operations.

2

Includes interest income and net investment income related to our investment portfolio, which was diversified in the second quarter of 2024 and resulted in opening positions in higher yielding fixed maturity securities, and, to a much lesser extent, equity securities.

Adjusted EPS

We define Adjusted Earnings Per Share ("Adjusted EPS") as consolidated Net income, excluding net gains and losses related to our warrant liabilities, divided by our outstanding and total potentially dilutive securities, which includes (i) the weighted average issued and outstanding shares of Class A Common Stock; (ii) all issued and outstanding non-controlling interest units of THG; (iii) all issued and outstanding shares of our Series A Convertible Preferred Stock on an as-converted basis; (iv) all unissued share-based compensation awards; and (v) all unexercised warrants outstanding prior to the Warrant Exchange.

The most directly comparable GAAP measure to Adjusted EPS is basic earnings per share ("Basic EPS"), which is calculated as Net income available to Class A Common Stockholders divided by the weighted average number of Class A Common Stock shares outstanding during the period.

We present Adjusted EPS because we consider it to be an important supplemental measure of our operating performance and believe it is used by securities analysts, investors and other interested parties in evaluating the consolidated performance of other companies in our industry. We also believe that Adjusted EPS, which compares our consolidated Net income with our outstanding and potentially dilutive shares, provides useful information to investors regarding our performance on a fully consolidated and fully diluted basis.

Management uses Adjusted EPS:

  • as a measurement of operating performance of our business on a fully consolidated and fully diluted basis;
  • to evaluate the performance and effectiveness of our operational strategies; and
  • as a preferred predictor of core operating performance, comparisons to prior periods and competitive positioning.

We caution investors that Adjusted EPS is not a recognized measure under GAAP and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, including Basic EPS, and that Adjusted EPS, as we define it, may be defined or calculated differently by other companies. In addition, Adjusted EPS has limitations as an analytical tool and should not be considered as a measure of profit or loss per share.

The following table reconciles Adjusted EPS to the most directly comparable GAAP measure, which is Basic EPS:























Three months ended

December 31,



Year ended

December 31,





2024



2023



2024



2023























in thousands (except per share amounts)

Numerator:















Net income available to Class A Common Stockholders 1

$         1,144



$       11,786



$         8,900



$       15,881

Accretion of Series A Convertible Preferred Stock

1,875



1,839



7,427



3,677

Undistributed earnings allocated to Series A Convertible Preferred Stock

86



946



690



673

Net income (loss) attributable to non-controlling interest

5,335



(5,529)



61,286



7,948

Consolidated net income

8,440



9,042



78,303



28,179

(Gain) loss related to warrant liabilities, net



(12,962)



8,544



(11,543)

Adjusted consolidated net income (loss) 2

$         8,440



$       (3,920)



$       86,847



$       16,636

















Denominator:















Weighted average shares of Class A Common Stock outstanding 1

90,032



84,588



87,529



84,180

Total potentially dilutive securities outstanding:















Non-controlling interest THG units

255,178



255,499



255,178



255,499

Series A Convertible Preferred Stock, on an as-converted basis

6,785



6,785



6,785



6,785

Total unissued share-based compensation awards

7,980



8,385



7,980



8,385

Total warrants outstanding



19,484





19,484

Potentially dilutive shares outstanding

269,943



290,153



269,943



290,153

Fully dilutive shares outstanding 2

359,975



374,741



357,472



374,333



















Basic EPS 1

$           0.01



$           0.14



$           0.10



$           0.19



















Adjusted EPS 2

$           0.02



$         (0.01)



$           0.24



$           0.04



















1

Numerator and Denominator of the GAAP measure Basic EPS

2

Numerator and Denominator of the non-GAAP measure Adjusted EPS

 

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SOURCE Hagerty

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