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0001840776false00018407762023-05-092023-05-090001840776us-gaap:CommonClassAMember2023-05-092023-05-090001840776hgty:HGTYWSWarrantsEachWholeWarrantExercisePriceof1150PerShareMemberMember2023-05-092023-05-09

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

May 9, 2023
Date of Report (date of earliest event reported)

HAGERTY, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-40244
86-1213144
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification No.)

121 Drivers Edge
Traverse City, Michigan 49684
(Address of principal executive offices and zip code)

(800) 922-4050
Registrant's telephone number, including area code

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 (see General Instruction A.2. below):

☐ 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 class Trading Symbols Name of each exchange on which registered
Class A common stock, par value $0.0001 per share HGTY The New York Stock Exchange
Warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share HGTY.WS The New York Stock Exchange

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 May 9, 2023, Hagerty, Inc. (the "Company") announced its financial results for the fiscal quarter March 31, 2023 by issuing a letter to its stockholders and a press release. The Company will also be holding a conference call on May 9, 2023 to discuss its financial results for the three months ended March 31, 2023. The full text of the Company's letter to its stockholders and press release are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.

The information furnished pursuant to Item 2.02 of this Form 8-K, including 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 otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under Securities Act of 1933, as amended ("Securities Act") or the Exchange Act, except as expressly set forth by specific reference in such a filing.

ITEM 7.01    Regulation FD Disclosure

On May 9, 2023, the Company posted to the investor relations page of its website an investor presentation expected to be used by the Company in connection with certain future presentations to investors and others. A copy of the investor presentation is attached as Exhibit 99.3 to this Current Report on Form 8-K.

The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.3, shall not be deemed to be "filed" for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01     Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description
99.1
99.2
99.3
104 Cover Page Interactive Data File (formatted as Inline XBRL)



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.


HAGERTY, INC.
Date: May 9, 2023
/s/ Barbara E. Matthews
Barbara E. Matthews
SVP, General Counsel and Corporate Secretary

EX-99.1 2 a23-q1stockholderletter0.htm EX-99.1 a23-q1stockholderletter0




HAGERTY Q1 2023 | 2 S T O C K H O L D E R L E T T E R A Burgeoning Opportunity As a car aficionado, the best day of the year to me is the day when the snow finally disappears and I get to fire up my red ’67 Porsche 911S and take to the road for the first drive of the season. There is no better, freer feeling. I am certainly not alone in my affection for this spring ritual. As I have noted before, there are 67 million self-described car enthusiasts in the U.S. All told, they own 45 million collectible vehicles with a combined value of roughly $1 trillion dollars. There are many hobbies out there on which people spend their discretionary cash, but car love is a passion without equal in the United States. We remain a car-crazy nation more than 100 years after Mr. Ford’s Model T assembly line, with no signs of abating. Hagerty’s one-of-a-kind ecosystem of products and services is designed to help enthusiasts get the most out of the love that they have for all things automotive. We insure their cars and connect them to cool car experiences, and, in the process, connect them with other car people. We provide them with trustworthy data so they can make wise buying and selling decisions. We entertain them with our exclusive events, Hagerty Drivers Club magazine (read by 1.9 million) and our YouTube channel (2.6 million subscribers). We also actively protect and celebrate America’s automotive heritage, including administering the National Historic Vehicle Register. Dear Hagerty Stockholders, Members and One Team Hagerty,  


 
HAGERTY Q1 2023 | 3 Today, however, I want to highlight the early-stage progress of a new addition to our ecosystem, one that I have briefly referenced in past letters to you – Hagerty Marketplace and Broad Arrow Group. Our Marketplace website is in the beta- stage of development and offers several ways for our members to buy and sell cars – via our Classified ad listings and through online auctions. This is a powerful resource for enthusiasts and represents a massive market opportunity for us. During 2022, approximately 300,000 vehicles on Hagerty’s insurance books traded hands with a value of $12.5 billion. To put this into perspective, this is nearly 10 times the volume being sold by the largest competitor today, and our eye is on delivering a compelling value proposition to car lovers and capturing as big a slice of that pie as we can. The obvious question is, “Why will Hagerty members choose to buy and sell on Marketplace instead of directly through a website like Craigslist?” Scale is a part of the answer. If you put a collectible car on Hagerty Classifieds, you know it’s going to be seen by a lot of devoted collector car fans, including your fellow Hagerty members. And whether you are a buyer or a seller, you have access to Hagerty Valuation Tools, which has pricing data on nearly 40,000 collectible vehicle models over several decades, so you know what kind of a deal you are getting in the process. We think buyers and sellers will also appreciate knowing that sales made on Marketplace are facilitated by Broad Arrow Group, which has been built by a passionate team of industry veterans and car collectors. Our vision is to bring a new level of trust, simplicity, and accountability to an industry with a track record of asymmetric information benefiting the sellers. If you’ve wire transferred a large sum for a car you bought from a stranger who listed their car in the newspaper classified section, or purchased a car on an auction website that doesn’t broker the deal, you know what an uncomfortable feeling it is. We can also help you finance your purchase. Trust and experience are also at the heart of our live auctions, the first of which took place last August during famed Monterey Car Week, resulting in $55 million in sales. Since then, we have racked up more than $71 million in additional auction and private sales including $31 million sold in March at The Amelia Concours d’Elegance, a Hagerty event that drew record crowds of over 22,000 people. We are proud to announce that in June, Broad Arrow will serve as the official auction house for Porsche’s 75th Anniversary celebration at the Porsche Experience Center in Atlanta. Crossing the block will be a curated selection of the most desirable classic and collectible Porsche motor cars in today’s market. Wielding the gavel will be Lydia Fenet, our dynamic principal auctioneer who was recently featured in a Robb Report article titled “Broad Arrow’s Car Auctioneer Shares How She Keeps the Bidding Fired Up.”


