CHICAGO, Feb. 21,
2023 /PRNewswire/ -- Donnelley Financial
Solutions, Inc. (NYSE: DFIN) (the "Company" or "DFIN")
today reported financial results for the fourth quarter and full
year 2022.
Highlights for the fourth quarter of 2022:
- Software solutions net sales of $68.7
million; software solutions net sales accounted for 41.0% of
total net sales, up from 31.7% in the fourth quarter of 2021.
- Net earnings of $10.9 million, or
$0.36 per diluted share; Adjusted
EBITDA(a) of $39.3 million
and Adjusted EBITDA margin(a) of 23.4%.
- Net cash provided by operating activities of $73.3 million; Free Cash Flow(a) of
$58.5 million.
- During the fourth quarter, the Company repurchased 366,197
shares for $13.7 million at an
average price of $37.27 per share. As
of December 31, 2022, the remaining
share repurchase authorization was $124.3
million.
- Completed the sale of EdgarOnline.
(a) Adjusted EBITDA, Adjusted EBITDA margin, and Free Cash Flow
are non-GAAP financial measures that exclude the impact of certain
items noted in the reconciliation tables below. The tables below
provide reconciliations to the most comparable GAAP measures.
"We are pleased with the continued progress we made in the
quarter toward becoming a software-centric company. Software
solutions net sales made up 41.0% of fourth-quarter 2022 total net
sales, a record level of software sales mix and an increase of
approximately 930 basis points from last year's fourth-quarter
sales mix. The momentum of our recurring compliance software
platform continued to build in the quarter, led by 9% growth in Arc
Suite sales. In addition, we delivered an Adjusted EBITDA margin of
23.4% in the quarter, despite a nearly 50% reduction in capital
markets transactional revenue from the fourth quarter of 2021, as
very challenging external market conditions persisted. Further, we
continued our track record of prudent capital deployment,
increasing organic investment in software development to drive
growth and repurchasing shares, while also maintaining the
financial flexibility to execute our strategy" said Daniel N. Leib, DFIN's president and chief
executive officer.
Leib continued, "Throughout 2022, we executed well in a very
challenging demand environment, delivering $218.3 million of Adjusted EBITDA and an Adjusted
EBITDA margin of 26.2%, despite capital markets transactional
revenue being down nearly $170
million, or 41%, for the year. While the visibility into
transactional activity is limited, we remain ready to serve this
market when activity resumes. Further, we recorded $279.6 million of software solutions net sales in
2022, which represents approximately 34% of our full-year net
sales, up from 27% of total net sales in 2021, and remains a key
focus area going forward. The progress we made throughout 2022 to
scale our portfolio of recurring compliance software solutions,
combined with new regulations such as Tailored Shareholder Reports
and Pay Versus Performance, create a strong foundation to achieve
our goal of deriving 55% to 60% of total net sales from software
solutions by 2026."
"Looking ahead, by continuing to execute against the key pillars
of our strategic transformation – investing to drive a more
favorable sales mix of recurring software with high-quality
margins, managing our costs in a disciplined manner, and enhancing
our financial flexibility – we are well positioned to create
additional value for our clients, employees, and shareholders going
forward." Leib concluded.
Net Sales
Net sales in the fourth quarter of 2022 were $167.7 million, a decrease of $65.1 million, or 28.0%, from the fourth quarter
of 2021. Net sales decreased due to lower capital markets
transactional volumes and Venue dataroom activity, which, in
aggregate, decreased approximately $57
million year-over-year, and lower print volumes as a result
of regulatory impacts eliminating print requirements, partially
offset by higher software solutions net sales in Arc Suite and
ActiveDisclosure.
Net Earnings
For the fourth quarter of 2022, net earnings were $10.9 million, or $0.36 per diluted share, as compared to
$25.6 million, or $0.73 per diluted share, in the fourth quarter of
2021. Net earnings in the fourth quarter of 2022 included after-tax
charges of $7.1 million, or
$0.23 per diluted share, primarily
related to share-based compensation expense and restructuring,
impairment and other charges, net. Net earnings in the fourth
quarter of 2021 included after-tax charges of $12.1 million, or $0.34 per diluted share, primarily due to loss on
debt extinguishments, restructuring, impairment and other charges,
net and share-based compensation expense.
Adjusted EBITDA and Non-GAAP Net Earnings
For the fourth quarter of 2022, Adjusted EBITDA was $39.3 million, a decrease of $22.0 million as compared to the fourth quarter
of 2021. For the fourth quarter of 2022, Adjusted EBITDA margin was
23.4%, a decrease of approximately 290 basis points as compared to
the fourth quarter of 2021. The decrease in Adjusted EBITDA and
Adjusted EBITDA margin was primarily driven by lower capital
markets transactional sales volumes, partially offset by lower
selling expense as a result of the decrease in sales volume, lower
incentive compensation expense, and the impact of cost savings
initiatives.
For the fourth quarter of 2022, non-GAAP net earnings were
$18.0 million, or $0.59 per diluted share, a decrease from
$37.7 million, or $1.07 per diluted share, in the fourth quarter of
2021.
Reconciliations of net earnings to Adjusted EBITDA, Adjusted
EBITDA margin, and non-GAAP net earnings are presented in tables
below.
Share Repurchase Program
During the fourth quarter of 2022, the Company repurchased
366,197 shares for $13.7 million at
an average price of $37.27 per share.
For full-year 2022, the Company repurchased 4,733,875 shares for
$152.5 million at an average price of
$32.21 per share. As of
December 31, 2022, the remaining share repurchase
authorization was $124.3 million.
Regulatory Impacts
The Company previously disclosed in a Current Report on Form 8-K
filed with the SEC on July 22, 2020,
that the implementation of SEC Rule 30e-3 (elimination or reduction
of print annual and semi-annual reports), Rule 498A (elimination or
reduction of print summary prospectus) and the Company's exiting of
certain printing and distribution relationships were expected to
reduce the Company's print-related 2021 net sales by approximately
$130 million to $140 million, with the associated reduction in
net earnings and Adjusted EBITDA of approximately $4 million to $7
million and approximately $5
million to $10 million,
respectively, in 2021.
In 2021, the Company realized reductions in net sales, net
earnings, and Adjusted EBITDA of approximately $100 million, $2
million and $3 million,
respectively. In 2022, the Company realized an incremental
reduction in print-related net sales of approximately $30 million with a de minimis impact on net
earnings and Adjusted EBITDA. For 2023, the Company does not expect
any additional material impact.
Company Results and Conference Call
DFIN's earnings press release for the fourth quarter and full
year 2022, which is included as Exhibit 99.1 to the Company's
Current Report on Form 8-K that has been furnished to the SEC on
February 21, 2023, is available on
the Company's investor relations website at
investor.dfinsolutions.com. A supplemental trending schedule of
historical results, including additional breakouts of segment-level
net sales, is also available on the Company's investor relations
website.
DFIN will hold a conference call and webcast on February 21, 2023 at 9:00
a.m. Eastern time to discuss financial results for the
fourth quarter of 2022, provide a general business update and
respond to analyst questions.
A live webcast of the call will also be available on the
Company's investor relations website. Please visit
investor.dfinsolutions.com at least fifteen minutes prior to
the start of the event to register, download and install any
necessary audio software.
If you are unable to participate live, a replay of the webcast
will be available following the conference call on the Company's
investor relations website, along with the earnings press release,
and related financial tables.
About DFIN
DFIN is a leading global risk and compliance solutions company.
We provide domain expertise, enterprise software and data analytics
for every stage of our clients' business and investment lifecycles.
Markets fluctuate, regulations evolve, technology advances, and
through it all, DFIN delivers confidence with the right solutions
in moments that matter. Learn about DFIN's end-to-end risk and
compliance solutions online at DFINsolutions.com or you can
also follow us on Twitter @DFINSolutions or on LinkedIn.
