• Delivered Record Revenue of $546.1 million — over Half a Billion in a Quarter for the First Time
  • Generated Gross Profit of $138.0 million, an Increase of 31% Sequentially
  • Reported Diluted Earnings per Share of $0.87 and Adjusted Diluted Earnings per Share of $1.20

RumbleOn, Inc. (NASDAQ: RMBL) (the “Company” or “RumbleOn”), the nation's first technology-based omnichannel powersports platform, today announced operational and financial results for the three months ended June 30, 2022. RumbleOn management is hosting an investor call to discuss the Company’s results today, August 9, 2022, at 7:30 am CT (8:30 am ET).

Financial and Operational Highlights for the Second Quarter 2022

  • Total Unit Sales of 23,330 across Powersports and Automotive segments increased 20.4% sequentially
  • Strong Powersports Unit growth of 23.6% sequentially resulting in 20,713 total Powersports Units sold driven by sustained momentum in Used Retail Powersports Units which increased 41.3% sequentially to 8,619 units
  • Record Total Company Revenue of $546.1 million, up 18.7% sequentially, driven by exceptional Powersports segment Revenue of $414.8 million, an increase of 23.2% sequentially
  • Gross Profit of $138.0 million, an increase of over 31% sequentially, and Gross Profit Margin of 25.3%, an increase of 240 bps sequentially
  • Net Income of $14.0 million increased 53.5% sequentially with Diluted Earnings per Share of $0.87
  • Excluding charges and credits but including stock-based compensation expense, Adjusted Net Income of $19.3 million increased 59.5% sequentially with Adjusted Diluted Earnings per Share of $1.20
  • Adjusted EBITDA of $44.3 million increased 41.0% sequentially
  • Continued strong cash generation with Cash Flow from Operating Activities of $50.0 million for the six months ended June 30, 2022, while accelerating strategic investments in facilities, technology, and people & processes aimed at building scale
  • Significant financial flexibility with cash and cash equivalents, including restricted cash, of $77.7 million and total available liquidity of $270.0 million as of June 30, 2022, which excludes equity in owned Used Powersports inventory of over $86.0 million
  • Outlook reaffirmed for Full Year 2022 Revenue of $1.9 Billion to $2.0 Billion and Adjusted EBITDA of at least $145.0 million

Management Commentary

Marshall Chesrown, RumbleOn's Chairman and Chief Executive Officer commented, “In a quarter marked by macroeconomic uncertainty, RumbleOn executed. We saw strong demand for our offering in Q2 and delivered another quarter of profitable growth while driving gross margin expansion and robust cash generation. We are building the future of powersports by delivering an unparalleled customer experience, both online and in the showroom, through our unique onmnichannel offering, and we continue to capture market share."

"We are keeping our eyes firmly focused on our North Star: providing customers an unparalleled choice of products and services, and an unmatched buying experience both online and in our retail locations, while we strengthen our foundation to support future growth,” concluded Chesrown.

Second Quarter 2022 — Summary Financial Results

Reconciliation of GAAP to non-GAAP financial measures are provided in accompanying financial schedules.

Unless otherwise noted, all comparisons are on a sequential basis for the three months ended June 30, 2022, as compared to the three months ended March 31, 2022.

 

(Unaudited)

$ in millions except per share amounts

Three Months Ended

 

Change

 

Jun 30, 2022

 

Mar 31, 2022

 

Jun 30, 2021

 

Sequential

 

Year-over- Year

Total Unit Sales (#)

 

23,330

 

 

 

19,380

 

 

 

5,711

 

 

20.4

%

 

309

%

 

 

 

 

 

 

 

 

 

 

Total Revenue

$

546.1

 

 

$

459.9

 

 

$

168.3

 

 

18.7

%

 

224

%

Gross Profit

$

138.0

 

 

$

105.2

 

 

$

19.5

 

 

31.1

%

 

608

%

Gross Profit Margin

 

25.3

%

 

 

22.9

%

 

 

11.6

%

 

