CARS Reports Fourth Quarter and Full Year 2020 Results

CHICAGO, Feb. 25, 2021 /PRNewswire/ -- Cars.com Inc. (NYSE: CARS) ("CARS" or the "Company"), a leading digital marketplace and solutions provider for the automotive industry, today released its financial results for the fourth quarter and year ended December 31, 2020.

Q4 Financial and Key Metric Highlights

    --  Revenue of $153.0 million, up $0.8 million, or 1% year-over-year
    --  GAAP net income of $7.2 million, or $0.10 per diluted share, compared to
        GAAP net loss of $4.1 million, or $0.06 per diluted share, in the prior
        year
    --  Adjusted Net Income of $6.0 million, or $0.09 per diluted share,
        compared to Adjusted Net Income of $42.2 million, or $0.63 per diluted
        share, in the prior year
    --  Adjusted EBITDA of $48.5 million, or 32% of revenue, up $9.2 million and
        600 basis points as a percentage of revenue, year-over-year
    --  Average Monthly Unique Visitors of 22.2 million, down 5% year-over-year
    --  Traffic (visits) of 138.1 million, down 6% year-over-year
    --  Monthly Average Revenue Per Dealer ("ARPD") was $2,264, up 6% from
        $2,136 in the prior year period and up 4% compared to the third quarter
        of 2020
    --  Dealer Customers of 18,372 as of December 31, 2020, up 242 compared to
        18,130 as of September 30, 2020, driven by both strong retention and
        growth in new Dealer Customers

2020 Full Year Financial and Key Metric Highlights

    --  Revenue of $547.5 million, down $59.2 million, or 10% year-over-year
    --  GAAP net loss of $817.1 million, or $12.15 per diluted share, primarily
        due to non-cash goodwill and intangible asset impairment pre-tax charge
        of $905.9 million triggered by the COVID-19 pandemic and recorded in the
        first quarter
    --  Adjusted Net Income of $70.3 million, or $1.02 per diluted share,
        compared to Adjusted Net Income of $104.2 million, or $1.55 per diluted
        share, in the prior year
    --  Adjusted EBITDA of $155.9 million, or 28% of revenue, compared to $167.3
        million, or 28% of revenue, in the prior year
    --  Net cash provided by operating activities of $138.6 million, with Free
        Cash Flow of $121.9 million, compared to $101.5 million, and $80.2
        million of Free Cash Flow, in the prior year
    --  $67.7 million of cash and cash equivalents with total liquidity of
        $297.7 million, including availability under our revolving credit
        facility, as of December 31, 2020
    --  Average Monthly Unique Visitors of 23.8 million, up 5% year-over-year
    --  Traffic (visits) of 599.8 million, up 8% year-over-year

Operational Highlights

    --  Growth in Dealer Customers in four out of the last five quarters
    --  Growth in website customers continues, reaching approximately 4,400 at
        December 31, 2020
    --  Expanded digital advertising program; Dealer Inspire selected as a
        preferred digital advertising provider for U.S.-based FordDirect dealers
    --  Momentum with new FUEL product continues to build and contribute to ARPD
        growth
    --  Voluntary debt payment of $30 million in January 2021

"We are entering 2021 in a position of operational and financial strength. Our solutions allow dealers to meet consumers where they want to buy cars, either online or in physical showrooms. While 2020 was a challenging year, the COVID-19 pandemic has accelerated the importance of our digital solutions strategy and propelled our organic strength as a technology enabler for both buyers and sellers," said Alex Vetter, President and Chief Executive Officer of CARS. "Our audience, customers and average revenue per dealer are all trending positively as we continue to invest in our dealer network and expand our solutions and services."

Q4 Results

Revenue for the fourth quarter of 2020 was $153.0 million, up $0.8 million, or 1%, compared to the prior year period, due to growth in ARPD driven by increased solutions sales.

Total operating expenses for the fourth quarter of 2020 were $137.1 million, compared to $147.5 million for the prior year period. This decrease was driven by the cessation of our affiliate revenue share expense in the second half of 2020.

GAAP net income for the fourth quarter of 2020 was $7.2 million, or $0.10 per diluted share, compared to GAAP net loss of $4.1 million, or $0.06 per diluted share, in the fourth quarter of 2019. The current period net income was driven by tax benefits generated through an increase in the Company's ability to carryback operating losses as a result of the CARES Act. Adjusted Net Income for the fourth quarter of 2020 was $6.0 million compared to $42.2 million in the fourth quarter of 2019.