Use of Non-GAAP Information
This news release contains certain non-GAAP financial measures,
including non-GAAP gross profit, adjusted non-GAAP gross profit,
non-GAAP gross margin, adjusted non-GAAP selling, general, and
administrative expenses ("SG&A"), adjusted non-GAAP income from
operations, adjusted non-GAAP operating margin, Adjusted EBITDA,
Adjusted EBITDA margin, non-GAAP effective tax rate, adjusted
non-GAAP net earnings, adjusted non-GAAP diluted earnings per
share, Free Cash Flow and organic net sales. The Company believes
that these non-GAAP financial measures, when presented in
conjunction with comparable GAAP measures, provide useful
information about the Company's operating results and liquidity and
enhance the overall ability to assess the Company's financial
performance. The Company uses these measures, together with other
measures of performance under GAAP, to compare the relative
performance of operations in planning, budgeting and reviewing the
performance of its business.
The Company's non-GAAP statement of operations measures, which
include non-GAAP gross profit, adjusted non-GAAP gross profit,
non-GAAP gross margin, adjusted non-GAAP SG&A, adjusted
non-GAAP income from operations, adjusted non-GAAP operating
margin, Adjusted EBITDA, Adjusted EBITDA margin, non-GAAP effective
tax rate, adjusted non-GAAP net earnings and adjusted non-GAAP
diluted earnings per share, are adjusted to exclude the impact of
certain costs, expenses, gains and losses and other specified items
that management believes are not indicative of our ongoing
operations. These adjusted measures exclude the impact of expenses
associated with the Company's COVID-19 related recoveries, LSC
multiemployer pension plans obligations, non-income tax, net,
accelerated rent expense, share-based compensation and eliminate
potential differences in results of operations between periods
caused by factors such as historic cost and age of assets,
financing and capital structures, taxation positions or regimes,
restructuring, impairment and other charges, net and gain or loss
on certain equity investments, business sales and asset
sales.
Free Cash Flow is a non-GAAP financial measure and is defined by
the Company as net cash flow provided by operating activities less
capital expenditures. By adjusting for the level of capital
investment in operations, the Company believes that free cash flow
can provide useful additional basis for understanding the Company's
ability to generate cash after capital investment and provides a
comparison to peers with differing capital intensity.
Organic net sales is a non-GAAP financial measure and is defined
by the Company as reported net sales adjusted for the changes in
foreign currency exchange rates.
These non-GAAP financial measures should be considered in
addition to, not a substitute for, or superior to, measures of
financial performance prepared in accordance with GAAP. In
addition, these measures are defined differently by different
companies in our industry and, accordingly, such measures may not
be comparable to similarly-titled measures of other companies.
Use of Forward-Looking Statements
This news release includes certain "forward-looking statements"
within the meaning of, and subject to the safe harbor created by,
Section 21E of the Securities Exchange Act of 1934, as amended,
with respect to the business, strategy and plans of DFIN and its
expectations relating to future financial condition and
performance. Statements that are not historical facts, including
statements about DFIN management's beliefs and expectations, are
forward-looking statements. Words such as "believes,"
"anticipates," "estimates," "expects," "intends," "aims,"
"potential," "will," "would," "could," "considered," "likely,"
"estimate" and variations of these words and similar future or
conditional expressions are intended to identify forward-looking
statements but are not the exclusive means of identifying such
statements. While DFIN believes these expectations, assumptions,
estimates and projections are reasonable, such forward-looking
statements are only predictions and involve known and unknown risks
and uncertainties, many of which are beyond DFIN's control. By
their nature, forward-looking statements involve risk and
uncertainty because they relate to events and depend upon future
circumstances that may or may not occur. Actual results may differ
materially from DFIN's current expectations depending upon a number
of factors affecting the business and risks associated with the
performance of the business. These factors include such risks and
uncertainties detailed in DFIN periodic public filings with the
SEC, including but not limited to those discussed under "Special
Note Regarding Forward-Looking Statements" and in Part I, Item 1A.
Risk Factors of DFIN's Annual Report on Form 10-K for the
fiscal year ended December 31, 2022,
those discussed under "Special Note Regarding Forward-Looking
Statements" in DFIN's Quarterly Reports on Form 10-Q, and in other
investor communications of DFIN's from time to time. DFIN does not
undertake to and specifically declines any obligation to publicly
release the results of any revisions to these forward-looking
statements that may be made to reflect future events or
circumstances after the date of such statement or to reflect the
occurrence of anticipated or unanticipated events.
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Condensed Consolidated
Balance Sheets
|
(UNAUDITED)
|
(in millions, except
per share data)
|
|
|
|
December 31,
2022
|
|
|
December 31,
2021
|
|
Assets
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
34.2
|
|
|
$
|
54.5
|
|
Receivables, less