240 bps

 

1,370 bps

 

 

 

 

 

 

 

 

 

 

Net Income (Loss)

$

14.0

 

 

$

9.1

 

 

$

(3.4

)

 

53.5

%

 

nm

Diluted Earnings (Loss) per Share

$

0.87

 

 

$

0.58

 

 

$

(1.05

)

 

50.0

%

 

nm

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

$

44.3

 

 

$

31.4

 

 

$

3.0

 

 

41.0

%

 

nm

Adjusted EBITDA Margin

 

8.1

%

 

 

6.8

%

 

 

1.8

%

 

130 bps

 

630 bps

Adjusted Net Income (Loss)

$

19.3

 

 

$

12.1

 

 

$

(2.4

)

 

59.5

%

 

nm

Adjusted Diluted Earnings (Loss) per Share

$

1.20

 

 

$

0.77

 

 

$

(0.76

)

 

55.8

%

 

nm

nm = not meaningful

Total unit sales grew 20.4% to 23,330 units. Powersports segment made up approximately 88.8% of total unit sales in the second quarter and the automotive segment made up the remaining approximately 11.2%.

Total revenue grew 18.7% to $546.1 million, driven primarily by strength across the powersports segment. Powersports segment revenue made up approximately 76.0% of total revenue in the second quarter, the automotive segment made up approximately 21.2%, and the vehicle logistics segment made up approximately 2.8%.

Gross profit grew 31.1% to $138.0 million and gross profit margin was 25.3%, up from 22.9%. Increases were driven by broad based strength across all three business segments. The powersports segment contributed approximately 94.3% of total gross profit in the second quarter, and the automotive and vehicle logistics segments made up approximately 3.4% and 2.3%, respectively.

Operating expenses were $106.0 million, or 19.4% of revenue, compared to $82.6 million, or 17.9% of revenue. Total stock-based compensation was $2.8 million up from $1.9 million in the prior quarter.

Net income was $14.0 million, or 2.6% of revenue, up 53.5% from $9.1 million, or 2.0% of revenue. Earnings per basic diluted share was $0.87 compared to $0.58.

Adjusted net income was $19.3 million, or 3.5% of revenue, up from $12.1 million or 2.6% of revenue. Adjusted earnings per diluted share was $1.20 compared to $0.77.

Adjusted EBITDA was $44.3 million, or 8.1% of revenue, up 41.0% from $31.4 million, or 6.8% of revenue.

Cash and cash equivalents as of June 30, 2022, including restricted cash, was approximately $77.7 million, and total debt was $385.4 million. Availability under our short-term revolving credit facilities totaled approximately $192.3 million. Total available liquidity, defined as cash and cash equivalents, including restricted cash, plus availability under our short-term revolving credit facilities totaled approximately $270.0 million.

Cash flow from operating activities was $50.0 million for the six months ended June 30, 2022.

Weighted average basic shares of Class B common stock outstanding were 16,059,288 and weighted average diluted shares of Class B common stock outstanding were 16,095,862. As of June 30, 2022, RumbleOn had 15,940,866 total shares of Class B common stock, and 50,000 shares of Class A common stock outstanding.

Full Year 2022 — Financial Outlook

Narinder Sahai, RumbleOn’s Chief Financial Officer commented, “We delivered exceptional growth during the seasonally strongest second quarter and are pleased to reiterate our full year Revenue and Adjusted EBITDA guidance. Despite a tough macroeconomic backdrop, we continue to see robust demand as consumers turn to our differentiated omnichannel platform. While we are not immune to macro headwinds, we are confident in our ability to respond to changes quickly and prudently."

"RumbleOn has a durable business model with unique advantages enabling us to continue to deliver revenue growth and profitability, with strong unit economics, and robust cash generation," concluded Sahai.

RumbleOn is reiterating its outlook for the full year 2022:

  • Total revenue within the range of $1.9 to $2.0 billion.
  • Adjusted EBITDA of at least $145 million which includes up to $20 million of incremental operating and capital investments in key strategic areas.