 
HAGERTY Q1 2023 | 4 Our highly differentiated business strategy results in a powerful, recurring revenue insurance model, and I couldn’t be prouder of the hard work, passion, and dedication of One Team Hagerty. Our teams are engaged and aligned around our ambitions to sustain high growth rates while delivering significantly improved profitability. We are highly focused on realizing this burgeoning opportunity and think investors should be intrigued about the potential of Hagerty Marketplace and our live auctions as we layer on additional products and services to become the one- stop shop for autophiles. We have ambitious goals for our company. But we have always thought big. We suspect you do as well. We are so glad you are on this journey with us. Onward and upward! McKeel Hagerty CEO, Hagerty


 




EX-99.2 3 pressreleaseq12023.htm EX-99.2 Document
hagerty2.jpg
For Immediate Release

Hagerty Reports First Quarter 2023 Results
On Track to Deliver Strong Growth and Improved Profitability in 2023

•First quarter 2023 Total Revenue increased 30% year-over-year to $218.4 million
•First quarter 2023 Written Premium increased 18% year-over-year to $182.9 million
•First quarter 2023 Membership, marketplace and other revenue increased 63% year-over-year to $26.5 million
•First quarter 2023 Net Income (Loss) was $(15.0) million compared to $15.9 million in the prior year period
•First quarter 2023 Adjusted EBITDA of $6.7 million, an increase of $12.7 million compared to $(6.0) million in the prior year period

TRAVERSE CITY, Mich., May 9, 2023 /PRNewswire/ – Hagerty, Inc. (NYSE: HGTY), an automotive lifestyle brand and a leading specialty insurance provider focused on the global automotive enthusiast market, today announced financial results for the three months ended March 31, 2023.
"We are off to a strong start in 2023, delivering first quarter revenue growth of 30%. These excellent results were powered by robust written premium growth of 18% despite the volatile macroeconomic environment," said McKeel Hagerty, Chief Executive Officer of Hagerty. "We also announced a restructuring that will further accelerate our path to profitability, and as a result, we have raised our full year 2023 outlook for net income and Adjusted EBITDA."
Mr. Hagerty continued, "We continue to invest in the build-out of Hagerty Marketplace and our online platform. Hagerty has compiled the valuation data over the last four decades that provides the transparency for our members to transact with confidence as they shop for their special vehicles. The opportunity within Marketplace is vast, and we will be disciplined in our approach to balance growth with providing the customer support and protection that bolsters our reputation as the trusted brand for auto enthusiasts."

FIRST QUARTER 2023 FINANCIAL HIGHLIGHTS

•First quarter Total Revenue increased 30% to $218.4 million compared to the prior year period.
•First quarter Written Premium increased 18% to $182.9 million compared to the prior year period.
•First quarter Commission and fee revenue grew 19% to $74.6 million compared to the prior year period.
•Policies in Force Retention was 88% as of March 31, 2023 compared to 89% as of March 31, 2022. Total insured vehicles increased 7% year-over-year to 2.3 million compared to the prior year period.
•First quarter Loss Ratio was 41.3% compared to 41.4% in the prior year period.
•First quarter Earned premium increased 32% to $117.2 million compared to the prior year period.
•Earned premium growth was driven by the 18% Written Premium growth as well as the increased quota share to approximately 80% compared to 70% in the prior year period.
•First quarter Membership, marketplace and other revenue increased 63% to $26.5 million compared to the prior year period.
•Broad Arrow Group helped drive $5.8 million in Marketplace revenue during the first quarter.
•Hagerty Driver's Club (HDC) paid members increased 6% to approximately 768,000 compared to 727,000 as of March 31, 2022.
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hagerty2.jpg
•First quarter Operating Income (Loss) was $(16.5) million compared to $(13.0) million in the prior year period.
•The Company announced a restructuring charge of $5.5 million during the first quarter of 2023 associated with a reduction in force, reduced hiring plans and additional cost containment initiatives. The Company anticipates delivering incremental annualized cost savings of $20 to $25 million, with approximately $15 million to be realized in 2023.
•First quarter depreciation and amortization was $13.7 million compared to $7.1 million in the prior year period. The increase was driven in part by the $3.6 million impairment of media content assets.
•First quarter Net Income (Loss) was $(15.0) million compared to $15.9 million in the prior year period.
•Net Income (Loss) includes the impact from the change in fair value of warrant liabilities, the restructuring charge, as well as the impairment of media content assets.
•First quarter Adjusted EBITDA was $6.7 million compared to $(6.0) million in the prior year period.
•First quarter Basic and Diluted Earnings (Loss) per Share was $(0.03).
•First quarter Adjusted EPS was $(0.04).