Adjusted EBITDA for the fourth quarter of 2020 was $48.5 million, or 32% of revenue, compared to $39.3 million, or 26% of revenue, for the prior year period. Looking forward to 2021, we expect to increase our investment in the business, with a particular focus on marketing to support opportunistic consumer traffic acquisition and the CARS brand. Additionally, we expect to invest in resources to accelerate product innovation. These investments will result in lower sequential Adjusted EBITDA margins. We expect Adjusted EBITDA for the first quarter to be up on a year over year basis with margins between 27% and 30%.

While we delivered record Traffic and lead growth in 2020, Average Monthly Unique Visitors in the fourth quarter declined 5% year-over-year and total traffic declined 6% compared to the fourth quarter of 2019. In the fourth quarter, we increased our brand investments to support longer term consumer growth. While we are always seeking to further optimize our marketing mix, our decision in the fourth quarter to make long-term marketing investments was based on our double-digit year over year lead growth. Organic traffic was 73% of total traffic and grew 1% year-over-year, a testament to the consistent, high-quality traffic that we deliver to our Dealer Customers.

Fourth quarter 2020 ARPD was $2,264, up 6% year over year and up 4% compared to the third quarter of 2020. The ARPD growth was driven by continued growth in solutions products.

Dealer Customers were 18,372 at the end of 2020, 242 higher than Dealer Customers of 18,130 at the end of the third quarter of 2020. This increase came from growth in both marketplace and solutions only Dealer Customers. Compared to December 31, 2019, Dealer Customers were down 462.

2020 Full Year Results

Revenue for 2020 was $547.5 million, compared to $606.7 million in 2019. This decrease was primarily due to invoice credits that we provided to marketplace customers as COVID-19 relief in the second quarter, second quarter Dealer Customers declines, and a decline in national advertising revenue, partially offset by growth in solutions products.

Total operating expenses for 2020 were $1.4 billion, or $528.9 million excluding the 2020 goodwill and intangible asset impairment charge, compared to $1.1 billion, or $591.3 million excluding the 2019 goodwill and intangible asset impairment charge, in the prior year. This decrease in expenses was due to the actions taken to align expenses with revenue in an uncertain COVID-19 environment. These actions included lower marketing spend and measures taken to reduce headcount related expenses, primarily during the second quarter of 2020. In addition, affiliate revenue share expenses ended in the second half of 2020.

GAAP net loss for 2020 was $817.1 million, or $12.15 per diluted share, compared to GAAP net loss of $445.3 million, or $6.65 per diluted share, in 2019. Adjusted Net Income for the year was $70.3 million, or $1.02 per diluted share, compared to $104.2 million, or $1.55 per diluted share in the prior year period.

Adjusted EBITDA for 2020 was $155.9 million, or 28% of revenue, compared to $167.3 million, or 28% of revenue, in the prior year period.

We delivered record Traffic and leads in 2020. Average Monthly Unique Visitors grew 5% and Traffic grew 8%. Traffic and lead growth were supported by our brand strength, heightened consumer demand and consumer gravitation toward online marketplaces, particularly in the second and third quarters, and a focus on driving high quality organic traffic. Organic traffic was 73% of total traffic and grew 10% year-over-year. Mobile traffic grew 12% year-over-year and accounted for 75% of total traffic, compared to 72% in the prior year.

Cash Flow and Balance Sheet

Net cash provided by operating activities in 2020 was $138.6 million, compared to $101.5 million in the prior year. Free Cash Flow in 2020 was $121.9 million, compared to $80.2 million in 2019.

Total liquidity was $297.7 million, including cash and cash equivalents of $67.7 million and $230 million of revolver capacity, as of December 31, 2020. The Company made $50.6 million in debt repayments during 2020, net of borrowings, bringing total debt outstanding to $597.5 million as of December 31, 2020. Net leverage at December 31, 2020 was 3.4x and secured leverage was 1.3x, compared to maximum allowable secured leverage of 3.5x, in accordance with the Company's recently amended credit agreement. In addition, the Company made a $30 million voluntary debt payment in January 2021.