While there is minimal seasonality between the first half and second half of the year, RumbleOn does experience seasonality on a quarterly basis, with the second quarter being the seasonally strongest quarter of the year, and the third quarter being the weakest. As such, the Company anticipates a sequential decline in the third quarter revenue, with a return to sequential revenue growth in the fourth quarter.

Including Freedom Powersports, New Powersports Unit Sales in the first half of this year declined in the mid-single digits on a year-over-year comparable pro forma basis. Given New Powersports Unit Sales in the first half of this year have materialized at levels below RumbleOn's original forecast of flat to slightly down year-over-year due to manufacturer's supply chain constraints, the Company's reaffirmed guidance now contemplates a decline in New Powersports Unit Sales in the mid-single digits for the full year.

RumbleOn is benefiting from a strong demand for Used Powersports. The Company continues to align its inventory acquisition with demand, adjusting Used Powersports inventory levels, and leveraging its omnichannel platform to channel Used Powersports units through its retail locations. Consistent with its prior expectations, the Company anticipates the growth in Used Retail Powersports Unit Sales to be in excess of 50% year-over-year, offsetting the year-over-year decline in New Powersports Unit Sales for the year.

RumbleOn now expects the revenue from non-powersports segments in the second half of the year to be approximately consistent with that in the first half of the year.

Second Quarter 2022 — Segment Results

Unless otherwise noted, all comparisons are on a sequential basis for the three months ended June 30, 2022, as compared to the three months ended March 31, 2022.

Powersports Segment

 

(Unaudited)

$ in millions except per unit

Three Months Ended

 

Change

 

Jun 30, 2022

 

Mar 31, 2022

 

Jun 30, 2021

 

Sequential

 

Year-over- Year

Unit Sales (#)

 

 

 

 

 

 

 

 

 

New

 

11,366

 

 

9,677

 

 

 

17.5

%

 

nm

Used

 

9,347

 

 

7,080

 

 

2,411

 

32.0

%

 

288

%

Total Powersports Unit Sales

 

20,713

 

 

16,757

 

 

2,411

 

23.6

%

 

759

%

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

New

$

184.1

 

$

162.2

 

$

 

13.5

%

 

nm

Used

$

128.6

 

$

92.4

 

$

27.5

 

39.2

%

 

368

%

Finance & Insurance, net

$

36.8

 

$

27.5

 

$

0.5

 

33.8

%

 

nm

Parts, Services, and Accessories

$

65.3

 

$

54.7

 

$

 

19.4

%

 

nm

Total Powersports Revenue

$

414.8

 

$

336.8

 

$

28.0

 

23.2

%

 

1,381

%

 

 

 

 

 

 

 

 

 

 

Gross Profit

 

 

 

 

 

 

 

 

 

New

$

37.3

 

$

31.2

 

$

 

19.6

%

 

nm

Used

$

24.5

 

$

15.2

 

$

6.5

 

61.2

%

 

277

%

Finance & Insurance, net

$

36.8

 

$

27.5

 

$

0.5

 

33.8

%

 

nm

Parts, Services, and Accessories

$

31.4

 

$

25.3

 

$

 

24.1

%

 

nm

Total Powersports Gross Profit

$

130.0

 

$

99.2

 

$

7.0

 

31.0

%

 

1,757

%

Powersports GPU 1

$

4,938

 

$

4,681

 

$

 

5.5

%

 

nm

  1 Powersports GPU represents powersports gross profit per retail vehicle. “Powersports GPU” is the gross profit attributable to powersports vehicles sold, inclusive of finance & insurance, net, divided by retail powersports units sold. Note that Powersports GPU excludes gross profit from Parts, Services, and Accessories.

nm = not meaningful

Used Powersports Units, which includes used retail and wholesale Powersports Units, grew 32.0% sequentially. RumbleOn continued to benefit from strength in acquiring used powersports units from consumers, significant expansion of its retail locations, and a strong demand environment. As such, RumbleOn placed more used powersports inventory in its retail locations, which drove an increase in used retail unit sales.