2023 OUTLOOK - PIVOT TO PROFITABLE GROWTH
Despite the uncertain macro environment, we are off to a strong start to 2023 and are well positioned to deliver sustained profitable growth over the coming years. We are confident that the opportunities we have identified to monetize our addressable market will expand our share, and we have thoughtfully prioritized our growth initiatives in 2023 to significantly improve our profitability and fund our purpose to save driving and fuel car culture for future generations. For full year 2023, we anticipate:

•Total Revenue growth of 22-26% powered by Written Premium growth of 11-13%
•Sustain double-digit Written Premium growth trajectory
•Deliver an unmatched online and live Marketplace experience
•Drive loyalty, referrals and incremental revenue and profit from Membership

•Continued evolution into an Integrated Insurance Business

•Increase Hagerty Re’s quota share reinsurance agreement in the U.S. and U.K. to ~80%

•Significantly improved profitability through Cost Containment measures and Operational Efficiencies
◦Net Income (Loss) of $(13)-$7 million
◦Adjusted EBITDA of $55-$75 million

2023 Outlook
2023 Change vs 2022
2022 Actuals Low End Range High End Range Low End Range High End Range
Total Revenue (in thousands)
$787,588 $961,000 $993,000 22% 26%
Total Written Premium (in thousands)
$776,664 $862,000 $878,000 11% 13%
Net Income (Loss) (in thousands)
$2,403 $(13,000) $7,000 $(15,403) $4,597
Adjusted EBITDA (in thousands)
$(1,940) $55,000 $75,000 $56,940 $76,940
•2023 Outlook as of the Company’s fourth quarter earnings call on March 14, 2023 was for net income (loss) of $(20,000) to $0 and Adjusted EBITDA of $40,000 to $60,000

2

hagerty2.jpg
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.

3


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 the Company's Investor presentation highlighting first quarter 2023 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 forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts. These forward-looking statements reflect Hagerty’s current expectations and projections with respect to its expected future business and financial performance, including, among other things: (i) expected operating results, such as revenue growth and increases in earned premium; (ii) changes in the market for Hagerty’s products and services, (iii) Hagerty’s plans to expand market share, including planned investments and partnerships; (iv) anticipated business objectives; and (v) the strength of Hagerty’s business model. These statements may be preceded by, followed by or include the words "aim," "anticipate," "believe," "estimate," "expect," "forecast," "future," "goal," "intend," "likely," "outlook," "plan," "potential," "project," "seek," "target," "can," "could," "may," "should," "would," "will," the negatives thereof and other words and terms of similar meaning.

A number of factors could cause actual results or outcomes to differ materially from those indicated by these forward-looking statements. These factors include, among other things, Hagerty’s ability to: (i) compete effectively within its industry and attract and retain members; (ii) maintain key strategic relationships with its insurance distribution and underwriting carrier partners; (iii) prevent, monitor and detect fraudulent activity; (iv) manage risks associated with disruptions, interruptions, outages with its technology platforms or third-party services; (v) accelerate the adoption of Hagerty’s membership products as well as any new insurance programs and products; (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; (vii) comply with the numerous laws and regulations applicable to Hagerty’s business, including state, federal and foreign laws relating to insurance and rate increases, privacy, the internet and accounting matters; (ix) manage risks associated with being a controlled company; and (x) other risks and uncertainties indicated from time to time in documents filed or to be filed with the Securities and Exchange Commission (the "SEC") by Hagerty.

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 Company'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 our business outlook for future periods.

About Hagerty, Inc. (NYSE: HGTY)

Hagerty is an automotive lifestyle brand committed to saving driving and 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 UK and is home to Hagerty Drivers Club, a community of more than 750,000 who can’t get enough of cars. As a purpose-driven organization, Hagerty Impact aims to be a catalyst for positive change across the issues that matter most to our teams, our members, the broader automotive community, our shareholders and the planet at large. For more information, please visit www.hagerty.com or connect with us on Facebook, Instagram and Twitter.

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

Contact: Jay Koval, investor@hagerty.com
Hagerty Media Contact: Andrew Heller, aheller@hagerty.com

Category: Financial

Source: Hagerty
4


Hagerty, Inc.
Condensed Consolidated Statements of Operations (Unaudited)