During the fourth quarter the Company refinanced its debt facilities on favorable terms extending the maturity date from 2022 to 2025 for the credit facility and establishing a 2028 maturity date for the new senior unsecured notes. This new structure improves the Company's flexibility to invest in and grow the business.

"Our solutions driven model delivered in the second half of 2020 with strong top line trends, profitability and cash flow. We maintained cost discipline, made focused investments in marketing and continued to invest organically in our digital platform. Solid performance and a strengthened financial position give us ample flexibility to pay down debt, pursue opportunistic acquisitions and invest in marketing and technology innovations setting us up for growth in 2021," said Sonia Jain, Chief Financial Officer of CARS.

Q4 Earnings Call

As previously announced, management will hold a conference call and webcast today at 9:00 a.m. CST. This webcast may be accessed at investor.cars.com. A replay of the webcast will be available at this website following the conclusion of the call until March 11, 2021.

About CARS

CARS is a leading digital marketplace and solutions provider for the automotive industry that connects car shoppers with sellers. Launched in 1998 with the flagship marketplace Cars.com and headquartered in Chicago, the Company empowers shoppers with the data, resources and digital tools needed to make informed buying decisions and seamlessly connect with automotive retailers. In a rapidly changing market, CARS enables dealerships and OEMs with innovative technical solutions and data-driven intelligence to better reach and influence ready-to-buy shoppers, increase inventory turn and gain market share.

In addition to Cars.com, CARS brands include Dealer Inspire, a technology provider building solutions that future-proof dealerships with more efficient operations and connected digital experiences; FUEL, which gives dealers and OEMs the opportunity to harness the untapped power of digital video by leveraging Cars.com's pure audience of in-market car shoppers, and DealerRater, a leading car dealer review and reputation management platform.

The full suite of CARS properties include Cars.com(TM), Dealer Inspire®, DealerRater®, FUEL(TM), Auto.com(TM), PickupTrucks.com(TM) and NewCars.com®. For more information, visit www.Cars.com.

Non-GAAP Financial Measures

This earnings release discusses Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, Adjusted Net Income per diluted share and Free Cash Flow. These financial measures are not prepared in accordance with generally accepted accounting principles in the United States ("GAAP"). These financial measures are presented as supplemental measures of operating performance because we believe they provide meaningful information regarding our performance and provide a basis to compare operating results between periods. In addition, we use Adjusted EBITDA as a measure for determining incentive compensation targets. Adjusted EBITDA also is used as a performance measure under our credit agreement and includes adjustments such as the items defined below and other further adjustments, which are defined in the credit agreement. These non-GAAP financial measures are frequently used by our lenders, securities analysts, investors and other interested parties to evaluate companies in our industry. For a reconciliation of the non-GAAP measures presented in this earnings release to their most directly comparable financial measure prepared in accordance with GAAP, see "Non-GAAP Reconciliations" below.

Other companies may define or calculate these measures differently, limiting their usefulness as comparative measures. Because of these limitations, these non-GAAP financial measures should not be considered in isolation or as substitutes for performance measures calculated in accordance with GAAP. Definitions of these non-GAAP financial measures and reconciliations to the most directly comparable GAAP financial measures are presented in the tables below.

We define Adjusted EBITDA as net income (loss) before (1) interest expense, net, (2) income tax (benefit) expense, (3) depreciation, (4) amortization of intangible assets, (5) stock-based compensation expense, (6) unrealized mark-to-market adjustments related to derivative instruments, and (7) certain other items, such as transaction-related costs, costs associated with the stockholder activist campaign, severance, transformation and other exit costs and write-off and impairments of goodwill, intangible assets and other long-lived assets. Amortization of unfavorable contracts liability is not adjusted out of Adjusted EBITDA.

We define Adjusted Net Income as net income (loss) excluding the after-tax impact of (1) amortization of intangible assets, (2) stock-based compensation expense, (3) unrealized mark-to-market adjustments related to derivative instruments, and (4) certain other items, such as transaction-related costs, costs associated with the stockholder activist campaign, severance, transformation and other exit costs and write-off and impairments of goodwill, intangible assets and other long-lived assets. Amortization of unfavorable contracts liability is not adjusted out of Adjusted Net Income.