allowances for expected losses of $17.1 in 2022 (2021 -
$12.7)
|
|
|
163.5
|
|
|
|
199.1
|
|
Prepaid expenses and
other current assets
|
|
|
28.1
|
|
|
|
23.5
|
|
Assets held for
sale
|
|
|
2.6
|
|
|
|
2.6
|
|
Total current
assets
|
|
|
228.4
|
|
|
|
279.7
|
|
Property, plant and
equipment, net
|
|
|
17.6
|
|
|
|
18.7
|
|
Operating lease
right-of-use assets
|
|
|
33.3
|
|
|
|
42.6
|
|
Software,
net
|
|
|
75.6
|
|
|
|
63.7
|
|
Goodwill
|
|
|
405.8
|
|
|
|
410.0
|
|
Other intangible
assets, net
|
|
|
7.8
|
|
|
|
8.7
|
|
Deferred income taxes,
net
|
|
|
33.4
|
|
|
|
31.7
|
|
Other noncurrent
assets
|
|
|
26.4
|
|
|
|
28.2
|
|
Total
assets
|
|
$
|
828.3
|
|
|
$
|
883.3
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
49.2
|
|
|
$
|
36.3
|
|
Operating lease
liabilities
|
|
|
16.3
|
|
|
|
17.9
|
|
Accrued
liabilities
|
|
|
159.3
|
|
|
|
207.2
|
|
Total current
liabilities
|
|
|
224.8
|
|
|
|
261.4
|
|
Long-term
debt
|
|
|
169.2
|
|
|
|
124.0
|
|
Deferred compensation
liabilities
|
|
|
13.6
|
|
|
|
19.8
|
|
Pension and other
postretirement benefits plans liabilities
|
|
|
42.9
|
|
|
|
40.6
|
|
Noncurrent operating
lease liabilities
|
|
|
28.4
|
|
|
|
39.4
|
|
Other noncurrent
liabilities
|
|
|
19.9
|
|
|
|
21.1
|
|
Total
liabilities
|
|
|
498.8
|
|
|
|
506.3
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
Preferred stock, $0.01
par value
|
|
|
|
|
|
|
Authorized: 1.0
shares; Issued: None
|
|
|
—
|
|
|
|
—
|
|
Common stock, $0.01
par value
|
|
|
|
|
|
|
Authorized: 65.0
shares;
|
|
|
|
|
|
|
Issued and
Outstanding: 36.9 shares and 28.9 shares in 2022 (2021 - 35.9
shares and 33.0 shares)
|
|
|
0.4
|
|
|
|
0.4
|
|
Treasury stock, at
cost: 8.0 shares in 2022 (2021 - 2.9 shares)
|
|
|
(221.8)
|
|
|
|
(57.1)
|
|
Additional paid-in
capital
|
|
|
280.2
|
|
|
|
260.6
|
|
Retained
earnings
|
|
|
353.9
|
|
|
|
251.4
|
|
Accumulated other
comprehensive loss
|
|
|
(83.2)
|
|
|
|
(78.3)
|
|
Total
equity
|
|
|
329.5
|
|
|
|
377.0
|
|
Total liabilities
and equity
|
|
$
|
828.3
|
|
|
$
|
883.3
|
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Condensed Consolidated
Statements of Operations
|
(UNAUDITED)
|
(in millions, except
per share data)
|
|
|
|
Three Months
Ended
December 31,
|
|
|
Twelve Months
Ended
December 31,
|
|
|
|
2022
|
|
|
2021
|
|
|
2022
|
|
|
2021
|
|
Net sales
|
|
|
|
|
|
|
|
|
|
|
|
|
Tech-enabled
services
|
|
$
|
68.5
|
|
|
$
|
124.9
|
|
|
$
|
380.9
|
|
|
$
|
519.5
|
|
Software
solutions
|
|
|
68.7
|
|
|
|
73.8
|
|
|
|
279.6
|
|
|
|
270.0
|
|
Print and
distribution
|
|
|
30.5
|
|
|
|
34.1
|
|
|
|
173.1
|
|
|
|
203.8
|
|
Total net
sales
|
|
|
167.7
|
|
|
|
232.8
|
|
|
|
833.6
|
|
|
|
993.3
|
|
Cost of sales
(a)
|
|
|
|
|
|
|
|
|
|
|
|
|
Tech-enabled
services
|
|
|
27.9
|
|
|
|
39.0
|
|
|
|
141.1
|
|
|
|
162.3
|
|
Software
solutions
|
|
|
28.3
|
|
|
|
28.8
|
|
|
|
113.4
|
|
|
|
105.3
|
|
Print and
distribution
|
|
|
19.5
|
|
|
|
24.4
|
|
|
|
115.7
|
|
|
|
145.5
|
|
Total cost of
sales
|
|
|
75.7
|
|
|
|
92.2
|
|
|
|
370.2
|
|
|
|
413.1
|
|
Selling, general and
administrative expenses (a)
|
|
|
58.5
|
|
|
|
82.1
|
|
|
|
264.0
|
|
|
|
307.7
|
|
Depreciation and
amortization
|
|
|
12.7
|
|
|
|
10.4
|
|
|
|
46.3
|
|
|
|
40.3
|
|
Restructuring,
impairment and other charges, net
|
|
|
3.1
|
|
|
|
6.7
|
|
|
|
7.7
|
|
|
|
13.6
|
|
Other operating loss
(income), net
|
|
|
0.6
|
|
|
|
—
|
|
|
|
0.4
|
|
|
|
(0.7)
|
|
Income from
operations
|
|
|
17.1
|
|
|
|
41.4
|
|
|
|
145.0
|
|
|
|
219.3
|
|
Interest expense,
net
|
|
|
3.3
|
|
|
|
9.5
|
|
|
|
9.2
|
|
|
|
26.6
|
|
Investment and other
income, net
|
|
|
(0.2)
|
|
|
|
(1.1)
|
|
|
|
(3.5)
|
|
|
|
(5.1)
|
|
Earnings before
income taxes
|
|
|
14.0
|
|
|
|
33.0
|
|
|
|
139.3
|
|
|
|
197.8
|
|
Income tax
expense
|
|
|
3.1
|
|
|
|
7.4
|
|
|
|
36.8
|
|
|
|
51.9
|
|
Net
earnings
|
|
$
|
10.9
|
|
|
$
|
25.6
|
|
|
$
|
102.5
|
|
|
$
|
145.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings per
share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.37
|
|
|
$
|
0.77
|
|
|
$
|
3.33
|
|
|
$
|
4.36
|
|
Diluted
|
|
$
|
0.36
|
|
|
$
|
0.73
|
|
|
$
|
3.17
|
|
|
$
|
4.14
|
|
Weighted-average
number of common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
29.1
|
|
|
|
33.2
|
|
|
|
30.8
|
|
|
|
33.5
|
|
Diluted
|
|
|
30.7
|
|
|
|
35.1
|
|
|
|
32.3
|
|
|
|
35.2
|
|
__________
|
(a) Exclusive of
depreciation and amortization.
|
|
|
Three Months
Ended
December 31,
|
|
|
Twelve Months
Ended
December 31,
|
|
|
|
2022
|
|
|
2021
|
|
|
2022
|
|
|
2021
|
|
Components of
depreciation and amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
sales
|
|
$
|
11.7
|
|
|
$
|
9.5
|
|
|
$
|
43.0
|
|
|
$
|
36.7
|
|
Selling, general and
administrative expenses
|
|
|
1.0
|
|
|
|
0.9
|
|
|
|
3.3
|
|
|
|
3.6
|
|
Total depreciation and
amortization
|
|
$
|
12.7
|
|
|
$
|
10.4
|
|
|
$
|
46.3
|
|
|
$
|
40.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
information:
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
(b)
|
|
$
|
80.3
|
|
|
$
|
131.1
|
|
|
$
|
420.4
|
|
|
$
|
543.5
|
|
Exclude: Depreciation
and amortization
|
|
|
11.7
|
|
|
|
9.5
|
|
|
|
43.0
|
|
|
|
36.7
|
|
Non-GAAP gross
profit
|
|
$
|
92.0
|
|
|
$
|
140.6
|
|
|
$
|
463.4
|
|
|
$
|
580.2
|
|
Gross margin
(b)
|
|
|
47.9
|
%
|
|
|
56.3
|
%
|
|
|
50.4
|
%
|
|
|
54.7
|
%
|
Non-GAAP gross
margin
|
|
|
54.9
|
%
|
|
|
60.4
|
%
|
|
|
55.6
|
%
|
|
|
58.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SG&A as a % of
total net sales (a)
|
|
|
34.9
|
%
|
|
|
35.3
|
%
|
|
|
31.7
|
%
|
|
|
31.0
|
%
|
Operating
margin
|
|
|
10.2
|
%
|
|
|
17.8
|
%
|
|
|
17.4
|
%
|
|
|
22.1
|
%
|
Effective tax
rate
|
|
|
22.1
|
%
|
|
|
22.4
|
%
|
|
|
26.4
|
%
|
|
|
26.2
|
%
|
__________
|
(b)
Inclusive of depreciation and amortization.