Three months ended March 31,
2023 2022 $ Change % Change
REVENUE: in thousands (except percentages)
Commission and fee revenue $ 74,612  $ 62,461  $ 12,151  19.5  %
Earned premium 117,231  89,132  28,099  31.5  %
Membership, marketplace and other revenue 26,509  16,218  10,291  63.5  %
Total revenue 218,352  167,811  50,541  30.1  %
OPERATING EXPENSES:
Salaries and benefits 55,232  46,476  8,756  18.8  %
Ceding commission 55,425  42,378  13,047  30.8  %
Losses and loss adjustment expenses 48,412  36,919  11,493  31.1  %
Sales expense 35,113  28,437  6,676  23.5  %
General and administrative services 21,381  19,458  1,923  9.9  %
Depreciation and amortization 13,743  7,147  6,596  92.3  %
Restructuring, impairment and related charges, net 5,535  —  5,535  100.0  %
Total operating expenses 234,841  180,815  54,026  29.9  %
OPERATING INCOME (LOSS) (16,489) (13,004) (3,485) (26.8) %
Change in fair value of warrant liabilities (515) 31,686  (32,201) (101.6) %
Interest and other income (expense) 5,647  (684) 6,331  925.6  %
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (11,357) 17,998  (29,355) (163.1) %
Income tax benefit (expense) (3,668) (2,030) (1,638) 80.7  %
Income (loss) from equity method investment, net of tax —  (102) 102  (100.0) %
NET INCOME (LOSS) (15,025) 15,866  (30,891) (194.7) %
Net loss (income) attributable to non-controlling interest 12,926  11,641  1,285  11.0  %
NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST $ (2,099) $ 27,507  $ (29,606) (107.6) %
Earnings (loss) per share of Class A Common Stock:
Basic $ (0.03) $ 0.33 
Diluted $ (0.03) $ (0.01)
Weighted-average shares of Class A Common Stock outstanding:
Basic 83,227  82,433 
Diluted 83,227  335,903 
5


Hagerty, Inc.
Condensed Consolidated Balance Sheets (Unaudited)
March 31,
2023
December 31,
2022
ASSETS in thousands (except share amounts)
Current Assets:
Cash and cash equivalents $ 63,367  $ 95,172 
Restricted cash and cash equivalents 444,024  444,019 
Accounts receivable 62,843  58,255 
Premiums receivable 135,026  100,700 
Commissions receivable 15,978  60,151 
Notes receivable 33,716  25,493 
Deferred acquisition costs, net 113,686  107,342 
Other current assets 57,775  45,651 
Total current assets 926,415  936,783 
Notes receivable 12,707  11,934 
Property and equipment, net 24,617  25,256 
Lease right-of-use assets 80,462  82,398 
Intangible assets, net 102,786  104,024 
Goodwill 115,041  115,041 
Other long-term assets 39,925  37,082 
TOTAL ASSETS $ 1,301,953  $ 1,312,518 
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable, accrued expenses and other current liabilities $ 75,186  $ 77,049 
Losses payable and provision for unpaid losses and loss adjustment expenses 161,955  167,257 
Commissions payable 62,991  77,075 
Due to insurers 87,712  68,171 
Advanced premiums 34,506  17,084 
Unearned premiums 247,253  235,462 
Contract liabilities 25,662  25,257 
Total current liabilities 695,265  667,355 
Long-term lease liabilities 78,845  80,772 
Long-term debt 89,030  108,280 
Warrant liabilities 46,076  45,561 
Deferred tax liability 13,846  12,850 
Contract liabilities 18,669  19,169 
Other long-term liabilities 3,506  11,162 
TOTAL LIABILITIES 945,237  945,149 
Commitments and Contingencies —  — 
STOCKHOLDERS' EQUITY
Preferred stock, $0.0001 par value (20,000,000 shares authorized, no shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively) —  — 
Class A common stock, $0.0001 par value (500,000,000 shares authorized, 83,338,436 and 83,202,969 issued and outstanding as of March 31, 2023 and December 31, 2022, respectively)
Class V common stock, $0.0001 par value (300,000,000 authorized, 251,033,906 shares issued and outstanding as of March 31, 2023 and December 31, 2022) 25  25 
Additional paid-in capital 554,049  549,034 
Accumulated earnings (deficit) (491,701) (489,602)
Accumulated other comprehensive income (loss) (272) (213)
Total stockholders' equity 62,109  59,252 
Non-controlling interest 294,607  308,117 
Total equity 356,716  367,369 
TOTAL LIABILITIES AND EQUITY $ 1,301,953  $ 1,312,518 
6


Hagerty, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)

Three months ended
March 31,
2023 2022
OPERATING ACTIVITIES: in thousands
Net income (loss) $ (15,025) $ 15,866 
Adjustments to reconcile net income (loss) to net cash from operating activities:
Change in fair value of warrant liabilities 515  (31,686)
Depreciation and amortization expense 13,743  7,147 
Provision for deferred taxes 937  462 
Loss on disposals of equipment, software and other assets 472  198 
Stock-based compensation expense 4,113  — 
Other 593  152 
Changes in operating assets and liabilities:
Accounts, premiums and commission receivable 3,777  19,950 
Deferred acquisition costs (6,344) (3,459)
Losses payable and provision for unpaid losses and loss adjustment expenses (5,302) 2,520 
Commissions payable (14,084) (14,765)
Due to insurers 19,510  16,362 
Advanced premiums 17,422  15,559 
Unearned premiums 11,791  6,272 
Other assets and liabilities, net (20,390) (25,564)
Net Cash Provided by Operating Activities 11,728  9,014 
INVESTING ACTIVITIES:
Purchases of property, equipment and software (8,133) (10,532)
Acquisitions, net of cash acquired (6,076) (6,028)
Purchase of previously held equity method investment —  (15,250)
Issuance of notes receivable (7,833) — 
Collection of notes receivable 415  — 
Purchase of fixed income securities (4,348) — 
Maturities of fixed income securities 1,150  — 
Other investing activities 22  13 
Net Cash Used in Investing Activities (24,803) (31,797)
FINANCING ACTIVITIES:
Payments on long-term debt (47,250) (41,500)
Proceeds from long-term debt 27,871  22,500 
Contribution from non-controlling interest 500  — 
Net Cash Used in Financing Activities (18,879) (19,000)
Effect of exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents 154 
Change in cash and cash equivalents and restricted cash and cash equivalents (31,800) (41,777)
Beginning cash and cash equivalents and restricted cash and cash equivalents 539,191  603,972 
Ending cash and cash equivalents and restricted cash and cash equivalents $ 507,391  $ 562,195 
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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, including important operational metrics, as well as certain GAAP and non-GAAP financial measures as of and for the periods presented. 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 the Company's performance when read together with our Condensed Consolidated Financial Statements prepared in accordance with GAAP.