Transaction-related costs are certain expense items resulting from actual or potential transactions such as business combinations, mergers, acquisitions, dispositions, spin-offs, financing transactions, and other strategic transactions, including, without limitation, (1) transaction-related bonuses and (2) expenses for advisors and representatives such as investment bankers, consultants, attorneys and accounting firms. Transaction-related costs may also include, without limitation, transition and integration costs such as retention bonuses and acquisition-related milestone payments to acquired employees, in addition to consulting, compensation and other incremental costs associated with integration projects.

We define Free Cash Flow as net cash provided by operating activities less capital expenditures, including purchases of property and equipment and capitalization of internal-use software and website development costs.

Key Metric Definitions

Traffic (Visits). Traffic is fundamental to our business. Traffic to the CARS network of websites and mobile apps provides value to our advertisers in terms of audience, awareness, consideration and conversion. In addition to tracking traffic volume and sources, we monitor activity on our properties, allowing us to innovate and refine our consumer-facing offerings. Traffic is defined as the number of visits to CARS desktop and mobile properties (responsive sites and mobile apps), measured using Adobe Analytics. Traffic does not include traffic to Dealer Inspire websites. Traffic provides an indication of our consumer reach. Although our consumer reach does not directly result in revenue, we believe our ability to reach in-market car shoppers is attractive to our Dealer Customers and national advertisers.

Average Monthly Unique Visitors ("UVs"). Growth in unique visitors and consumer traffic to our network of websites and mobile apps increases the number of impressions, clicks, leads and other events we can monetize to generate revenue. We define UVs in a given month as the number of distinct visitors that engage with our platform during that month. Visitors are identified when a user first visits an individual CARS property on an individual device/browser combination or installs one of our mobile apps on an individual device. If a visitor accesses more than one of our web properties or apps or uses more than one device or browser, each of those unique property/browser/app/device combinations counts toward the number of UVs. UVs do not include Dealer Inspire UVs. We measure UVs using Adobe Analytics.

Dealer Customers. Dealer Customers represent dealerships using our products as of the end of each reporting period. Each physical or virtual dealership location is counted separately, whether it is a single-location proprietorship or part of a large consolidated dealer group. Multi-franchise dealerships at a single location are counted as one dealer.

Average Revenue Per Dealer ("ARPD"). We believe that our ability to grow ARPD is an indicator of the value proposition of our products. We define ARPD as Direct retail revenue during the period divided by the monthly average number of direct Dealer Customers during the same period.

Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of the federal securities laws. All statements other than statements of historical facts are forward-looking statements. Forward-looking statements include information concerning the impact of the COVID-19 pandemic on our industry, our Dealer Customers and our results of operations, our business strategies, strategic alternatives, plans and objectives, market potential, outlook, trends, future financial performance, planned operational and product improvements, potential strategic transactions, liquidity, including draws from our revolving credit facility, expense management and other matters and involve known and unknown risks that are difficult to predict. As a result, our actual financial results, performance, achievements, strategic actions or prospects may differ materially from those expressed or implied by these forward-looking statements. These statements often include words such as "believe," "expect," "project," "anticipate," "outlook," "intend," "strategy," "plan," "estimate," "target," "seek," "will," "may," "would," "should," "could," "forecasts," "mission," "strive," "more," "goal" or similar expressions. Forward-looking statements are based on our current expectations, beliefs, strategies, estimates, projections and assumptions, based on our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments, current developments regarding the COVID-19 pandemic and other factors we think are appropriate. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by the Company and its management based on their knowledge and understanding of the business and industry, are inherently uncertain. These statements are expressed in good faith and we believe these judgments are reasonable. However, you should understand that these statements are not guarantees of strategic action, performance or results. Our actual results and strategic actions could differ materially from those expressed in the forward-looking statements. Given these uncertainties, forward-looking statements should not be relied on in making investment decisions. Comparisons of results between current and prior periods are not intended to express any future trends, or indications of future performance, unless expressed as such, and should only be viewed as historical data. Whether or not any such forward-looking statement is in fact achieved will depend on future events, some of which are beyond our control.