  • Used Retail Powersports Units grew approximately 41.3% sequentially. Revenue from Used Retail Powersports Units increased 41.8% and Gross Profit from Used Retail Powersports Units increased 51.3% sequentially.
  • Used Wholesale Powersports Units and Revenue were down 25.6% and 1.1%, respectively. Used Wholesale Powersports Gross Profit was up 384.0% sequentially.

New Powersports Unit growth sequentially was driven by the contribution from Freedom Powersports acquisition, which closed on February 18, 2022.

Powersports GPU was $4,938, as compared to $4,681 in the prior quarter. Powersports GPU is the gross profit attributable to Powersports Units sold, inclusive of Finance & Insurance, net, divided by New and Used Retail Powersports Units sold. Note that Powersports GPU excludes gross profit from Parts, Services, and Accessories.

Automotive Segment

 

(Unaudited)

$ in millions

Three Months Ended

 

Change

 

Jun 30, 2022

 

Mar 31, 2022

 

Jun 30, 2021

 

Sequential

 

Year-over- Year

Automotive Unit Sales (#)

 

2,617

 

 

2,623

 

 

3,300

 

(0.2

)%

 

(20.7

)%

Automotive Revenue

$

115.7

 

$

110.7

 

$

127.3

 

4.5

%

 

(9.1

)%

Automotive Gross Profit

$

4.7

 

$

3.4

 

$

10.2

 

38.2

%

 

(53.9

)%

Revenue from the automotive segment increased 4.5% sequentially, primarily driven by a 4.8% increase in revenue per automotive unit sold in the quarter. Automotive Gross Profit was up due to an increase in gross profit per vehicle.

Vehicle Logistics Segment

 

(Unaudited)

$ in millions

Three Months Ended

 

Change

 

Jun 30, 2022

 

Mar 31, 2022

 

Jun 30, 2021

 

Sequential

 

Year-over- Year

Vehicles Transported (#)

 

25,472

 

 

21,831

 

 

23,502

 

16.7

%

 

8.4

%

Vehicle Logistics Revenue

$

16.6

 

$

13.6

 

$

14.5

 

22.1

%

 

14.5

%

Vehicle Logistics Gross Profit

$

3.2

 

$

2.6

 

$

2.4

 

23.1

%

 

33.3

%

Revenue from the Vehicle logistics segment was up 22.1% sequentially, driven by an increase in the number of vehicles transported and increased revenue per vehicle transported which reached $653.0 in the second quarter.

Gross profit for this segment was up sequentially, driven primarily by an increase in gross profit per vehicle transported and an increase in vehicles transported.

Conference Call Details

RumbleOn's management will host a conference call to discuss its operational and financial results, and provide a detailed outlook on August 9, 2022 at 8:30 a.m. Eastern Time. A live and archived webcast can be accessed from RumbleOn's Investor Relations website. To access the conference call telephonically, callers may dial 1-855-327-6837 (or 1-631-891-4304 for callers outside of the United States) and enter conference ID 10019789.

About RumbleOn

RumbleOn, Inc. is the nation's first technology-based omnichannel powersports platform. Headquartered in the Dallas Metroplex, RumbleOn is revolutionizing the customer experience for outdoor enthusiasts across the country and making Powersports vehicles accessible to more people, in more places than ever before. To learn more please visit us online at https://www.rumbleon.com/.

Cautionary Note on Forward-Looking Statements

This press release may contain "forward-looking statements" as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as "expects," "projects," "will," "may," "anticipates," "believes," "should," "intends," "estimates," and other words of similar meaning. Readers are cautioned not to place undue reliance on these forward-looking statements, which are based on our expectations as of the date of this press release and speak only as of the date of this press release and are advised to consider the factors listed under the heading "Forward-Looking Statements" and "Risk Factors" in the Company's SEC filings, as may be updated and amended from time to time. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Use of Non-GAAP Financial Measures

As required by the rules of the Securities and Exchange Commission ("SEC"), we provide reconciliations of the non-GAAP financial measures contained in this press release to the most directly comparable measure under GAAP, which are set forth in the financial tables attached to this release.

