MISSOURI | 1-6089 | 44-0607856 |
(State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer |
incorporation or organization) | Identification No.) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
H&R BLOCK, INC. | |||
Date: | June 8, 2015 | By: | /s/ Scott W. Andreasen |
Scott W. Andreasen | |||
Vice President and Secretary |
• | Total revenues increased $54 million, or 1.8%, to $3.1 billion1 |
▪ | Adjusted EBITDA margin of 30.8% consistent with prior year2 |
▪ | Earnings per share from continuing operations of $1.75 3 |
Actual | Adjusted | |||||||||||||||
(in millions, except EPS) | Fiscal Year 2015 | Fiscal Year 2014 | Fiscal Year 2015 | Fiscal Year 2014 | ||||||||||||
Revenue | $ | 3,079 | $ | 3,024 | $ | 3,079 | $ | 3,024 | ||||||||
EBITDA | $ | 949 | $ | 940 | $ | 951 | $ | 932 | ||||||||
Pretax Income | $ | 743 | $ | 767 | $ | 745 | $ | 759 | ||||||||
Net Income | $ | 487 | $ | 500 | $ | 488 | $ | 495 | ||||||||
Weighted-Avg. Shares - Diluted | 277.1 | 276.0 | 277.1 | 276.0 | ||||||||||||
EPS | $ | 1.75 | $ | 1.81 | $ | 1.75 | $ | 1.79 | ||||||||
▪ | Revenues increased 1.9% to $3.1 billion, driven by improvements in tax return mix in both the company's assisted channel and DIY products, pricing increases, the impact of the franchise acquisitions, and DIY unit growth. Lower assisted return volumes and the impact of foreign currency translation partially offset the revenue increase. |
▪ | U.S. assisted tax preparation fees and royalties increased 2.3% to $2.1 billion, primarily due to improved return mix, pricing increases, and the impact of franchise acquisitions, offset partially by lower return volumes. |
▪ | DIY tax preparation fees increased 12.1% to $228.4 million due to client growth and improved monetization. |
▪ | Revenues related to Tax Plus products (H&R Block Emerald Advance® Line of Credit, refund transfers (formerly known as refund anticipation checks), H&R Block Emerald Prepaid MasterCard®, Peace of Mind®, and Tax Identity ShieldTM) declined 4.3% to $413.1 million, as lower return volume negatively impacted product sales. |
▪ | International return volume increased 3.9% and revenues increased 7.8% on a local currency basis. |
▪ | On a U.S. dollar basis, international tax preparation revenues increased 3.8% due to the negative impact of foreign exchange totaling $17.9 million. |
▪ | Total operating expenses increased 5.1% to $2.2 billion, mainly due to increased depreciation and amortization, compensation, marketing, and training and other costs related to the implementation of assisted tax software. |
▪ | Adjusted non-GAAP pretax income declined 3.6% to $825.5 million. |
▪ | Pretax loss improved by $18.8 million to $80.4 million, primarily as a result of lower interest expense due to the repayment of a $400 million note in October 2014 and reduced legal and consulting fees. |
▪ | Effective tax rate from continuing operations was 34.5%. |
▪ | Sand Canyon Corporation (SCC), a separate legal entity from H&R Block, Inc., continued to engage in constructive settlement discussions with counterparties that have made a significant majority of previously denied representation and warranty claims. |
▪ | During the third quarter, SCC entered into a settlement agreement to resolve certain of these claims. The settlement amount was fully covered by prior accruals and was paid in the fiscal third quarter. |
▪ | SCC's accrual for contingent losses related to representation and warranty claims was $150 million at April 30. |
▪ | As of April 30, the company had unrestricted cash of $2.0 billion and total outstanding debt of $506.1 million. |