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of GAAP
to Non-GAAP Measures
|
For the Three and
Twelve Months Ended December 31, 2022
|
(UNAUDITED)
|
(in millions, except
per share data)
|
|
|
|
For the Three Months
Ended December 31, 2022
|
|
|
|
Gross
profit
|
|
|
SG&A
(a)
|
|
|
Income (loss)
from
operations
|
|
|
Operating
margin
|
|
|
Net
earnings (loss)
|
|
|
Net
earnings (loss)
per diluted
share
|
|
GAAP basis
measures
|
|
$
|
80.3
|
|
|
$
|
58.5
|
|
|
$
|
17.1
|
|
|
|
10.2
|
%
|
|
$
|
10.9
|
|
|
$
|
0.36
|
|
Exclude: Depreciation
and amortization
|
|
|
11.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP basis
measures
|
|
|
92.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP % of total
net sales
|
|
|
54.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
—
|
|
|
|
—
|
|
|
|
3.1
|
|
|
|
1.8
|
%
|
|
|
2.3
|
|
|
|
0.07
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
(5.4)
|
|
|
|
5.4
|
|
|
|
3.2
|
%
|
|
|
4.0
|
|
|
|
0.13
|
|
Non-income tax,
net
|
|
|
—
|
|
|
|
0.2
|
|
|
|
(0.2)
|
|
|
|
(0.1)
|
%
|
|
|
(0.1)
|
|
|
|
—
|
|
COVID-19 related
recoveries
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
(0.1)
|
%
|
|
|
(0.1)
|
|
|
|
—
|
|
Accelerated rent
expense
|
|
|
0.5
|
|
|
|
(0.1)
|
|
|
|
0.6
|
|
|
|
0.4
|
%
|
|
|
0.5
|
|
|
|
0.02
|
|
Loss on sale of a
business
|
|
|
—
|
|
|
|
—
|
|
|
|
0.7
|
|
|
|
0.4
|
%
|
|
|
0.4
|
|
|
|
0.01
|
|
Disposition-related
expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
0.1
|
%
|
|
|
0.1
|
|
|
|
—
|
|
Total Non-GAAP
adjustments (b)
|
|
|
0.3
|
|
|
|
(5.3)
|
|
|
|
9.5
|
|
|
|
5.7
|
%
|
|
|
7.1
|
|
|
|
0.23
|
|
Adjusted Non-GAAP
measures (b)
|
|
$
|
92.3
|
|
|
$
|
53.2
|
|
|
$
|
26.6
|
|
|
|
15.9
|
%
|
|
$
|
18.0
|
|
|
$
|
0.59
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Twelve
Months Ended December 31, 2022
|
|
|
|
Gross
profit
|
|
|
SG&A
(a)
|
|
|
Income
(loss)
from
operations
|
|
|
Operating
margin
|
|
|
Net
earnings (loss)
|
|
|
Net
earnings (loss)
per diluted
share
|
|
GAAP basis
measures
|
|
$
|
420.4
|
|
|
$
|
264.0
|
|
|
$
|
145.0
|
|
|
|
17.4
|
%
|
|
$
|
102.5
|
|
|
$
|
3.17
|
|
Exclude: Depreciation
and amortization
|
|
|
43.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP basis
measures
|
|
|
463.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP % of total
net sales
|
|
|
55.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
—
|
|
|
|
—
|
|
|
|
7.7
|
|
|
|
0.9
|
%
|
|
|
5.7
|
|
|
|
0.18
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
(19.3)
|
|
|
|
19.3
|
|
|
|
2.3
|
%
|
|
|
12.1
|
|
|
|
0.37
|
|
Non-income tax,
net
|
|
|
—
|
|
|
|
0.9
|
|
|
|
(0.9)
|
|
|
|
(0.1)
|
%
|
|
|
(0.6)
|
|
|
|
(0.02)
|
|
Gain on sale of
long-lived assets
|
|
|
—
|
|
|
|
0.2
|
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
(0.01)
|
|
COVID-19 related
recoveries
|
|
|
(0.4)
|
|
|
|
0.1
|
|
|
|
(0.5)
|
|
|
|
(0.1)
|
%
|
|
|
(0.3)
|
|
|
|
(0.01)
|
|
Accelerated rent
expense
|
|
|
0.6
|
|
|
|
(0.2)
|
|
|
|
0.8
|
|
|
|
0.1
|
%
|
|
|
0.6
|
|
|
|
0.02
|
|
Loss on sale of a
business
|
|
|
—
|
|
|
|
—
|
|
|
|
0.7
|
|
|
|
0.1
|
%
|
|
|
0.4
|
|
|
|
0.01
|
|
Disposition-related
expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
—
|
|
Gain on equity
investment
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.4)
|
|
|
|
(0.01)
|
|
Total Non-GAAP
adjustments (b)
|
|
|
0.2
|
|
|
|
(18.3)
|
|
|
|
27.0
|
|
|
|
3.2
|
%
|
|
|
17.4
|
|
|
|
0.54
|
|
Adjusted Non-GAAP
measures (b)
|
|
$
|
463.6
|
|
|
$
|
245.7
|
|
|
$
|
172.0
|
|
|
|
20.6
|
%
|
|
$
|
119.9
|
|
|
$
|
3.71
|
|
__________
|
(a)
|
Exclusive of
depreciation and amortization.
|
(b)
|
Totals may not foot due
to rounding.
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of GAAP
to Non-GAAP Measures
|
For the Three and
Twelve Months Ended December 31, 2021
|
(UNAUDITED)
|
(in millions, except
per share data)
|
|
|
|
For the Three Months
Ended December 31, 2021
|
|
|
|
Gross
profit
|
|
|
SG&A
(a)
|
|
|
Income
(loss)
from
operations
|
|
|
Operating
margin
|
|
|
Net
earnings (loss)
|
|
|
Net earnings
(loss)
per diluted
share
|
|
GAAP basis
measures
|
|
$
|
131.1
|
|
|
$
|
82.1
|
|
|
$
|
41.4
|
|
|
|
17.8
|
%
|
|
$
|
25.6
|
|
|
$
|
0.73
|
|
Exclude: Depreciation
and amortization
|
|
|
9.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP basis
measures
|
|
|
140.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP % of total
net sales
|
|
|
60.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
—
|
|
|
|
—
|
|
|
|
6.7
|
|
|
|
2.9
|
%
|
|
|
4.9
|
|
|
|
0.14
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
(5.3)
|
|
|
|
5.3
|
|
|
|
2.3
|
%
|
|
|
3.7
|
|
|
|
0.11
|
|
LSC multiemployer
pension plan obligation
|
|
|
—
|
|
|
|
2.3
|
|
|
|
(2.3)
|
|
|
|
(1.0)
|
%
|
|
|
(1.7)
|
|
|
|
(0.05)
|
|
Non-income tax,
net
|
|
|
—
|
|
|
|
0.2
|
|
|
|
(0.2)
|
|
|
|
(0.1)
|
%
|
|
|
(0.2)
|
|
|
|
(0.01)
|
|
Loss on debt
extinguishment (c)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5.4
|
|
|
|
0.16
|
|
Total Non-GAAP
adjustments (b)
|
|
|
—
|
|
|
|
(2.8)
|
|
|
|
9.5
|
|
|
|
4.1
|
%
|
|
|
12.1
|
|
|
|
0.34
|
|
Adjusted Non-GAAP
measures (b)
|
|
$
|
140.6
|
|
|
$
|
79.3
|
|
|
$
|
50.9
|
|
|
|
21.9
|
%
|
|
$
|
37.7
|
|
|
$
|
1.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Twelve
Months Ended December 31, 2021
|
|
|
|
Gross
profit
|
|
|
SG&A
(a)
|
|
|
Income
(loss)
from
operations
|
|
|
Operating
margin
|
|
|
Net
earnings (loss)
|
|
|
Net
earnings (loss)
per diluted
share
|
|
GAAP basis
measures
|
|
$
|
543.5
|
|
|
$
|
307.7
|
|
|
$
|
219.3
|
|
|
|
22.1
|
%
|
|
$
|
145.9
|
|
|
$
|
4.14
|
|
Exclude: Depreciation
and amortization
|
|
|
36.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP basis
measures
|
|
|
580.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP % of total
net sales
|
|
|
58.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
—
|
|
|
|
—
|
|
|
|
13.6
|
|
|
|
1.4
|
%
|
|
|
9.9
|
|
|
|
0.28
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
(19.5)
|
|
|
|
19.5
|
|
|
|
2.0
|
%
|
|
|
9.9
|
|
|
|
0.28
|
|
LSC multiemployer
pension plan obligation
|
|
|
—
|
|
|
|
(5.4)
|
|
|
|
5.4
|
|
|
|
0.5
|
%
|
|
|
3.9
|
|
|
|
0.11
|
|
Non-income tax,
net
|
|
|
—
|
|
|
|
1.6
|
|
|
|
(1.6)
|
|
|
|
(0.2)
|
%
|
|
|
(1.2)
|
|
|
|
(0.03)
|
|
COVID-19 related
recoveries
|
|
|
(1.0)
|
|
|
|
—
|
|
|
|
(1.0)
|
|
|
|
(0.1)
|
%
|
|
|
(0.7)
|
|
|
|
(0.02)
|
|
Gain on sale of
long-lived assets, net
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.7)
|
|
|
|
(0.1)
|
%
|
|
|
(0.5)
|
|
|
|
(0.01)
|
|
Gain on equity
investments, net
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.3)
|
|
|
|
(0.01)
|
|
Loss on debt
extinguishment (c)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5.4
|
|
|
|
0.16
|
|
Total Non-GAAP
adjustments (b)
|
|
|
(1.0)
|
|
|
|
(23.3)
|
|
|
|
35.2
|
|
|
|
3.5
|
%
|
|
|
26.4
|
|
|
|
0.75
|
|
Adjusted Non-GAAP
measures (b)
|
|
$
|
579.2
|
|
|
$
|
284.4
|
|
|
$
|
254.5
|
|
|
|
25.6
|
%
|
|
$
|
172.3
|
|
|
$
|
4.89
|
|
__________
|
(a)
|
Exclusive of
depreciation and amortization.
|
(b)
|
Totals may not foot due
to rounding.
|
(c)
|
Loss on debt
extinguishment is recorded within interest expense, net in the
Company's Unaudited Condensed Consolidated Statements of
Operations.