Three months ended
March 31,
2023 2022
Operational Metrics
Total Written Premium (in thousands)
$ 182,850  $ 154,790 
Loss Ratio 41.3  % 41.4  %
New Business Count (Insurance) 51,762  47,514 
GAAP Measures
Total Revenue (in thousands)
$ 218,352  $ 167,811 
Operating Income (Loss) (in thousands)
$ (16,489) $ (13,004)
Net Income (Loss) (in thousands)
$ (15,025) $ 15,866 
Basic Earnings (Loss) Per Share $ (0.03) $ 0.33 
Non-GAAP Financial Measures
Adjusted EBITDA (in thousands)
$ 6,705  $ (5,959)
Adjusted Earnings (Loss) Per Share $ (0.04) $ (0.04)

March 31,
2023
December 31, 2022
Operational Metrics
Policies in Force 1,335,008  1,315,977 
Policies in Force Retention 87.9  % 88.0  %
Vehicles in Force 2,275,387  2,234,461 
HDC Paid Member Count 767,872  752,754 
Net Promoter Score (NPS) 83  83 

Non-GAAP Financial Measures

Adjusted EBITDA

We define Adjusted EBITDA as consolidated Net income (loss) excluding interest and other income (expense), income tax (expense) benefit, and depreciation and amortization, adjusted to exclude (i) restructuring, impairment and related charges, net; (ii) changes in fair value of warrant liabilities; (iii) stock-based compensation expense; (iv) when applicable, the net gain or loss from asset disposals; and (v) when applicable, certain other unusual items.

We present Adjusted EBITDA because we consider it to be an important supplemental measure of the Company’s performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. Management uses 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.

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By providing this non-GAAP financial measure, together with a reconciliation to net income (loss), 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 (loss) or other financial statement data presented in our Condensed Consolidated Financial Statements as indicators of financial performance. Hagerty's Adjusted EBITDA may be determined or calculated differently than similarly titled measures of 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 for the three months ended March 31, 2023 and 2022 to the most directly comparable GAAP measure, which is Net income (loss):

Three months ended
March 31,
2023 2022
in thousands
Net income (loss) $ (15,025) $ 15,866 
Interest and other (income) expense (5,647) 684 
Income tax (benefit) expense 3,668  2,030 
Depreciation and amortization 13,743  7,147 
Restructuring, impairment and related charges, net 5,535  — 
Change in fair value of warrant liabilities 515  (31,686)
Stock-based compensation expense 3,916  — 
Adjusted EBITDA $ 6,705  $ (5,959)

The following table reconciles Adjusted EBITDA for the year ended December 31, 2023 Outlook to the most directly comparable GAAP measure, which is Net income (loss):

2023 Low 2023 High
in thousands
Net income (loss) $ (13,000) $ 7,000 
Interest and other (income) expense (10,750) (10,750)
Income tax (benefit) expense 14,300  14,300 
Depreciation and amortization 41,700  41,700 
Restructuring, impairment and related charges, net 5,535  5,535 
Change in fair value of warrant liabilities 515  515 
Stock-based compensation expense 16,700  16,700 
Adjusted EBITDA $ 55,000  $ 75,000 

Adjusted EPS

We define Adjusted Earnings (Loss) Per Share ("Adjusted EPS") as consolidated Net income (loss) attributable to both our controlling and non-controlling interest, less the change in fair value of our warrants divided by our outstanding and total potentially dilutive securities. The total potentially dilutive securities includes (1) the weighted-average issued and outstanding shares of Class A Common Stock; (2) all issued and outstanding non-controlling interest Hagerty Group Units; (3) all unexercised warrants; and (4) all unissued stock-based compensation awards.

In the third quarter of 2022, we began removing (1) the change in fair value of our warrants and (2) the revaluation gain on previously held equity method investment from consolidated Net income (loss) attributable to both our controlling and non-controlling interest for purposes of calculating Adjusted EPS. For comparability, references to prior period non-GAAP measures have been updated to show the effect of removing the change in the fair value of our warrants from Adjusted EPS. We believe this updated presentation of Adjusted EPS enhances investors' understanding of our financial performance from activities occurring in the ordinary course of our business.