▪ | Shareholder equity at April 30 was $1.8 billion. |
KEY OPERATING RESULTS | (unaudited, in 000s - except per share data) | |||||||||||||||
Year ended April 30, | ||||||||||||||||
Revenues | Income (loss) | |||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Tax Services | $ | 3,056,299 | $ | 2,999,460 | $ | 823,236 | $ | 866,367 | ||||||||
Corporate and Eliminations | 22,359 | 24,835 | (80,431 | ) | (99,251 | ) | ||||||||||
$ | 3,078,658 | $ | 3,024,295 | 742,805 | 767,116 | |||||||||||
Income taxes | 256,061 | 267,019 | ||||||||||||||
Net income from continuing operations | 486,744 | 500,097 | ||||||||||||||
Net loss from discontinued operations | (13,081 | ) | (24,940 | ) | ||||||||||||
Net income | $ | 473,663 | $ | 475,157 | ||||||||||||
Basic earnings (loss) per share: | ||||||||||||||||
Continuing operations | $ | 1.77 | $ | 1.82 | ||||||||||||
Discontinued operations | (0.05 | ) | (0.09 | ) | ||||||||||||
Consolidated | $ | 1.72 | $ | 1.73 | ||||||||||||
Basic shares | 275,033 | 273,830 | ||||||||||||||
Diluted earnings (loss) per share: | ||||||||||||||||
Continuing operations | $ | 1.75 | $ | 1.81 | ||||||||||||
Discontinued operations | (0.04 | ) | (0.09 | ) | ||||||||||||
Consolidated | $ | 1.71 | $ | 1.72 | ||||||||||||
Diluted shares | 277,136 | 276,027 | ||||||||||||||
CONSOLIDATED BALANCE SHEETS | (unaudited, in 000s - except per share data) | |||||||
As of April 30, | 2015 | 2014 | ||||||
ASSETS | ||||||||
Cash and cash equivalents | $ | 2,007,190 | $ | 2,185,307 | ||||
Cash and cash equivalents — restricted | 91,972 | 115,319 | ||||||
Receivables, net | 167,964 | 191,618 | ||||||
Deferred tax assets and income taxes receivable | 174,267 | 135,327 | ||||||
Prepaid expenses and other current assets | 70,283 | 62,940 | ||||||
Investments in available-for-sale securities | 439,625 | 423,495 | ||||||
Total current assets | 2,951,301 | 3,114,006 | ||||||
Mortgage loans held for investment, net | 239,338 | 268,428 | ||||||
Property and equipment, net | 311,387 | 304,911 | ||||||
Intangible assets, net | 432,142 | 355,622 | ||||||
Goodwill | 441,831 | 436,117 | ||||||
Deferred tax assets and income taxes receivable | 13,461 | 47,247 | ||||||
Other assets | 125,960 | 167,198 | ||||||
Total assets | $ | 4,515,420 | $ | 4,693,529 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
LIABILITIES: | ||||||||
Customer banking deposits | $ | 744,241 | $ | 769,785 | ||||
Accounts payable and accrued expenses | 231,322 | 222,489 | ||||||
Accrued salaries, wages and payroll taxes | 144,744 | 167,032 | ||||||
Accrued income taxes | 434,684 | 406,655 | ||||||
Current portion of long-term debt | 790 | 400,637 | ||||||
Deferred revenue and other current liabilities | 322,508 | 346,518 | ||||||
Total current liabilities | 1,878,289 | 2,313,116 | ||||||
Long-term debt | 505,298 | 505,837 | ||||||
Deferred tax liabilities and reserves for uncertain tax positions | 142,586 | 157,465 | ||||||
Deferred revenue and other noncurrent liabilities | 156,298 | 160,562 | ||||||
Total liabilities | 2,682,471 | 3,136,980 | ||||||
COMMITMENTS AND CONTINGENCIES | ||||||||
STOCKHOLDERS’ EQUITY: | ||||||||
Common stock, no par, stated value $.01 per share | 3,166 | 3,166 | ||||||
Additional paid-in capital | 783,793 | 766,654 | ||||||
Accumulated other comprehensive income | 1,740 | 5,177 | ||||||
Retained earnings | 1,836,442 | 1,589,297 | ||||||
Less treasury shares, at cost | (792,192 | ) | (807,745 | ) | ||||
Total stockholders’ equity | 1,832,949 | 1,556,549 | ||||||
Total liabilities and stockholders’ equity | $ | 4,515,420 | $ | 4,693,529 | ||||