Adjusted EBITDA is a non-GAAP financial measure and should not be considered as an alternative to operating income or net income as a measure of operating performance or cash flows or as a measure of liquidity. Non-GAAP financial measures are not necessarily calculated the same way by different companies and should not be considered a substitute for or superior to U.S. GAAP.

Adjusted EBITDA is defined as net income (loss) adjusted to add back interest expense (including debt extinguishment), depreciation and amortization, changes in derivative liability, non-cash stock-based compensation costs, transaction costs, litigation expenses, and other non-recurring costs, as these recoveries, charges and expenses are not considered a part of our core business operations and are not an indicator of ongoing, future company performance.

Adjusted EBITDA is one of the primary metrics used by management to evaluate the financial performance of our business. We present adjusted EBITDA because we believe it is frequently used by analysts, investors and other interested parties to evaluate companies in our industry. Further, we believe it is helpful in highlighting trends in our operating results, because it excludes, among other things, certain results of decisions that are outside the control of management, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure and capital investments.

With respect to our 2022 adjusted EBITDA target, a reconciliation of this non-GAAP measure to the corresponding GAAP measure is not available without unreasonable effort due to the complexity of the reconciling items that we exclude from this non-GAAP measure.

RumbleOn, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(Dollars in thousands; except per share amounts)

 

 

 

June 30, 2022

 

December 31, 2021

ASSETS

 

 

 

 

Current assets:

 

 

 

 

Cash

 

$

68,182

 

 

$

48,974

 

Restricted cash

 

 

9,500

 

 

 

3,000

 

Accounts receivable, net

 

 

51,771

 

 

 

40,166

 

Inventory

 

 

247,711

 

 

 

201,666

 

Prepaid expense and other current assets

 

 

6,911

 

 

 

6,335

 

Total current assets

 

 

384,075

 

 

 

300,141

 

Property and equipment, net

 

 

77,690

 

 

 

21,417

 

Right-of-use assets

 

 

171,565

 

 

 

133,112

 

Goodwill

 

 

253,415

 

 

 

260,922

 

Intangible assets, net

 

 

359,265

 

 

 

302,066

 

Other assets

 

 

25,547

 

 

 

10,091

 

Total assets

 

 

1,271,557

 

 

 

1,027,749

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

Current liabilities:

 

 

 

 

Accounts payable and accrued liabilities

 

 

83,310

 

 

 

57,068

 

Vehicle floor plan note payable

 

 

138,986

 

 

 

97,278

 

Current portion lease liabilities

 

 

22,831

 

 

 

20,249

 

Current portion of long-term, convertible debts, and notes payable

 

 

2,534

 

 

 

4,476

 

Total current liabilities

 

 

247,661

 

 

 

179,071

 

Long-term liabilities:

 

 

 

 

Senior secured note

 

 

338,751

 

 

 

253,438

 

Convertible debt, net

 

 

30,509

 

 

 

29,242

 

Line of credit and notes payable

 

 

13,650

 

 

 

150

 

Operating lease liabilities

 

 

135,964

 

 

 

114,687

 

Deferred tax liabilities

 

 

11,608

 

 

 

7,586

 

Other long-term liabilities

 

 

7,451

 

 

 

11,930

 

Total long-term liabilities

 

 

537,933

 

 

 

417,033

 

 

 

 

785,594

 

 

 

596,104

 

Commitments and contingencies (Notes 2, 3, 6, and 11)

 

 

 

 

Stockholders’ equity:

 

 

 

 

Preferred stock, $0.001 par value, 10,000,000 shares authorized, none issued and outstanding as of June 30, 2022 and December 31, 2021

 

 

 

 

 

 