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Segment GAAP to
Non-GAAP Reconciliation and Supplementary Information
|
For the Three Months
Ended December 31, 2022 and 2021
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
Capital
Markets -
Software
Solutions
|
|
|
Capital Markets
-
Compliance and
Communications
Management
|
|
|
Investment
Companies -
Software
Solutions
|
|
|
Investment
Companies -
Compliance and
Communications
Management
|
|
|
Corporate
|
|
|
Consolidated
|
|
For the Three Months
Ended December 31, 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
43.4
|
|
|
$
|
73.4
|
|
|
$
|
25.3
|
|
|
$
|
25.6
|
|
|
$
|
—
|
|
|
$
|
167.7
|
|
Income (loss) from
operations
|
|
|
1.7
|
|
|
|
19.8
|
|
|
|
5.9
|
|
|
|
3.4
|
|
|
|
(13.7)
|
|
|
|
17.1
|
|
Operating margin
%
|
|
|
3.9
|
%
|
|
|
27.0
|
%
|
|
|
23.3
|
%
|
|
|
13.3
|
%
|
|
nm
|
|
|
|
10.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
0.4
|
|
|
|
1.5
|
|
|
|
0.3
|
|
|
|
0.8
|
|
|
|
0.1
|
|
|
|
3.1
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5.4
|
|
|
|
5.4
|
|
Non-income tax,
net
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
COVID-19 related
recoveries
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
Accelerated rent
expense
|
|
|
0.2
|
|
|
|
0.3
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
—
|
|
|
|
0.6
|
|
Loss on sale of a
business
|
|
|
0.7
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
0.7
|
|
Disposition-related
expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
0.1
|
|
Total Non-GAAP
adjustments
|
|
|
1.2
|
|
|
|
1.6
|
|
|
|
0.2
|
|
|
|
0.9
|
|
|
|
5.6
|
|
|
|
9.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income (loss)
from operations
|
|
$
|
2.9
|
|
|
$
|
21.4
|
|
|
$
|
6.1
|
|
|
$
|
4.3
|
|
|
$
|
(8.1)
|
|
|
$
|
26.6
|
|
Non-GAAP operating
margin %
|
|
|
6.7
|
%
|
|
|
29.2
|
%
|
|
|
24.1
|
%
|
|
|
16.8
|
%
|
|
nm
|
|
|
|
15.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
6.3
|
|
|
|
2.0
|
|
|
|
3.2
|
|
|
|
1.2
|
|
|
|
—
|
|
|
|
12.7
|
|
Adjusted
EBITDA
|
|
$
|
9.2
|
|
|
$
|
23.4
|
|
|
$
|
9.3
|
|
|
$
|
5.5
|
|
|
$
|
(8.1)
|
|
|
$
|
39.3
|
|
Adjusted EBITDA margin
%
|
|
|
21.2
|
%
|
|
|
31.9
|
%
|
|
|
36.8
|
%
|
|
|
21.5
|
%
|
|
nm
|
|
|
|
23.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
|
7.4
|
|
|
$
|
1.4
|
|
|
$
|
3.8
|
|
|
$
|
0.9
|
|
|
$
|
1.3
|
|
|
$
|
14.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended December 31, 2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
50.6
|
|
|
$
|
127.4
|
|
|
$
|
23.2
|
|
|
$
|
31.6
|
|
|
$
|
—
|
|
|
$
|
232.8
|
|
Income (loss) from
operations
|
|
|
7.1
|
|
|
|
51.1
|
|
|
|
2.0
|
|
|
|
3.8
|
|
|
|
(22.6)
|
|
|
|
41.4
|
|
Operating margin
%
|
|
|
14.0
|
%
|
|
|
40.1
|
%
|
|
|
8.6
|
%
|
|
|
12.0
|
%
|
|
nm
|
|
|
|
17.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
0.1
|
|
|
|
0.2
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6.4
|
|
|
|
6.7
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5.3
|
|
|
|
5.3
|
|
LSC multiemployer
pension plans obligation
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(2.3)
|
|
|
|
(2.3)
|
|
Non-income tax,
net
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
COVID-19 related
recoveries
|
|
|
—
|
|
|
|
0.1
|
|
|
|
—
|
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
—
|
|
Total Non-GAAP
adjustments
|
|
|
—
|
|
|
|
0.3
|
|
|
|
(0.1)
|
|
|
|
(0.1)
|
|
|
|
9.4
|
|
|
|
9.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income (loss)
from operations
|
|
$
|
7.1
|
|
|
$
|
51.4
|
|
|
$
|
1.9
|
|
|
$
|
3.7
|
|
|
$
|
(13.2)
|
|
|
$
|
50.9
|
|
Non-GAAP operating
margin %
|
|
|
14.0
|
%
|
|
|
40.3
|
%
|
|
|
8.2
|
%
|
|
|
11.7
|
%
|
|
nm
|
|
|
|
21.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
4.7
|
|
|
|
1.4
|
|
|
|
2.8
|
|
|
|
1.3
|
|
|
|
0.2
|
|
|
|
10.4
|
|
Adjusted
EBITDA
|
|
$
|
11.8
|
|
|
$
|
52.8
|
|
|
$
|
4.7
|
|
|
$
|
5.0
|
|
|
$
|
(13.0)
|
|
|
$
|
61.3
|
|
Adjusted EBITDA margin
%
|
|
|
23.3
|
%
|
|
|
41.4
|
%
|
|
|
20.3
|
%
|
|
|
15.8
|
%
|
|
nm
|
|
|
|
26.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
|
6.5
|
|
|
$
|
0.9
|
|
|
$
|
4.3
|
|
|
$
|
0.6
|
|
|
$
|
1.8
|
|
|
$
|
14.1
|
|
__________
|
nm - Not
meaningful
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Segment GAAP to
Non-GAAP Reconciliation and Supplementary Information
|
For the Twelve Months
Ended December 31, 2022 and 2021
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
Capital
Markets -
Software
Solutions
|
|
|
Capital Markets
-
Compliance and
Communications
Management
|
|
|
Investment
Companies -
Software
Solutions
|
|
|
Investment
Companies -
Compliance and
Communications
Management
|
|
|
Corporate
|
|
|
Consolidated
|
|
For the Twelve
Months Ended December 31, 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
180.2
|
|
|
$
|
410.3
|
|
|
$
|
99.4
|
|
|
$
|
143.7
|
|
|
$
|
—
|
|
|
$
|
833.6
|
|
Income (loss) from
operations
|
|
|
13.5
|
|
|
|
131.4
|
|
|
|
21.9
|
|
|
|
35.7
|
|
|
|
(57.5)
|
|
|
|
145.0
|
|
Operating margin
%
|
|
|
7.5
|
%
|
|
|
32.0
|
%
|
|
|
22.0
|
%
|
|
|
24.8
|
%
|
|
nm
|
|
|
|
17.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
1.5
|
|
|
|
3.7
|
|
|
|
0.5
|
|
|
|
1.4
|
|
|
|
0.6
|
|
|
|
7.7
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
19.3
|
|
|
|
19.3
|
|
Non-income tax,
net
|
|
|
(0.6)
|
|
|
|
(0.1)
|
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.9)
|
|
Gain on sale of
long-lived assets
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
COVID-19 related
recoveries
|
|
|
—
|
|
|
|
(0.5)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.5)