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The most directly comparable GAAP measure is basic earnings per share ("Basic EPS"), which is calculated as Net income (loss) attributable to controlling interest divided by the weighted average of Class A Common Stock 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 investors and securities analysts in evaluating the consolidated performance of other companies in our industry. We also believe that Adjusted EPS, which compares our consolidated Net income (loss) (which includes our controlling and non-controlling interest) with our outstanding and potentially dilutive shares, provides useful information to investors regarding our performance on a fully consolidated basis.

Management uses Adjusted EPS:

•as a measurement of operating performance of our business on a fully consolidated 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 March 31,
2023 2022
in thousands (except per share amounts)
Numerator:
Net income (loss) attributable to controlling interest(1)
$ (2,099) $ 27,507 
Net income (loss) attributable to non-controlling interest (12,926) (11,641)
Consolidated net income (loss) (15,025) 15,866 
Change in fair value of warrant liabilities 515  (31,686)
Adjusted consolidated net income (loss)(2)
$ (14,510) $ (15,820)
Denominator:
Weighted average shares of Class A Common Stock outstanding — basic(1)
83,227  82,433
Total potentially dilutive securities outstanding:
Conversion of non-controlling interest Hagerty Group Units to
Class A Common Stock
255,640  251,034 
Total warrants outstanding 19,484  19,484 
Total unissued stock-based compensation awards 6,870  — 
Potentially dilutive shares outstanding 281,994  270,518 
Fully dilutive shares outstanding(2)
365,221  352,951 
Basic EPS = (Net income (loss) attributable to controlling interest / Weighted-average shares of Class A Common Stock outstanding)(1)
$ (0.03) $ 0.33 
Adjusted EPS = (Adjusted consolidated net income (loss) / Fully dilutive shares outstanding)(2)
$ (0.04) $ (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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EX-99.3 4 a23-q1xinvestorxdeckxwkx.htm EX-99.3 a23-q1xinvestorxdeckxwkx




This presentation contains statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward- looking statements include all statements that are not historical facts. These forward- looking statements reflect our current expectations and projections with respect to our expected future business and financial performance, including, among other things: (i) expected operating results, such as revenue growth and financial position; (ii) changes in the market for our products and services; (iii) our plans to expand market share, including planned investments and partnerships; (iv) anticipated business objectives; and (v) the strength of our business model. These statements may be preceded by, followed by, or include the words “anticipate,” “believe,” “envision,” “estimate,” “expect,” “forecast,” “future,” “goal,” “intend,” “likely,” “outlook,” “plan,” “potential,” “project,” “seek,” “target,” “can,” “could,” “may,” “should,” “would,” “will,” the negatives thereof and other words and terms of similar meaning. A number of factors could cause actual results or outcomes to differ materially from those indicated by these forward-looking statements. These factors include, among other things, our ability to: (i) compete effectively within our industry and attract and retain members; (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 products 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; (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; (ix) manage risks associated with being a controlled company; and (x) successfully defend any litigation, government inquiries and investigation. The forward-looking statements herein represent our judgment as of the date of this release and we disclaim 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 presentation should be read in conjunction with the information included in our filings with the SEC and press releases. Understanding the information contained in these filings is important in order to fully understand our reported financial results and our business outlook for future periods. In addition, this presentation contains certain “non-GAAP financial measures”. The non-GAAP measures are presented for supplemental informational purposes only. Reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP are provided in the appendix to this presentation.


 
Total Revenue growth of 30% Written Premium growth of 18% Improved Profitability » Adjusted EBITDA of $7 million, an improvement of $13 million from the prior year period’s loss of $6 million » Net Income (Loss) of $(15) million compared to $16 million in the prior year period due primarily to the $32 million change in fair value of the warrant liabilities » Q1 restructuring should yield an incremental $20 million to $25 million of annualized savings, including $15 million in 2023 Pivot to significantly improved profitability fueled by top- line momentum, cost containment & efficiency measures » Total Revenue growth of 22-26% » Written Premium growth of 11-13% » Net Income (Loss) of $(13)-7 million » Adjusted EBITDA (1) of $55-75 million 1 See Appendix for additional information regarding this non-GAAP financial measure. 2023 Outlook as of the Company’s fourth quarter earnings call on March 14th, 2023 was for Net income (loss) of $(20) to $0 million and Adjusted EBITDA of $40 to $60 million.