Common A stock, $0.001 par value, 50,000 shares authorized, 50,000 shares issued and outstanding as of June 30, 2022 and December 31, 2021

 

 

0

 

 

 

0

 

Class B stock, $0.001 par value, 100,000,000 shares authorized, 15,940,866 and 14,882,022 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

 

 

16

 

 

 

15

 

Additional paid-in capital

 

 

581,198

 

 

 

550,055

 

Accumulated deficit

 

 

(90,932

)

 

 

(114,106

)

Class B stock in treasury, at cost 125,535 and 123,089 shares as of June 30, 2022 and December 31, 2021, respectively

 

 

(4,319

)

 

 

(4,319

)

Total stockholders’ equity

 

 

485,963

 

 

 

431,645

 

Total liabilities and stockholders’ equity

 

$

1,271,557

 

 

$

1,027,749

 

RumbleOn, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(Dollars in thousands, except per share amounts)

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

2022

 

2021

 

2022

 

2021

Revenue:

 

 

 

 

 

 

 

Vehicles sales

 

 

 

 

 

 

 

Powersports

$

312,685

 

 

$

27,487

 

 

$

567,318

 

 

$

38,015

 

Automotive

 

115,730

 

 

 

127,286

 

 

 

226,459

 

 

 

211,357

 

Parts, service and accessories

 

65,315

 

 

 

 

 

 

120,052

 

 

 

 

Finance and insurance, net

 

36,848

 

 

 

491

 

 

 

64,318

 

 

 

818

 

Vehicle logistics

 

15,517

 

 

 

13,081

 

 

 

27,868

 

 

 

22,419

 

Total revenue

 

546,095

 

 

 

168,345

 

 

 

1,006,015

 

 

 

272,609

 

Cost of revenue:

 

 

 

 

 

 

 

Powersports

 

250,840

 

 

 

21,021

 

 

 

459,071

 

 

 

28,898

 

Automotive

 

110,998

 

 

 

117,118

 

 

 

218,152

 

 

 

194,978

 

Parts, service and accessories

 

33,945

 

 

 

 

 

 

63,400

 

 

 

 

Vehicle logistics

 

12,349

 

 

 

10,695

 

 

 

22,216

 

 

 

18,044

 

Total cost of revenue

 

408,132

 

 

 

148,834

 

 

 

762,839

 

 

 

241,920

 

 

 

 

 

 

 

 

 

Gross profit

 

137,963

 

 

 

19,511

 

 

 

243,176

 

 

 

30,689

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

100,155

 

 

 

18,114

 

 

 

178,231

 

 

 

31,515

 

Depreciation and amortization

 

5,879

 

 

 

632

 

 

 

10,353

 

 

 

1,231

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

31,929

 

 

 

765

 

 

 

54,592

 

 

 

(2,057

)

 

 

 

 

 

 

 

 

Interest expense

 

(13,275

)

 

 

(1,920

)

 

 

(24,456

)

 

 

(3,529

)

Other income (expense)

 

249

 

 

 

 

 

 

249

 

 

 

 

Change in derivative liability

 

 

 

 

(2,235

)

 

 

39

 

 

 

(2,256

)

 

 

 

 

 

 

 

 

Income (loss) before provision for income taxes

 

18,903

 

 

 

(3,390

)

 

 

30,424

 

 

 

(7,842

)

 

 

 

 

 

 

 

 

Income tax provision

 

4,870

 

 

 

 

 

 

7,250

 

 

 

 

Net income (loss)

$

14,033

 

 

$

(3,390

)

 

$

23,174

 

 

$

(7,842

)

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic

 

16,059,288

 

 

 

3,242,616

 

 

 

15,778,461

 

 

 

2,775,665

 

Earnings (loss) per share - basic

$

0.87

 

 

$

(1.05

)

 

$

1.46

 

 

$

(2.83

)

Weighted average number of common shares outstanding - diluted

 

16,095,862

 

 

 

3,242,616

 

 

 

15,841,346

 

 

 

2,775,665

 