|
|
Loss on sale of a
business
|
|
|
0.7
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
0.7
|
|
Accelerated rent
expense
|
|
|
0.2
|
|
|
|
0.4
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
0.1
|
|
|
|
0.8
|
|
Disposition-related
expenses
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
0.1
|
|
|
|
0.1
|
|
Total Non-GAAP
adjustments
|
|
|
1.8
|
|
|
|
3.3
|
|
|
|
0.3
|
|
|
|
1.5
|
|
|
|
20.1
|
|
|
|
27.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income (loss)
from operations
|
|
$
|
15.3
|
|
|
$
|
134.7
|
|
|
$
|
22.2
|
|
|
$
|
37.2
|
|
|
$
|
(37.4)
|
|
|
$
|
172.0
|
|
Non-GAAP operating
margin %
|
|
|
8.5
|
%
|
|
|
32.8
|
%
|
|
|
22.3
|
%
|
|
|
25.9
|
%
|
|
nm
|
|
|
|
20.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
23.0
|
|
|
|
6.7
|
|
|
|
11.9
|
|
|
|
4.6
|
|
|
|
0.1
|
|
|
|
46.3
|
|
Adjusted
EBITDA
|
|
$
|
38.3
|
|
|
$
|
141.4
|
|
|
$
|
34.1
|
|
|
$
|
41.8
|
|
|
$
|
(37.3)
|
|
|
$
|
218.3
|
|
Adjusted EBITDA margin
%
|
|
|
21.3
|
%
|
|
|
34.5
|
%
|
|
|
34.3
|
%
|
|
|
29.1
|
%
|
|
nm
|
|
|
|
26.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
|
27.0
|
|
|
$
|
5.0
|
|
|
$
|
15.6
|
|
|
$
|
3.0
|
|
|
$
|
3.6
|
|
|
$
|
54.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Twelve
Months Ended December 31, 2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
181.0
|
|
|
$
|
561.5
|
|
|
$
|
89.0
|
|
|
$
|
161.8
|
|
|
$
|
—
|
|
|
$
|
993.3
|
|
Income (loss) from
operations
|
|
|
30.4
|
|
|
|
242.6
|
|
|
|
8.9
|
|
|
|
15.0
|
|
|
|
(77.6)
|
|
|
|
219.3
|
|
Operating margin
%
|
|
|
16.8
|
%
|
|
|
43.2
|
%
|
|
|
10.0
|
%
|
|
|
9.3
|
%
|
|
nm
|
|
|
|
22.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
0.4
|
|
|
|
3.5
|
|
|
|
0.1
|
|
|
|
2.9
|
|
|
|
6.7
|
|
|
|
13.6
|
|
Share-based
compensation expense
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
19.5
|
|
|
|
19.5
|
|
LSC multiemployer
pension plans obligation
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5.4
|
|
|
|
5.4
|
|
Non-income tax,
net
|
|
|
(1.0)
|
|
|
|
(0.2)
|
|
|
|
(0.3)
|
|
|
|
(0.1)
|
|
|
|
—
|
|
|
|
(1.6)
|
|
Gain on sale of
long-lived assets, net
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.7)
|
|
|
|
—
|
|
|
|
(0.7)
|
|
COVID-19 related
recoveries
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
(0.8)
|
|
|
|
—
|
|
|
|
(1.0)
|
|
Total Non-GAAP
adjustments
|
|
|
(0.6)
|
|
|
|
3.1
|
|
|
|
(0.2)
|
|
|
|
1.3
|
|
|
|
31.6
|
|
|
|
35.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP income (loss)
from operations
|
|
$
|
29.8
|
|
|
$
|
245.7
|
|
|
$
|
8.7
|
|
|
$
|
16.3
|
|
|
$
|
(46.0)
|
|
|
$
|
254.5
|
|
Non-GAAP operating
margin %
|
|
|
16.5
|
%
|
|
|
43.8
|
%
|
|
|
9.8
|
%
|
|
|
10.1
|
%
|
|
nm
|
|
|
|
25.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
16.7
|
|
|
|
5.9
|
|
|
|
12.6
|
|
|
|
4.7
|
|
|
|
0.4
|
|
|
|
40.3
|
|
Adjusted
EBITDA
|
|
$
|
46.5
|
|
|
$
|
251.6
|
|
|
$
|
21.3
|
|
|
$
|
21.0
|
|
|
$
|
(45.6)
|
|
|
$
|
294.8
|
|
Adjusted EBITDA margin
%
|
|
|
25.7
|
%
|
|
|
44.8
|
%
|
|
|
23.9
|
%
|
|
|
13.0
|
%
|
|
nm
|
|
|
|
29.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
|
18.8
|
|
|
$
|
3.0
|
|
|
$
|
13.0
|
|
|
$
|
2.9
|
|
|
$
|
4.6
|
|
|
$
|
42.3
|
|
__________
|
nm - Not
meaningful
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Condensed Consolidated
Statements of Cash Flows
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
For the Twelve
Months Ended
December 31,
|
|
|
|
2022
|
|
|
2021
|
|
Operating
Activities
|
|
|
|
|
|
|
Net earnings
|
|
$
|
102.5
|
|
|
$
|
145.9
|
|
Adjustments to
reconcile net earnings to net cash provided by operating
activities:
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
46.3
|
|
|
|
40.3
|
|
Provision for expected
losses on accounts receivable
|
|
|
8.4
|
|
|
|
2.8
|
|
Impairment
charges
|
|
|
0.1
|
|
|
|
9.2
|
|
Share-based
compensation
|
|
|
19.3
|
|
|
|
19.5
|
|
Non-cash loss on debt
extinguishments
|
|
|
—
|
|
|
|
2.6
|
|
Deferred income
taxes
|
|
|
(0.5)
|
|
|
|
(0.3)
|
|
Net pension plan
income
|
|
|
(0.9)
|
|
|
|
(4.2)
|
|
Amortization of
right-of-use assets
|
|
|
16.4
|
|
|
|
17.3
|
|
Other
|
|
|
1.8
|
|
|
|
0.8
|
|
Changes in operating
assets and liabilities, net of acquisition:
|
|
|
|
|
|
|
Accounts receivable,
net
|
|
|
24.4
|
|
|
|
(28.8)
|
|
Prepaid expenses and
other current assets
|
|
|
(3.2)
|
|
|
|
(6.2)
|
|
Accounts
payable
|
|
|
12.1
|
|
|
|
(19.8)
|
|
Income taxes payable
and receivable
|
|
|
(2.1)
|
|
|
|
(13.5)
|
|
Accrued liabilities
and other
|
|
|
(53.9)
|
|
|
|
36.6
|
|
Operating lease
liabilities
|
|
|
(18.9)
|
|
|
|
(20.8)
|
|
Pension and other
postretirement benefits plans contributions
|
|
|
(1.6)
|
|
|
|
(1.4)
|
|
Net cash provided by
operating activities
|
|
|
150.2
|
|
|
|
180.0
|
|
Investing
Activities
|
|
|
|
|
|
|
Capital
expenditures
|
|
|
(54.2)
|
|
|
|
(42.3)
|
|
Proceeds from sale of a
business
|
|
|
3.3
|
|
|
|
—
|
|
Acquisitions, net of
cash acquired
|
|
|
—
|
|
|
|
(3.6)
|
|
Other investing
activities
|
|
|
—
|
|
|
|
0.9
|
|
Net cash used in
investing activities
|
|
|
(50.9)
|
|
|
|
(45.0)
|
|
Financing
Activities
|
|
|
|
|
|
|
Revolving facility
borrowings
|
|
|
345.5
|
|
|
|
278.0
|
|
Payments on revolving
facility borrowings
|
|
|
(300.5)
|
|
|
|
(278.0)
|
|
Proceeds from issuance
of long-term debt
|
|
|
—
|
|
|
|
200.0
|
|
Payments on long-term
debt
|
|
|
—
|
|
|
|
(312.8)
|
|
Debt issuance
costs
|
|
|
—
|
|
|
|
(2.8)
|
|
Treasury share
repurchases
|
|
|
(164.7)
|
|
|
|
(40.9)
|
|
Proceeds from exercise
of stock options
|
|
|
0.4
|
|
|
|
2.3
|
|
Finance lease
payments
|
|
|