CONSOLIDATED STATEMENTS OF OPERATIONS | (unaudited, in 000s - except per share amounts) | |||||||
Year ended April 30, | 2015 | 2014 | ||||||
REVENUES: | ||||||||
Service revenues | $ | 2,651,057 | $ | 2,570,273 | ||||
Royalty, product and other revenues | 334,737 | 355,928 | ||||||
Interest income | 92,864 | 98,094 | ||||||
3,078,658 | 3,024,295 | |||||||
OPERATING EXPENSES: | ||||||||
Cost of revenues: (1) | ||||||||
Compensation and benefits | 852,480 | 816,623 | ||||||
Occupancy and equipment | 378,624 | 362,782 | ||||||
Provision for bad debt and loan losses | 74,993 | 80,007 | ||||||
Depreciation and amortization | 111,861 | 93,259 | ||||||
Other | 212,532 | 219,706 | ||||||
1,630,490 | 1,572,377 | |||||||
Selling, general and administrative: | ||||||||
Marketing and advertising | 273,682 | 238,763 | ||||||
Compensation and benefits | 238,527 | 249,779 | ||||||
Depreciation and amortization | 47,943 | 22,345 | ||||||
Other selling, general and administrative | 93,350 | 122,541 | ||||||
653,502 | 633,428 | |||||||
Total operating expenses | 2,283,992 | 2,205,805 | ||||||
Other income | 1,314 | 36,315 | ||||||
Interest expense on borrowings (1) | (45,246 | ) | (55,279 | ) | ||||
Other expenses | (7,929 | ) | (32,410 | ) | ||||
Income from continuing operations before income taxes | 742,805 | 767,116 | ||||||
Income taxes | 256,061 | 267,019 | ||||||
Net income from continuing operations | 486,744 | 500,097 | ||||||
Net loss from discontinued operations | (13,081 | ) | (24,940 | ) | ||||
NET INCOME | $ | 473,663 | $ | 475,157 | ||||
BASIC EARNINGS (LOSS) PER SHARE: | ||||||||
Continuing operations | $ | 1.77 | $ | 1.82 | ||||
Discontinued operations | (0.05 | ) | (0.09 | ) | ||||
Consolidated | $ | 1.72 | $ | 1.73 | ||||
DILUTED EARNINGS (LOSS) PER SHARE: | ||||||||
Continuing operations | $ | 1.75 | $ | 1.81 | ||||
Discontinued operations | (0.04 | ) | (0.09 | ) | ||||
Consolidated | $ | 1.71 | $ | 1.72 | ||||
(1) | The 2014 presentation of interest expense from borrowings has been restated to correct errors in presentation, whereby we reclassified such interest expense from cost of revenues to a separate caption. |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | (unaudited, in 000s) | |||||||
Year ended April 30, | 2015 | 2014 | ||||||
NET CASH PROVIDED BY OPERATING ACTIVITIES | $ | 626,608 | $ | 809,581 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
Purchases of available-for-sale securities | (90,581 | ) | (45,158 | ) | ||||
Maturities of and payments received on available-for-sale securities | 91,878 | 107,101 | ||||||
Principal payments on mortgage loans held for investment, net | 23,886 | 46,664 | ||||||
Capital expenditures | (123,158 | ) | (147,011 | ) | ||||
Payments made for business acquisitions, net of cash acquired | (113,252 | ) | (68,428 | ) | ||||
Proceeds received on notes receivable | — | 64,865 | ||||||
Franchise loans: | ||||||||
Loans funded | (49,695 | ) | (63,960 | ) | ||||
Payments received | 90,636 | 87,220 | ||||||
Other, net | 21,354 | 29,397 | ||||||
Net cash provided by (used in) investing activities | (148,932 | ) | 10,690 | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
Repayments of commercial paper | (1,049,136 | ) | (316,000 | ) | ||||
Proceeds from issuance of commercial paper | 1,049,136 | 316,000 | ||||||
Repayments of long-term debt | (400,000 | ) | — | |||||
Customer banking deposits, net | (28,544 | ) | (163,952 | ) | ||||
Dividends paid | (219,960 | ) | (218,980 | ) | ||||
Repurchase of common stock, including shares surrendered | (10,449 | ) | (6,106 | ) | ||||