Earnings (loss) per share - diluted

$

0.87

 

 

$

(1.05

)

 

$

1.46

 

 

$

(2.83

)

RumbleOn, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(Dollars in thousands)

 

 

Six Months Ended June 30,

 

2022

 

2021

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

Net income (loss)

$

23,174

 

 

$

(7,842

)

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

 

 

 

Depreciation and amortization

 

10,353

 

 

 

1,231

 

Amortization of debt discount

 

3,369

 

 

 

1,150

 

Stock based compensation expense

 

4,632

 

 

 

2,435

 

(Gain) loss from change in value of derivatives

 

(39

)

 

 

2,256

 

Deferred taxes

 

4,023

 

 

 

 

Changes in finance receivable related assets and liabilities:

 

 

 

Proceeds from ROF credit facility for the purchase of consumer finance loans

 

13,650

 

 

 

 

Originations of finance receivables

 

(15,021

)

 

 

 

Principal payments received on finance receivables

 

2,048

 

 

 

 

Changes in operating assets and liabilities, excluding impact of acquisitions:

 

 

 

Accounts receivable

 

3,626

 

 

 

(17,547

)

Inventory

 

(20,157

)

 

 

1,684

 

Prepaid expenses and other current assets

 

(363

)

 

 

(613

)

Other assets

 

(19,126

)

 

 

(81

)

Other liabilities

 

(3,807

)

 

 

(217

)

Accounts payable and accrued liabilities

 

15,472

 

 

 

77

 

Floor plan trade note borrowings

 

28,140

 

 

 

 

Net cash provided by (used in) operating activities

 

49,974

 

 

 

(17,467

)

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

Acquisitions, net of cash received

 

(64,188

)

 

 

 

Purchase of property and equipment

 

(1,464

)

 

 

(100

)

Technology development

 

(3,462

)

 

 

(905

)

Net cash used in investing activities

 

(69,114

)

 

 

(1,005

)

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

Proceeds from new secured debt

 

84,500

 

 

 

 

Repayment of debt and mortgage notes

 

(32,791

)

 

 

 

Repayments of (proceeds from) issuance of notes

 

(2,091

)

 

 

2,500

 

(Decrease) increase in borrowings from non-trade floor plans

 

(4,770

)

 

 

3,679

 

Net proceeds from sale of common stock

 

 

 

 

36,797

 

Net cash provided by financing activities

 

44,848

 

 

 

42,976

 

NET CHANGE IN CASH

 

25,708

 

 

 

24,504

 

Cash and restricted cash at beginning of period

 

51,974

 

 

 

3,516

 

Cash and restricted cash at end of period

$

77,682

 

 

$

28,020

 

RumbleOn, Inc.

Reconciliation of Net Income (Loss) to Adjusted EBITDA

(Unaudited)

(Dollars in thousands)

 

 

Three Months Ended June,

 

Six Months Ended June 30,

 

2022

 

2021

 

2022

 

2021

Net income (loss)

$

14,033

 

 

$

(3,390

)

 

$

23,174

 

 

$

(7,842

)

Add back:

 

 

 

 

 

 

 

Interest expense

 

13,275

 

 

 

1,921

 

 

24,456

 

 

 

3,529

 

Depreciation and amortization

 

5,879

 

 

 

632

 

 

 

10,353

 

 

 

1,231

 

Interest income and miscellaneous income

 

(249

)

 

 

 

 

 

(249

)

 

 

 

Income tax provision

 

4,870

 

 

 

 

 

 

7,250

 

 

 

 

EBITDA

 

37,808

 

 

 

(837

)

 

 

64,984

 

 

 

(3,082

)

Adjustments:

 

 

 

 

 

 

 

Stock based compensation

 

2,753

 

 

 

701

 

 

 

4,632

 

 

 

1,727

 

Transaction costs - RideNow and Freedom

 

687

 

 

 

860

 

 

 

1,403

 

 

 

1,957

 

Purchase accounting related

 

592

 

 

 

 

 

 

592

 