(1.8)
|
|
|
|
(0.8)
|
|
Other financing
activities
|
|
|
—
|
|
|
|
0.1
|
|
Net cash used in
financing activities
|
|
|
(121.1)
|
|
|
|
(154.9)
|
|
Effect of exchange rate
on cash and cash equivalents
|
|
|
1.5
|
|
|
|
0.8
|
|
Net decrease in cash
and cash equivalents
|
|
|
(20.3)
|
|
|
|
(19.1)
|
|
Cash and cash
equivalents at beginning of year
|
|
|
54.5
|
|
|
|
73.6
|
|
Cash and cash
equivalents at end of period
|
|
$
|
34.2
|
|
|
$
|
54.5
|
|
Supplemental cash
flow information:
|
|
|
|
|
|
|
Income taxes paid (net
of refunds)
|
|
$
|
38.4
|
|
|
$
|
65.0
|
|
Interest
paid
|
|
$
|
7.6
|
|
|
$
|
21.8
|
|
Additional
Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three
Months
Ended December 31,
|
|
|
For the Twelve
Months Ended
December 31,
|
|
|
|
2022
|
|
|
2021
|
|
|
2022
|
|
|
2021
|
|
Net cash provided by
operating activities
|
|
$
|
73.3
|
|
|
$
|
76.8
|
|
|
$
|
150.2
|
|
|
$
|
180.0
|
|
Less: capital
expenditures
|
|
|
14.8
|
|
|
|
14.1
|
|
|
|
54.2
|
|
|
|
42.3
|
|
Free Cash
Flow
|
|
$
|
58.5
|
|
|
$
|
62.7
|
|
|
$
|
96.0
|
|
|
$
|
137.7
|
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of
Reported to Organic Net Sales
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
Capital
Markets -
Software
Solutions
|
|
|
Capital Markets
-
Compliance and
Communications
Management
|
|
|
Investment
Companies -
Software
Solutions
|
|
|
Investment
Companies -
Compliance and
Communications
Management
|
|
|
Consolidated
|
|
Reported Net
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended December 31, 2022
|
|
$
|
43.4
|
|
|
$
|
73.4
|
|
|
$
|
25.3
|
|
|
$
|
25.6
|
|
|
$
|
167.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
Ended December 31, 2021
|
|
|
50.6
|
|
|
|
127.4
|
|
|
|
23.2
|
|
|
|
31.6
|
|
|
|
232.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
change
|
|
|
(14.2)
|
%
|
|
|
(42.4)
|
%
|
|
|
9.1
|
%
|
|
|
(19.0)
|
%
|
|
|
(28.0)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplementary
non-GAAP information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of changes in foreign exchange rates
|
|
|
(0.8)
|
%
|
|
|
(0.7)
|
%
|
|
|
(1.7)
|
%
|
|
|
(0.3)
|
%
|
|
|
(0.8)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of the EOL disposition
|
|
|
(2.2)
|
%
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.5)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net organic sales
change
|
|
|
(11.2)
|
%
|
|
|
(41.7)
|
%
|
|
|
10.8
|
%
|
|
|
(18.7)
|
%
|
|
|
(26.7)
|
%
|
|
|
Capital Markets -
Software Solutions
|
|
|
Capital Markets -
Compliance and Communications Management
|
|
|
Investment Companies
- Software Solutions
|
|
|
Investment Companies
- Compliance and Communications Management
|
|
|
Consolidated
|
|
Reported Net
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Twelve Months
Ended December 31, 2022
|
|
$
|
180.2
|
|
|
$
|
410.3
|
|
|
$
|
99.4
|
|
|
$
|
143.7
|
|
|
$
|
833.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Twelve Months
Ended December 31, 2021
|
|
|
181.0
|
|
|
|
561.5
|
|
|
|
89.0
|
|
|
|
161.8
|
|
|
|
993.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
change
|
|
|
(0.4)
|
%
|
|
|
(26.9)
|
%
|
|
|
11.7
|
%
|
|
|
(11.2)
|
%
|
|
|
(16.1)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplementary
non-GAAP information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of changes in foreign exchange rates
|
|
|
(0.8)
|
%
|
|
|
(0.6)
|
%
|
|
|
(1.7)
|
%
|
|
|
(0.1)
|
%
|
|
|
(0.6)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year-over-year impact
of the EOL disposition
|
|
|
(0.6)
|
%
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.1)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net organic sales
change
|
|
|
1.0
|
%
|
|
|
(26.3)
|
%
|
|
|
13.4
|
%
|
|
|
(11.1)
|
%
|
|
|
(15.4)
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of Net
Earnings to Adjusted EBITDA
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
For the Twelve
Months Ended
|
|
|
For the Three Months
Ended
|
|
|
|
December 31,
2022
|
|
|
December 31,
2022
|
|
|
September 30,
2022
|
|
|
June 30,
2022
|
|
|
March 31,
2022
|
|
Net
earnings
|
|
$
|
102.5
|
|
|
$
|
10.9
|
|
|
$
|
19.2
|
|
|
$
|
46.0
|
|
|
$
|
26.4
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
7.7
|
|
|
|
3.1
|
|
|
|
2.6
|
|
|
|
0.2
|
|
|
|
1.8
|
|
Share-based
compensation expense
|
|
|
19.3
|
|
|
|
5.4
|
|
|
|
4.4
|
|
|
|
5.9
|
|
|
|
3.6
|
|
Accelerated rent
expense
|
|
|
0.8
|
|
|
|
0.6
|
|
|
|
0.2
|
|
|
|
—
|
|
|
|
—
|
|
Loss on sale of a
business
|
|
|
0.7
|
|
|
|
0.7
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Disposition-related
expenses
|
|
|
0.1
|
|
|
|
0.1
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Non-income tax,
net
|
|
|
(0.9)
|
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
|
|
(0.2)
|
|
|
|
(0.3)
|
|
COVID-19 related
recoveries
|
|
|
(0.5)
|
|
|
|
(0.2)
|
|
|
|
(0.1)
|
|
|
|
(0.2)
|
|
|
|
—
|
|
Gain on equity
investment
|
|
|
(0.5)
|
|
|
|
—
|
|
|
|
(0.5)
|
|
|
|
—
|
|
|
|
—
|
|
Gain on sale of
long-lived assets
|
|
|
(0.2)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.2)
|
|
|
|
—
|
|
Depreciation and
amortization
|
|
|
46.3
|
|
|
|
12.7
|
|
|
|
11.7
|
|
|
|
11.2
|
|
|
|
10.7
|
|
Interest expense,
net
|
|
|
9.2
|
|
|
|
3.3
|
|
|
|
2.3
|
|
|
|
2.1
|
|
|
|
1.5
|
|
Investment and other
income, net
|
|
|
(3.0)
|
|
|
|
(0.2)
|
|
|
|
(2.3)
|
|
|
|
(0.3)
|
|
|
|
(0.2)
|
|
Income tax
expense
|
|
|
36.8
|
|
|
|
3.1
|
|
|
|
8.0
|
|
|
|
18.1
|
|
|
|
7.6
|
|
Total Non-GAAP
adjustments
|
|
|
115.8
|
|
|
|
28.4
|
|
|
|
26.1
|
|
|
|
36.6
|
|
|
|
24.7
|
|
Adjusted
EBITDA