Forward-looking statements are subject to a number of risks, uncertainties and other important factors, many of which are beyond our control, that could cause our actual results and strategic actions to differ materially from those expressed in the forward-looking statements contained in this press release. For a detailed discussion of many of these and other risks and uncertainties, see our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K and our other filings with the Securities and Exchange Commission, available on our website at investor.cars.com or via EDGAR at www.sec.gov. All forward-looking statements contained in this press release are qualified by these cautionary statements. You should evaluate all forward-looking statements made in this press release in the context of these risks and uncertainties. The forward-looking statements contained in this press release are based only on information currently available to us and speak only as of the date of this press release. We undertake no obligation, other than as may be required by law, to update or revise any forward-looking or cautionary statements to reflect changes in assumptions, the occurrence of events, unanticipated or otherwise, or changes in future operating results over time or otherwise.

The forward-looking statements in this report are intended to be subject to the safe harbor protection provided by the federal securities laws.

CARS Investor Relations Contact:
ir@cars.com

CARS Media Contact:
Marita Thomas
mthomas@cars.com
312.601.5692


                                                                                             
         
              Cars.com Inc.


                                                                                    
          
         Consolidated Statements of Income (Loss)


                                                                               
            
          
             (In thousands, except per share data)




                                                         
     
              (Unaudited)


                                                           Three Months Ended December 31,                            Year Ended December 31,



                                                                                      2020                                                 2019        2020         2019



                              Revenue:



       Direct                                                                    $130,460                                             $127,933    $463,018     $477,095


        National advertising                                                        20,009                                               21,022      73,176       80,774



       Other                                                                        2,539                                                3,227      11,309       14,442




         Retail                                                                   153,008                                              152,182     547,503      572,311



         Wholesale                                                                                                                          5                  34,371



            Total revenue                                                         153,008                                              152,187     547,503      606,682



                              Operating expenses:


        Cost of revenue and operations                                              27,160                                               24,562     101,536       99,549


        Product and technology                                                      18,305                                               14,734      60,664       62,859



       Marketing and sales                                                         50,714                                               52,560     183,448      217,432


        General and administrative                                                  15,185                                               14,507      59,051       73,772


        Affiliate revenue share                                                                                                         11,002      10,970       20,790


        Depreciation and amortization                                               25,747                                               30,116     113,276      116,877


        Goodwill and intangible asset
         impairment                                                                                                                               905,885      461,463


             Total operating expenses                                              137,111                                              147,481   1,434,830    1,052,742



               Operating income (loss)                                              15,897                                                4,706   (887,327)   (446,060)



                              Nonoperating expense:


        Interest expense, net                                                     (11,627)                                             (7,785)   (37,856)    (30,774)


        Other (expense) income, net                                                (4,239)                                                  25    (11,226)       1,555



           Total nonoperating expense,
            net                                                                   (15,866)                                             (7,760)   (49,082)    (29,219)


             Income (loss) before income
              taxes                                                                     31                                              (3,054)  (936,409)   (475,279)


             Income tax (benefit) expense                                          (7,188)                                               1,056   (119,289)    (29,955)


                Net income (loss)                                                   $7,219                                             $(4,110) $(817,120)  $(445,324)



                              Weighted-average common
                               shares outstanding:



     Basic                                                                         67,477                                               66,850      67,241       66,995



     Diluted                                                                       70,312                                               66,850      67,241       66,995


                              Earnings (loss) per share:



     Basic                                                                          $0.11                                              $(0.06)   $(12.15)     $(6.65)



     Diluted                                                                         0.10                                               (0.06)    (12.15)      (6.65)


                                                                        
          
            Cars.com Inc.


                                                                      
       
          Consolidated Balance Sheets


                                                          
              
         
            (In thousands, except per share data)




                                                                             
        
                December 31,



                                                                                                               2020             2019



                                          Assets:


                           Current assets:


              Cash and cash equivalents                                                                     $67,719          $13,549


              Accounts receivable, net                                                                       93,649          101,762



             Prepaid expenses                                                                                6,491            6,526



             Other current assets                                                                           10,222              603



             Total current assets                                                                          178,081          122,440



              Property and equipment, net                                                                    41,323           43,696



             Goodwill                                                                                                      505,885



             Intangible assets, net                                                                        835,166        1,329,499


              Investments and other assets                                                                   21,142           26,471



             Total assets                                                                               $1,075,712       $2,027,991



                                          Liabilities and stockholders'
                                           equity:


                           Current liabilities:



             Accounts payable                                                                              $16,512          $12,431



             Accrued compensation                                                                           18,319           16,738


              Current portion of long-term
               debt                                                                                           7,756           31,391


              Other accrued liabilities                                                                      47,781           38,246