Proceeds from exercise of stock options | 16,522 | 28,246 | ||||||
Other, net | (3,376 | ) | (4,138 | ) | ||||
Net cash used in financing activities | (645,807 | ) | (364,930 | ) | ||||
Effects of exchange rate changes on cash | (9,986 | ) | (17,618 | ) | ||||
Net increase (decrease) in cash and cash equivalents | (178,117 | ) | 437,723 | |||||
Cash and cash equivalents at beginning of the year | 2,185,307 | 1,747,584 | ||||||
Cash and cash equivalents at end of the year | $ | 2,007,190 | $ | 2,185,307 | ||||
SUPPLEMENTARY CASH FLOW DATA: | ||||||||
Income taxes paid, net of refunds received | $ | 236,624 | $ | 155,735 | ||||
Interest paid on borrowings | 44,847 | 55,221 | ||||||
Interest paid on deposits | 736 | 2,162 | ||||||
Transfers of foreclosed loans to other assets | 4,805 | 7,644 | ||||||
Accrued additions to property and equipment | 14,282 | 5,257 | ||||||
Conversion of investment in preferred stock to available-for-sale common stock | 5,000 | — | ||||||
Transfer of mortgage loans held for investment to held for sale | — | 7,608 | ||||||
TAX SERVICES – FINANCIAL RESULTS | (unaudited, amounts in 000s) | |||||||
Year ended April 30, | 2015 | 2014 | ||||||
Tax preparation fees: | ||||||||
U.S. assisted | $ | 1,865,438 | $ | 1,794,043 | ||||
International | 207,772 | 200,152 | ||||||
U.S. digital | 228,416 | 203,699 | ||||||
2,301,626 | 2,197,894 | |||||||
Royalties | 292,743 | 316,153 | ||||||
Revenues from Refund Transfers | 171,094 | 181,394 | ||||||
Revenues from Emerald Card® | 103,300 | 103,730 | ||||||
Revenues from Peace of Mind® guarantees | 81,551 | 89,685 | ||||||
Interest and fee income on Emerald Advance | 57,202 | 56,877 | ||||||
Other | 48,783 | 53,727 | ||||||
Total revenues | 3,056,299 | 2,999,460 | ||||||
Compensation and benefits: | ||||||||
Field wages | 731,309 | 702,312 | ||||||
Other wages | 158,463 | 169,583 | ||||||
Benefits and other compensation | 167,178 | 158,203 | ||||||
1,056,950 | 1,030,098 | |||||||
Occupancy and equipment | 375,392 | 363,590 | ||||||
Marketing and advertising | 271,866 | 237,214 | ||||||
Depreciation and amortization | 159,787 | 115,488 | ||||||
Bad debt | 75,003 | 71,733 | ||||||
Supplies | 42,808 | 36,454 | ||||||
Other | 242,054 | 260,676 | ||||||
Total operating expenses | 2,223,860 | 2,115,253 | ||||||
Other income | 799 | 10,664 | ||||||
Interest expense on borrowings | (2,067 | ) | (2,137 | ) | ||||
Other expenses | (7,935 | ) | (26,367 | ) | ||||
Pretax income | $ | 823,236 | $ | 866,367 | ||||
WORLDWIDE TAX OPERATING DATA | (in 000s) | ||||||||
Year ended April 30, | 2015 | 2014 | % Change | ||||||
U.S. Tax Returns Prepared: (1) | |||||||||
H&R Block Company-Owned Operations | 8,327 | 8,744 | (4.8 | )% | |||||
H&R Block Franchise Operations | 4,688 | 4,866 | (3.7 | )% | |||||
Total H&R Block Assisted (3) | 13,015 | 13,610 | (4.4 | )% | |||||
H&R Block Desktop (4) | 2,168 | 2,026 | 7.0 | % | |||||
H&R Block Online (5) | 4,765 | 4,389 | 8.6 | % | |||||
Total H&R Block DIY | 6,933 | 6,415 | 8.1 | % | |||||
H&R Block Free File Alliance | 676 | 767 | (11.9 | )% | |||||
Total H&R Block U.S. Returns | 20,624 | 20,792 | (0.8 | )% | |||||
International Tax Returns Prepared: | |||||||||
Canada (2) | 2,658 | 2,642 | 0.6 | % | |||||
Australia | 768 | 746 | 2.9 | % | |||||
Other | 115 | 21 | 447.6 | % | |||||
Total International Tax Returns | 3,541 | 3,409 | 3.9 | % | |||||
Tax Returns Prepared Worldwide | 24,165 | 24,201 | (0.1 | )% | |||||
(1) | Prior year numbers have been reclassified between company-owned and franchise for offices which were refranchised or repurchased by the company. |