 

 

 

Other non-recurring costs

 

2,479

 

 

 

81

 

 

 

4,176

 

 

 

203

 

Change in derivative and warrant liabilities

 

 

 

 

2,236

 

 

 

(39

)

 

 

2,256

 

Adjusted EBITDA

$

44,319

 

 

$

3,041

 

 

$

75,748

 

 

$

3,061

 

Adjusted EBITDA Margin

 

8.1

%

 

 

1.8

%

 

 

7.5

%

 

 

1.1

%

For the three and six months ended June 30, 2022 and 2021, adjustments to Adjusted EBITDA are primarily comprised of:

  • Non-cash stock-based compensation expense as reported in the Condensed Consolidated Statement of Operations,
  • Acquisition costs associated with the RideNow Transaction and Freedom Transactions, which primarily include professional fees and third-party costs, and
  • Other non-recurring costs, which include one-time expenses incurred. For the three and six months ended June 30, 2022, the balance was primarily related to various integration costs and professional fees associated with the RideNow and Freedom Transactions, technology implementation, and establishment of the RumbleOn Finance (ROF) secured loan facility. For the three and six months ended June 30, 2021, the balance was primarily related to litigation expenses.

RumbleOn, Inc.

Reconciliation of Net Income (Loss) to Adjusted Earnings (Loss) and

Earnings (Loss) per share to Adjusted Earnings (Loss) per share

(Unaudited)

(Dollars in thousands)

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

2022

 

2021

 

2022

 

2021

Net income (loss)

$

14,033

 

 

$

(3,390

)

 

$

23,174

 

 

$

(7,842

)

Adjustments:

 

 

 

 

 

 

 

Stock based compensation

 

 

 

 

 

 

 

 

 

 

 

Transaction costs - RideNow and Freedom

 

687

 

 

 

860

 

 

 

1,403

 

 

 

1,957

 

Purchase accounting related

 

3,881

 

 

 

 

 

 

6,182

 

 

 

 

Other non-recurring costs

 

2,479

 

 

 

81

 

 

 

4,176

 

 

 

203

 

Less: Income tax expense

 

(1,804

)

 

 

 

 

 

(3,571

)

 

 

 

Adjusted Net Income (Loss)

$

19,276

 

 

$

(2,449

)

 

$

31,364

 

 

$

(5,682

)

Adjusted Net Income (Loss) Margin

 

3.5

%

 

 

(1.5

) %

 

 

3.1

%

 

 

(2.1

) %

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - basic

 

16,059,288

 

 

 

3,242,616

 

 

 

15,778,461

 

 

 

2,775,665

 

Earnings (loss) per share - basic

$

0.87

 

 

$

(1.05

)

 

$

1.46

 

 

$

(2.83

)

Adjusted Earnings (loss) per share - basic

$

1.20

 

 

$

(0.76

)

 

$

1.99

 

 

$

(2.05

)

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding - diluted

 

16,095,862

 

 

 

3,242,616

 

 

 

15,841,346

 

 

 

2,775,665

 

Earnings (loss) per share - diluted

$

0.87

 

 

$

(1.05

)

 

$

1.46

 

 

$

(2.83

)

Adjusted Earnings (loss) per share - diluted

$

1.20

 

 

$

(0.76

)

 

$

1.98

 

 

$

(2.05

)

For the three and six months ended June 30, 2022 and 2021, adjustments to Net income (loss) are primarily comprised of:

  • Acquisition costs associated with the RideNow Transaction and Freedom Transaction, which primarily include professional fees and third-party costs, and
  • Other non-recurring costs, which include one-time expenses incurred. For the three and six months ended June 30, 2022, the balance was primarily related to various integration costs and professional fees associated with the RideNow and Freedom Transactions, technology implementation, and establishment of the RumbleOn Finance (ROF) secured loan facility. For the three and six months ended June 30, 2021, the balance was primarily related to litigation expenses.

Investor Relations Contact: Will Newell investors@rumbleon.com

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