              Total current liabilities                                                                      90,368           98,806



                           Noncurrent liabilities:



             Long-term debt                                                                                576,143          611,277



             Deferred tax liability                                                                         30,800          132,996


              Other noncurrent liabilities                                                                   38,225           43,844


              Total noncurrent liabilities                                                                  645,168          788,117




             Total liabilities                                                                             735,536          886,923



              Commitments and contingencies


                           Stockholders' equity:


              Preferred Stock at par, $0.01 par
               value; 5,000 shares authorized;
               no shares
      issued and outstanding as of
       December 31, 2020 and December
       31, 2019,
      respectively


              Common Stock at par, $0.01 par
               value; 300,000 shares
               authorized; 67,387 and                                                                           674              668
      66,764 shares issued and
       outstanding as of December 31,
       2020 and
      December 31, 2019, respectively


              Additional paid-in capital                                                                  1,530,493        1,515,109



             Accumulated deficit                                                                       (1,184,187)       (367,067)


              Accumulated other comprehensive
               loss                                                                                         (6,804)         (7,642)



              Total stockholders' equity                                                                    340,176        1,141,068


              Total liabilities and
               stockholders' equity                                                                      $1,075,712       $2,027,991


                                                            
       
                Cars.com Inc.


                                                
              
         Consolidated Statements of Cash Flows


                                                    
             
          
                  (In thousands)




                                                                                Year Ended December 31,



                                                                                                   2020        2019



                                  Cash flows from operating
                                   activities:



     Net loss                                                                               $(817,120) $(445,324)


      Adjustments to reconcile Net loss to
       Net cash provided by operating
       activities:



     Depreciation                                                                               18,943      18,266


      Amortization of intangible assets                                                          94,333      98,611


      Amortization of unfavorable
       contracts liability                                                                                (18,885)


      Goodwill and intangible asset
       impairment                                                                               905,885     461,463


      Impairment of non-marketable
       security                                                                                   9,447


      Amortization of accumulated other
       comprehensive loss on interest rate
       swap                                                                                       8,623



     Stock-based compensation                                                                   15,155       7,588



     Deferred income taxes                                                                   (103,582)   (44,920)


      Provision for doubtful accounts                                                             4,380       4,897


      Amortization of debt issuance costs                                                         5,108       1,573



     Other                                                                                         181         496


      Changes in operating assets and
       liabilities:



     Accounts receivable                                                                         3,733       2,262



     Prepaid expenses                                                                               35       2,738



     Other current assets                                                                      (9,592)      9,835



     Other assets                                                                                   43    (16,201)



     Accounts payable                                                                            3,993         874



     Accrued compensation                                                                        1,581        (83)



     Other accrued liabilities                                                                   7,614     (1,378)


      Other noncurrent liabilities                                                             (10,144)     19,672


      Net cash provided by operating
       activities                                                                               138,616     101,484



                                  Cash flows from investing
                                   activities:


           Purchase of property and equipment                                                  (16,712)   (21,257)



          Other                                                                                             (599)


      Net cash used in investing
       activities                                                                              (16,712)   (21,856)



                                  Cash flows from financing
                                   activities:


           Proceeds from revolving loan
            borrowings and issuance of long-
            term debt                                                                           565,000      10,000


           Payments of debt issuance costs and
            other fees                                                                         (17,344)    (2,940)


           Payments of long-term debt                                                         (615,625)   (58,125)


           Stock-based compensation plans, net                                                      235       (286)


           Repurchases of common stock                                                                    (40,000)



          Other                                                                                             (191)


      Net cash used in financing
       activities                                                                              (67,734)   (91,542)



      Net increase (decrease) in cash and
       cash equivalents                                                                          54,170    (11,914)



      Cash and cash equivalents at
       beginning of period                                                                       13,549      25,463


      Cash and cash equivalents at end of
       period                                                                                   $67,719     $13,549



                   Supplemental cash flow information:


      Cash paid for income taxes, net of
       refunds                                                                                     $805      $1,740


      Cash paid for interest and swap                                                            26,433      29,654


                                                                                                             
              
                Cars.com Inc.