(2) | In fiscal years 2015 and 2014, the end of the Canadian tax season was extended from April 30 to May 5. Tax returns prepared in Canada in fiscal years 2015 and 2014 includes approximately 131 thousand and 141 thousand returns, respectively, in both company-owned and franchise offices which were accepted by the client after April 30. The revenues related to these returns were recognized in fiscal years 2016 and 2015, respectively. |
(3) | An assisted return is defined as an individual tax return that has been accepted by the client who has either paid for tax preparation services or settled with a refund transfer. It also includes extensions and business returns. |
(4) | A desktop return is defined as an individual tax return that has been electronically filed and accepted by the IRS. |
(5) | An online return is defined as an individual tax return that has been electronically filed and accepted by the IRS or purchased with a credit card and printed for mailing. |
NON-GAAP FINANCIAL MEASURES | ||||||||||||||||
Year ended April 30, | 2015 | 2014 | ||||||||||||||
EBITDA | Earnings | EBITDA | Earnings | |||||||||||||
As reported - from continuing operations | $ | 948,537 | $ | 486,744 | $ | 940,108 | $ | 500,097 | ||||||||
Adjustments: | ||||||||||||||||
Loss contingencies - litigation | (3,936 | ) | (3,936 | ) | 1,844 | 1,844 | ||||||||||
Severance | 6,699 | 6,699 | 5,204 | 5,204 | ||||||||||||
Professional fees related to HRB Bank transaction | 238 | 238 | 2,747 | 2,747 | ||||||||||||
Losses (gains) on AFS securities | 124 | 124 | (5,836 | ) | (5,836 | ) | ||||||||||
Gain on sales of tax offices/businesses | (656 | ) | (656 | ) | (11,738 | ) | (11,738 | ) | ||||||||
Tax effect on adjustments | — | (963 | ) | — | 3,045 | |||||||||||
2,469 | 1,506 | (7,779 | ) | (4,734 | ) | |||||||||||
As adjusted - from continuing operations | $ | 951,006 | $ | 488,250 | $ | 932,329 | $ | 495,363 | ||||||||
Adjusted EPS | $ | 1.75 | $ | 1.79 | ||||||||||||
Year ended April 30, | ||||||||||||||||
EBITDA | 2015 | 2014 | ||||||||||||||
Net income - as reported | $ | 473,663 | $ | 475,157 | ||||||||||||
Add back : | ||||||||||||||||
Discontinued operations | 13,081 | 24,940 | ||||||||||||||
Income taxes | 256,061 | 267,019 | ||||||||||||||
Interest expense | 45,928 | 57,388 | ||||||||||||||
Depreciation and amortization | 159,804 | 115,604 | ||||||||||||||
474,874 | 464,951 | |||||||||||||||
EBITDA from continuing operations | $ | 948,537 | $ | 940,108 | ||||||||||||
Year ended April 30, | ||||||||||||||||
Supplemental Information | 2015 | 2014 | ||||||||||||||
Stock-based compensation expense: | ||||||||||||||||
Pretax | $ | 26,068 | $ | 20,058 | ||||||||||||
After-tax | 15,918 | 12,204 | ||||||||||||||
Amortization of intangible assets: | ||||||||||||||||
Pretax | $ | 58,521 | $ | 30,895 | ||||||||||||
After-tax | 35,736 | 18,798 | ||||||||||||||
▪ | We exclude losses from settlements and estimated contingent losses from litigation and favorable reserve adjustments. This does not include legal defense costs. |
▪ | We exclude non-cash charges to adjust the carrying values of goodwill, intangible assets, other long-lived assets and investments to their estimated fair values. |
▪ | We exclude severance and other restructuring charges in connection with the termination of personnel, closure of offices and related costs. |
▪ | We exclude the gains and losses on business dispositions, including investment banking, legal and accounting fees from both business dispositions and acquisitions. |
▪ | We exclude the gains and losses on extinguishment of debt. |