 
» Hagerty Marketplace is a top focus area in 2023 as we seek to provide an unmatched online and live Marketplace experience for consumers. » Our Marketplace is positioned as the trusted brand for auto enthusiasts, offering certification services, title and escrow, financing options and other high-value services that differentiate our product from competitors. » Large and growing market opportunity with ~300,000 cars transacting for ~$12.5 billion through Hagerty’s insurance book during 2022. » Direct revenue from live auctions, private sales, online marketplace as well as financing options » Proven leadership team with strong cultural fit » Other opportunities include insurance sales, Hagerty Driver’s Club (HDC) memberships, Hagerty Garage + Social (HG+S) storage fees, media sales and owner/ operator event revenue


 
» Digital and technology teams are progressing through the testing phase and regulatory approval process » Expect to begin activating State Farm’s approximately 19,200 agents to sell classic car policies in 2023 » Anticipated average annual revenue per customer: $85-$110 » State Farm aligned in the success of the strategic partnership with $500 million investment in Hagerty and 10-year initial contract » 480,000+ existing collector car policies and up to 75% HDC enrollment possible on new insurance policies


 
Total Revenue growth of 22-26% powered by Written Premium growth of 11-13% » Sustain double-digit Written Premium growth trajectory » Deliver an unmatched online and live Marketplace experience » Drive loyalty, referrals and incremental revenue and profit from Membership Continued evolution into an Integrated Insurance Business » Increase Hagerty Re’s quota share reinsurance agreement in the U.S. and U.K. to ~80% Significantly improved profitability ($55 million to $75 million in Adjusted EBITDA1) through Cost Containment measures and Operational Efficiencies 1 See Appendix for additional information regarding this non-GAAP measure.


 
1 See Appendix for additional information regarding this non-GAAP measure. 18% 30%


 
1 Includes base commissions, payment plan fees and contingent underwriting commissions. 2 Currently applies to U.S. and U.K. programs. Generally described as an arrangement where underwriting risk and profit is shared proportionately. $167 $218 $89 $117 $16 $26$62 $75 Q1 2022 Q1 2023 M illi on s Total Revenue Commission + fee revenue1 Membership, marketplace + other revenue Earned premium in Hagerty Reinsurance 19% 63% 32% Growth GROWTH 30% Q1 2023 Commission + fee revenue (+19%) » Written Premium growth 18% » Policies in Force retention of 87.9% Membership, marketplace + other revenue (+63%) » Membership revenue growth of 22% » Marketplace delivered $7 million in revenue » 77% of new insurance customers join HDC Earned premium in Hagerty Reinsurance (+32%) » Contractual quota share2 increased to ~80% in 2023 Q1 2023 Highlights


 
1 See Appendix for additional information regarding this non-GAAP financial measure. $16 $(15) $(6) $7 Q1 2022 Q1 2023 Adjusted EBITDA Net Income (Loss) M illi on s Adjusted EBITDAQ1 2023 IN THOUSANDS Q1 2023 Q1 2022 Net Income (Loss) $(15,025) $15,866 Interest and Other (Income) Expense (5,647) 684 Income Tax (Benefit) Expense 3,668 2,030 Depreciation and Amortization 13,743 7,147 Restructuring, Impairment and Related Charges, Net 5,535 — Change in Fair Value of Warrant Liabilities 515 (31,686) Stock-based Compensation Expense 3,916 — Adjusted EBITDA1 $6,705 $(5,959)


 
2022 Results 2023 Outlook 2022 Results vs 2023 Outlook in thousands Low End Range High End Range Low End Range High End Range Total Revenue $787,588 $961,000 $993,000 22% 26% Total Written Premium $776,664 $862,000 $878,000 11% 13% Net Income (Loss) $2,403 $(13,000) $7,000 $(15,403) $4,597 Adjusted EBITDA1 $(1,940) $55,000 $75,000 $56,940 $76,940 1 See Appendix for additional information regarding this non-GAAP financial measure.


 




Total Written Premium New Business Count (Insurance) $ IN THOUSANDS Q1 Q2 Q3 Q4 Total 2018 82,514 137,943 123,385 86,621 430,463 2019 96,732 158,501 142,030 99,747 497,010 2020 112,421 184,423 163,520 117,870 578,234 2021 133,707 208,091 192,091 140,417 674,306 2022 154,790 237,697 222,136 162,041 776,664 5 Year Average Total Written Premium % 20% 31% 29% 20% 100% Q1 Q2 Q3 Q4 Total 2018 32,610 56,729 51,795 35,356 176,490 2019 36,848 62,842 57,426 37,585 194,701 2020 41,510 70,622 73,619 50,914 236,665 2021 51,799 77,013 68,077 47,589 244,478 2022 47,514 74,922 68,561 43,523 234,520 5 Year Average New Business Count % 19% 32% 29% 20% 100% 0 50 100 150 200 250 0 10 20 30 40 50 60 70 80 90 North American footprint creates seasonal differences by quarter for written premium and new business count


 
Guest User Counts Q1 2022 Q1 2023 U.S. 1,139,099 1,228,161 Canada 74,526 80,358 8% growth Total Guest User Count 1,213,625 1,308,519 Guest User An individual who has created an online profile by providing email, establishing a password, and verifying email. Paid Membership Counts U.S. Q1 2022 Q1 2023 Insurance Member 447,473 475,425 Insurance + HDC 640,239 674,897 HDC Standalone 29,271 32,850 Total U.S. Paid Member Count 1,116,983 1,183,172 Canada Insurance Member 79,890 82,304 Insurance + HDC 54,424 58,851 HDC Standalone 3,076 1,274 Total Canada Paid Member Count 137,390 142,429 Total Insurance Member 527,363 557,729 Insurance + HDC 694,663 733,748 HDC Standalone 32,347 34,124 Total HDC Paid Member Count 727,010 767,872 6% growth Total Paid Member Count 1,254,373 1,325,601 6% growth 1.3 million Paid Members (+6%)