                                                                                                       
              
                Non-GAAP Reconciliations


                                                                                         
              
                
                  (In thousands, except per share data)


                                                                                                      
              
                
                  (Unaudited)




                                                                  Three Months Ended December 31,                                     Year Ended December 31,



                                                                                             2020                                                         2019                                                        2020                                2019



                   Reconciliation of Net income (loss) to Adjusted EBITDA





     Net income (loss)                                                                    $7,219                                                     $(4,110)                                                 $(817,120)                         $(445,324)


      Interest expense, net                                                                11,627                                                        7,785                                                      37,856                              30,774


      Income tax (benefit) expense                                                        (7,188)                                                       1,056                                                   (119,289)                           (29,955)


      Depreciation and
       amortization                                                                        25,747                                                       30,116                                                     113,276                             116,877


      Goodwill and intangible
       asset impairment                                                                                                                                                                                          905,885                             461,463


      Stock-based compensation                                                              4,974                                                        2,332                                                      15,450                               7,736


      Write-off of long-lived
       assets and other                                                                     2,602                                                          177                                                       9,700                                 706


      Severance, transformation
       and other exit costs                                                                 1,462                                                          963                                                       7,919                              10,588


      Transaction-related costs                                                             2,029                                                          959                                                       2,205                               5,582


      Costs associated with the
       stockholder activist
       campaign                                                                                                                                                                                                                                       8,825



     Adjusted EBITDA*                                                                    $48,472                                                      $39,278                                                    $155,882                            $167,272








     
                Reconciliation of Net income (loss) to Adjusted net income





     Net income (loss)                                                                    $7,219                                                     $(4,110)                                                 $(817,120)                         $(445,324)


      Amortization of intangible
       assets                                                                              21,889                                                       25,277                                                      94,333                              98,611


      Goodwill and intangible
       asset impairment, net of
       tax                                                                                                                                                                                                       677,051                             431,225


      Stock-based compensation                                                              4,974                                                        2,332                                                      15,450                               7,736


      Write-off of long-lived
       assets and other                                                                     2,602                                                          177                                                       9,700                                 706


      Severance, transformation
       and other exit costs                                                                 1,462                                                          963                                                       7,919                              10,588


      Transaction-related costs                                                             2,029                                                          959                                                       2,205                               5,582


      Costs associated with the
       stockholder activist
       campaign                                                                                                                                                                                                                                       8,825


      Valuation allowance                                                                 (6,389)                                                                                                                121,659


      Tax impact of adjustments                                                          (27,754)                                                      16,570                                                    (40,871)                           (13,757)


      Adjusted net income*                                                                 $6,032                                                      $42,168                                                     $70,326                            $104,192



      Adjusted net income per
       share, diluted                                                                       $0.09                                                        $0.63                                                       $1.02                               $1.55



      Weighted-average common
       shares outstanding,
       diluted**                                                                           70,312                                                       67,153                                                      69,049                              67,335






                   Reconciliation of Net cash provided by operating activities to Free cash flow




      Net cash provided by
       operating activities                                                               $41,750                                                      $20,934                                                    $138,616                            $101,484


      Purchase of property and
       equipment                                                                          (4,109)                                                     (5,848)                                                   (16,712)                           (21,257)



     Free cash flow                                                                      $37,641                                                      $15,086                                                    $121,904                             $80,227







      * There was no unfavorable contract liability amortization during 2020 as it was fully amortized as of September 30, 2019. Additionally for 2019, amortization of unfavorable contracts liability is not adjusted out of Adjusted EBITDA or
       Adjusted net income.



     ** Weighted-average common shares outstanding, diluted, includes shares excluded from GAAP loss per share due to the net loss position for the year ended December 31, 2020 and the three months and year ended December 31, 2019.


                                                                                                           
              
                Cars.com Inc.


                                                                                                      
              
                Supplemental Information


                                                                                                   
              
                
                  (In thousands)


                                                                                                     
              
                
                  (Unaudited)







     
                Expense category for the Three Months Ended December 31, 2020:




                                               
              
                As Reported                     
              
                Adjustments (1)                                        Stock-Based Compensation                   
              
                As Adjusted



      Cost of revenue and
       operations                                                               $27,160                      
              $                        -                                                       $(242)                                                    $26,918


      Product and technology                                                     18,305                                                                                                                   (993)                                                     17,312


      Marketing and sales                                                        50,714                                                                                                                 (1,233)                                                     49,481


      General and administrative                                                 15,185                                                    (1,810)                                                      (2,506)                                                     10,869


      Affiliate revenue share


      Depreciation and
       amortization                                                              25,747                                                                                                                                                                             25,747


      Goodwill and intangible
       asset impairment                                                               -


      Total operating expenses                                                 $137,111                                                   $(1,810)                                                     $(4,974)                                                   $130,327




      Total nonoperating expense,
       net                                                                    $(15,866)                                                    $4,283                         
              $                        -                                                  $(11,583)






     
                (1) Includes write-off of long-lived assets and other, transaction-related costs, severance, transformation and other exit costs.