|
|
$
|
218.3
|
|
|
$
|
39.3
|
|
|
$
|
45.3
|
|
|
$
|
82.6
|
|
|
$
|
51.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tech-enabled
services
|
|
$
|
380.9
|
|
|
$
|
68.5
|
|
|
$
|
87.4
|
|
|
$
|
133.3
|
|
|
$
|
91.7
|
|
Software
solutions
|
|
|
279.6
|
|
|
|
68.7
|
|
|
|
69.5
|
|
|
|
71.6
|
|
|
|
69.8
|
|
Print and
distribution
|
|
|
173.1
|
|
|
|
30.5
|
|
|
|
31.8
|
|
|
|
61.3
|
|
|
|
49.5
|
|
Total net
sales
|
|
$
|
833.6
|
|
|
$
|
167.7
|
|
|
$
|
188.7
|
|
|
$
|
266.2
|
|
|
$
|
211.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA margin
%
|
|
|
26.2
|
%
|
|
|
23.4
|
%
|
|
|
24.0
|
%
|
|
|
31.0
|
%
|
|
|
24.2
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Reconciliation of Net
Earnings to Adjusted EBITDA
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
For the Twelve
Months Ended
|
|
|
For the Three Months
Ended
|
|
|
|
December 31,
2021
|
|
|
December 31,
2021
|
|
|
September 30,
2021
|
|
|
June 30,
2021
|
|
|
March 31,
2021
|
|
Net
earnings
|
|
$
|
145.9
|
|
|
$
|
25.6
|
|
|
$
|
42.2
|
|
|
$
|
42.9
|
|
|
$
|
35.2
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring,
impairment and other charges, net
|
|
|
13.6
|
|
|
|
6.7
|
|
|
|
3.3
|
|
|
|
2.8
|
|
|
|
0.8
|
|
Share-based
compensation expense
|
|
|
19.5
|
|
|
|
5.3
|
|
|
|
5.2
|
|
|
|
5.9
|
|
|
|
3.1
|
|
LSC multiemployer
pension plans obligation
|
|
|
5.4
|
|
|
|
(2.3)
|
|
|
|
0.2
|
|
|
|
0.2
|
|
|
|
7.3
|
|
Non-income tax,
net
|
|
|
(1.6)
|
|
|
|
(0.2)
|
|
|
|
(0.5)
|
|
|
|
(1.0)
|
|
|
|
0.1
|
|
COVID-19 related
recoveries
|
|
|
(1.0)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(0.1)
|
|
|
|
(0.9)
|
|
Gain on sale of
long-lived assets, net
|
|
|
(0.7)
|
|
|
|
—
|
|
|
|
(0.7)
|
|
|
|
—
|
|
|
|
—
|
|
Gain on equity
investments, net
|
|
|
(0.4)
|
|
|
|
—
|
|
|
|
(0.6)
|
|
|
|
—
|
|
|
|
0.2
|
|
Depreciation and
amortization
|
|
|
40.3
|
|
|
|
10.4
|
|
|
|
10.0
|
|
|
|
10.1
|
|
|
|
9.8
|
|
Interest expense,
net
|
|
|
26.6
|
|
|
|
9.5
|
|
|
|
5.9
|
|
|
|
5.9
|
|
|
|
5.3
|
|
Investment and other
income, net
|
|
|
(4.7)
|
|
|
|
(1.1)
|
|
|
|
(1.1)
|
|
|
|
(1.5)
|
|
|
|
(1.0)
|
|
Income tax
expense
|
|
|
51.9
|
|
|
|
7.4
|
|
|
|
18.6
|
|
|
|
14.7
|
|
|
|
11.2
|
|
Total Non-GAAP
adjustments
|
|
|
148.9
|
|
|
|
35.7
|
|
|
|
40.3
|
|
|
|
37.0
|
|
|
|
35.9
|
|
Adjusted
EBITDA
|
|
$
|
294.8
|
|
|
$
|
61.3
|
|
|
$
|
82.5
|
|
|
$
|
79.9
|
|
|
$
|
71.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tech-enabled
services
|
|
$
|
519.5
|
|
|
$
|
124.9
|
|
|
$
|
142.1
|
|
|
$
|
134.0
|
|
|
$
|
118.5
|
|
Software
solutions
|
|
|
270.0
|
|
|
|
73.8
|
|
|
|
69.3
|
|
|
|
66.6
|
|
|
|
60.3
|
|
Print and
distribution
|
|
|
203.8
|
|
|
|
34.1
|
|
|
|
36.3
|
|
|
|
66.9
|
|
|
|
66.5
|
|
Total net
sales
|
|
$
|
993.3
|
|
|
$
|
232.8
|
|
|
$
|
247.7
|
|
|
$
|
267.5
|
|
|
$
|
245.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA margin
%
|
|
|
29.7
|
%
|
|
|
26.3
|
%
|
|
|
33.3
|
%
|
|
|
29.9
|
%
|
|
|
29.0
|
%
|
Donnelley Financial
Solutions, Inc. and Subsidiaries ("DFIN")
|
Debt and Liquidity
Summary
|
(UNAUDITED)
|
(in
millions)
|
|
|
|
December 31,
2022
|
|
|
December 31,
2021
|
|
Total
Liquidity
|
|
|
|
|
|
|
Availability
|
|
|
|
|
|
|
Stated amount of the
Revolving Facility (a)
|
|
$
|
300.0
|
|
|
$
|
300.0
|
|
Less: availability
reduction from covenants
|
|
|
—
|
|
|
|
—
|
|
Amount available under
the Revolving Facility
|
|
|
300.0
|
|
|
|
300.0
|
|
|
|
|
|
|
|
|
Usage
|
|
|
|
|
|
|
Borrowings under the
Revolving Facility
|
|
|
45.0
|
|
|
|
—
|
|
Impact on availability
related to outstanding
letters of
credit
|
|
|
—
|
|
|
|
2.2
|
|
Amount used under the
Revolving Facility
|
|
|
45.0
|
|
|
|
2.2
|
|
|
|
|
|
|
|
|
Availability under the
Revolving Facility
|
|
|
255.0
|
|
|
|
297.8
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
|
34.2
|
|
|
|
54.5
|
|
|
|
|
|
|
|
|
Net Available
Liquidity
|
|
$
|
289.2
|
|
|
$
|
352.3
|
|
|
|
|
|
|
|
|
Term Loan A
Facility
|
|
$
|
125.0
|
|
|
$
|
125.0
|
|
Borrowings under the
Revolving Facility
|
|
|
45.0
|
|
|
|
—
|
|
Unamortized debt
issuance costs
|
|
|
(0.8)
|
|
|
|
(1.0)
|
|
Total debt
|
|
$
|
169.2
|
|
|
$
|
124.0
|
|
|
|
|
|
|
|
|
Adjusted EBITDA for the
twelve months ended December 31, 2022 and 2021
|
|
$
|
218.3
|
|
|
$
|
294.8
|
|
|
|
|
|
|
|
|
Non-GAAP Gross
Leverage (defined as total debt divided by Adjusted
EBITDA)
|
|
|
0.8
|
x
|
|
|
0.4
|
x
|
|
|
|
|
|
|
|
Non-GAAP Net Debt
(defined as total debt less cash and cash equivalents)
|
|
|
135.0
|
|
|
|
69.5
|
|
|
|
|
|
|
|
|
Non-GAAP Net
Leverage (defined as non-GAAP Net Debt divided by Adjusted
EBITDA)
|
|
|
0.6
|
x
|
|
|
0.2
|
x
|
__________
|
(a)
|
The Company has a
$300.0 million senior secured revolving credit facility (the
"Revolving Facility"). The Revolving Facility is subject to a
number of covenants, including a minimum Interest Coverage Ratio
and a maximum Consolidated Net Leverage Ratio, both as defined and
calculated in the credit agreement. There was $45.0 million of
borrowings outstanding under the Revolving Facility as of
December 31, 2022, and no outstanding letters of credit that
reduced the availability under the Revolving Facility as of
December 31, 2022. Based on the Company's results of
operations for the twelve months ended December 31, 2022 and
existing debt, the Company would have had the ability to utilize
the remaining $255.0 million of the $300.0 million Revolving
Facility and not have been in violation of the terms of the
Revolving Facility agreement.
|
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SOURCE Donnelley Financial LLC