 
Adjusted EBITDA We define Adjusted EBITDA as consolidated Net income (loss) excluding interest and other income (expense), income tax (expense) benefit, and depreciation and amortization, adjusted to exclude (i) restructuring, impairment and related charges, net; (ii) changes in fair value of warrant liabilities; (iii) stock-based compensation expense; (iv) when applicable, the net gain or loss from asset disposals; and (v) when applicable 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. By providing this non-GAAP financial measure, together with a reconciliation to net income (loss), which is the most directly 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 (loss) or other financial statement data presented in our Consolidated Financial Statements as indicators of financial performance. Hagerty's Adjusted EBITDA may be determined or calculated differently than similarly titled measures of 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. IN THOUSANDS Q1 2023 Q1 2022 Net Income (Loss) ($15,025) $15,866 Interest and Other (Income) Expense (5,647) 684 Income Tax (Benefit) Expense 3,668 2,030 Depreciation and Amortization 13,743 7,147 Restructuring, Impairment and Related Charges, Net 5,535 — Change in Fair Value of Warrant Liabilities 515 (31,686) Stock-based Compensation Expense 3,916 — Adjusted EBITDA $6,705 ($5,959)


 
Adjusted EPS The most directly comparable GAAP measure is basic earnings per share ("Basic EPS"), which is calculated as Net income (loss) attributable to controlling interest divided by the weighted average of Class A Common Stock outstanding during the period. 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. 1 Numerator and Denominator of the GAAP measure Basic EPS (Net income (loss) attributable to controlling interest / Weighted-average shares of Class A Common Stock outstanding) 2 Numerator and Denominator of the non-GAAP measure Adjusted EPS (Adjusted consolidated net income (loss) / Fully dilutive shares outstanding) IN THOUSANDS EXCEPT FOR PER SHARE AMOUNTS Q1 2023 Q1 2022 Net Income (Loss) attributable to controlling interest1 ($2,099) $27,507 Net Income (Loss) attributable to non-controlling interest (12,926) (11,641) Consolidated Net Income (Loss) ($15,025) $15,866 Change in Fair Value of Warrant Liabilities 515 (31,686) Adjusted Consolidated Net Income (Loss)2 ($14,510) ($15,820) Weighted-average shares of Class A Common Stock Outstanding: Basic1 83,227 82,433 Potentially dilutive shares outstanding: Conversion of non-controlling interest Hagerty Group Units to Class A Common Stock 255,640 251,034 Total warrants outstanding 19,484 19,484 Total unissued stock-based compensation 6,870 — Potentially dilutive shares outstanding 281,994 270,518 Fully dilutive shares outstanding2 365,221 352,951 Basic Earnings (Loss) per Share1 ($0.03) $0.33 Adjusted Earnings (Loss) per Share2 ($0.04) ($0.04) In the third quarter of 2022, we began removing (1) the change in fair value of our warrants and (2) the revaluation gain on previously held equity method investment from consolidated Net income (loss) attributable to both our controlling and non-controlling interest for purposes of calculating Adjusted EPS. For comparability, references to prior period non-GAAP measures have been updated to show the effect of removing the change in the fair value of our warrants from Adjusted EPS. We believe this updated presentation of Adjusted EPS enhances investors' understanding of our financial performance from activities occurring in the ordinary course of our business. We define Adjusted Earnings (Loss) Per Share ("Adjusted EPS") as consolidated Net income (loss) attributable to both our controlling and non-controlling interest, less the change in fair value of our warrants and the revaluation gain on previously held equity method investment, divided by our outstanding and total potentially dilutive securities. The total potentially dilutive securities includes (1) the weighted-average issued and outstanding shares of Class A Common Stock, (2) all issued and outstanding non-controlling interest Hagerty Group Units, (3) all unexercised warrants and (4) all unissued stock-based compensation awards.


 
Adjusted EBITDA By providing this non-GAAP financial measure, together with a reconciliation to net income (loss), which is the most directly 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 (loss) or other financial statement data presented in our Consolidated Financial Statements as indicators of financial performance. Hagerty's Adjusted EBITDA may be determined or calculated differently than similarly titled measures of 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. IN THOUSANDS 2023 Low 2023 High Net Income (Loss) ($13,000) $7,000 Interest and Other (Income) Expense (10,750) (10,750) Income Tax (Benefit) Expense 14,300 14,300 Depreciation and Amortization 41,700 41,700 Restructuring, Impairment and Related Charges, Net 5,535 5,535 Change in Fair Value of Warrant Liabilities 515 515 Stock-based Compensation Expense 16,700 16,700 Adjusted EBITDA $55,000 $75,000 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 define Adjusted EBITDA as consolidated Net income (loss) excluding interest and other income (expense), income tax (expense) benefit, and depreciation and amortization, adjusted to exclude (i) restructuring, impairment and related charges, net; (ii) changes in fair value of warrant liabilities; (iii) stock-based compensation expense; (iv) when applicable, the net gain or loss from asset disposals; and (v) when applicable certain other unusual items.