     
                Expense category for the Three Months Ended December 31, 2019:




                                               
              
                As Reported                     
              
                Adjustments (1)                                        Stock-Based Compensation                   
              
                As Adjusted



      Cost of revenue and
       operations                                                               $24,562                      
              $                        -                                                        $(23)                                                    $24,539


      Product and technology                                                     14,734                                                                                                                   (487)                                                     14,247


      Marketing and sales                                                        52,560                                                                                                                   (391)                                                     52,169


      General and administrative                                                 14,507                                                    (2,099)                                                      (1,431)                                                     10,977


      Affiliate revenue share                                                    11,002                                                                                                                                                                             11,002


      Depreciation and
       amortization                                                              30,116                                                                                                                                                                             30,116


      Goodwill and intangible
       asset impairment                                                               -


      Total operating expenses                                                 $147,481                                                   $(2,099)                                                     $(2,332)                                                   $143,050




      Total nonoperating expense,
       net                                                                     $(7,760)                     
              $                        -                        
              $                        -                                                   $(7,760)






     
                (1) Includes severance, transformation and other exit costs, transaction-related costs, write-off of long-lived assets and other.





     
                Expense category for the Year Ended December 31, 2020:




                                               
              
                As Reported                     
              
                Adjustments (1)                                        Stock-Based Compensation                   
              
                As Adjusted



      Cost of revenue and
       operations                                                              $101,536                      
              $                        -                                                       $(608)                                                   $100,928


      Product and technology                                                     60,664                                                                                                                 (3,423)                                                     57,241


      Marketing and sales                                                       183,448                                                                                                                 (3,722)                                                    179,726


      General and administrative                                                 59,051                                                    (8,576)                                                      (7,697)                                                     42,778


      Affiliate revenue share                                                    10,970                                                                                                                                                                             10,970


      Depreciation and
       amortization                                                             113,276                                                                                                                                                                            113,276


      Goodwill and intangible
       asset impairment                                                         905,885                                                  (905,885)                                                                                                                       -


      Total operating expenses                                               $1,434,830                                                 $(914,461)                                                    $(15,450)                                                   $504,919




      Total nonoperating expense,
       net                                                                    $(49,082)                                                   $11,248                         
              $                        -                                                  $(37,834)






     
                (1) Includes write-off and impairments of goodwill, intangible assets and other long-lived assets and other, severance, transformation and other exit costs, and transaction-related costs.





     
                Expense category for the Year Ended December 31, 2019:




                                               
              
                As Reported                     
              
                Adjustments (1)                                        Stock-Based Compensation                   
              
                As Adjusted



      Cost of revenue and
       operations                                                               $99,549                      
              $                        -                                                        $(91)                                                    $99,458


      Product and technology                                                     62,859                                                                                                                 (1,145)                                                     61,714


      Marketing and sales                                                       217,432                                                                                                                 (1,561)                                                    215,871


      General and administrative                                                 73,772                                                   (27,101)                                                      (4,939)                                                     41,732


      Affiliate revenue share                                                    20,790                                                                                                                                                                             20,790


      Depreciation and
       amortization                                                             116,877                                                                                                                                                                            116,877


      Goodwill and intangible
       asset impairment                                                         461,463                                                  (461,463)                                                                                                                       -


      Total operating expenses                                               $1,052,742                                                 $(488,564)                                                     $(7,736)                                                   $556,442




      Total nonoperating expense,
       net                                                                    $(29,219)                                                  $(1,400)                        
              $                        -                                                  $(30,619)





                   (1 )Includes write-off and impairments of goodwill, intangible assets and other long-lived assets and other, severance, transformation and other exit costs, costs associated with the stockholder activist campaign and transaction-
                    related costs.

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SOURCE Cars.com Inc.