Document


 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): December 7, 2016

H&R BLOCK, INC.
(Exact name of registrant as specified in charter)
MISSOURI
1-06089
44-0607856
(State or other jurisdiction of
(Commission File Number)
(I.R.S. Employer
incorporation or organization)
 
Identification No.)

One H&R Block Way, Kansas City, MO 64105
(Address of Principal Executive Offices) (Zip Code)

(816) 854-3000
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 








Item 2.02.    Results of Operations and Financial Condition.
On December 7, 2016, the Company issued a press release regarding the Company’s results of operations for the fiscal quarter ended October 31, 2016. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01.    Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number    Description
99.1    Press Release Issued December 7, 2016






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
H&R BLOCK, INC.
 
 
 
 
Date:
December 7, 2016
By:
/s/ Scott W. Andreasen
 
 
 
Scott W. Andreasen
 
 
 
Vice President and Secretary







EXHIBIT INDEX

Exhibit 99.1        Press Release Issued December 7, 2016



Exhibit

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Exhibit 99.1
News Release
For Immediate Release: December 7, 2016
H&R Block Announces Fiscal 2017 Second Quarter Results
KANSAS CITY, Mo. - H&R Block, Inc. (NYSE: HRB) today released its financial results for the fiscal 2017 second quarter ended October 31, 2016. The company normally reports a second quarter operating loss due to the seasonality of its tax business. The fiscal second quarter typically represents less than 5% of annual revenues and approximately 15% of annual expenses.
Second Quarter Financial Summary1 
Total revenues increased $3 million as a result of favorable foreign exchange rates and the recognition of deferred revenues associated with the Peace of Mind product
Total operating expenses declined $23 million due to one-time costs incurred in the prior year related to the divestiture of H&R Block Bank and capital structure transactions, coupled with savings from cost reduction efforts
Net loss from continuing operations was flat to prior year; loss per share increased $0.13 due entirely to reduction in share count, which will be accretive on a full year basis, but negatively impacts those quarters with a net loss
Repurchased approximately 7.6 million shares for an aggregate purchase price of $168 million during the second quarter, bringing total share repurchases for fiscal 2017 to 9.6 million shares
CEO Perspective
"I'm pleased with our second quarter results, as revenues were up and expenses were down. I'm also extremely excited for the upcoming tax season. We have been hard at work developing and implementing a comprehensive and aggressive plan designed to deliver stronger results in tax season 2017," said Bill Cobb, H&R Block's president and chief executive officer. "Our associates and franchisees are excited about our new promotional offerings, including the previously announced interest-free Refund Advance loan and planned changes to our service delivery models. We are ready for the tax season to begin."
Fiscal 2017 Second Quarter Results From Continuing Operations
 
 
Actual
 
Adjusted3
(in millions, except EPS)
 
Fiscal Year 2017
 
Fiscal Year 2016
 
Fiscal Year 2017
 
Fiscal Year 2016
Revenue
 
$
131

 
$
128

 
$
131

 
$
128

Pretax Loss
 
$
(228
)
 
$
(238
)
 
$
(229
)
 
$
(225
)
Net Loss
 
$
(143
)
 
$
(143
)
 
$
(144
)
 
$
(135
)
Weighted-Avg. Shares - Diluted
 
215.5

 
266.3

 
215.5

 
266.3

EPS2
 
$
(0.67
)
 
$
(0.54
)
 
$
(0.67
)
 
$
(0.51
)
EBITDA3
 
$
(160
)
 
$
(181
)
 
$
(161
)
 
$
(169
)
 
 
 
 
 
 
 
 
 

1 
All amounts in this release are unaudited. Unless otherwise noted, all comparisons refer to the current period compared to the corresponding prior year period.
2 All per share amounts are based on fully diluted shares at the end of the corresponding period.
3 The company reports adjusted financial performance, and other non-GAAP financial measures, which it believes are a better indication of the company's core operations. See "About Non-GAAP Financial Information" below for more information regarding financial measures not prepared in accordance with generally accepted accounting principles (GAAP).




Income Statement
Total revenues increased $2.9 million to $131.3 million, partially as a result of favorable foreign exchange rates and tax preparation revenues in international operations. Additionally, deferred revenue recognition from increased Peace of Mind product sales in prior fiscal years also positively impacted revenues. These increases were partially offset by lower domestic tax preparation revenues as well as the impact of the divestiture of H&R Block Bank.
Total operating expenses decreased $22.9 million to $339.4 million. Contributing to the decline were the prior year one-time costs associated with the divestiture of H&R Block Bank and the subsequent capital structure transactions. Lower compensation expense resulting from the company's cost reduction efforts also positively impacted expenses. These were partially offset by increased occupancy and amortization expenses related to competitor and franchise acquisitions in the prior year.
Interest expense increased $8.4 million to $22.6 million primarily due to $1 billion of long-term debt issued in September 2015.
Pretax loss decreased $9.3 million to $228.5 million.
Loss per share from continuing operations increased $0.13 to $0.67, due entirely to the reduction in share count, which will be accretive on a full year basis, but negatively impacts those quarters with a net loss.
CFO Perspective
"Our expense reduction efforts are starting to bear results," said Tony Bowen, H&R Block's chief financial officer. "These reductions will enable us to fund client growth initiatives to deliver a successful fiscal year 2017."
Balance Sheet
Mortgage loans previously classified as held for investment were reclassified to mortgage loans held for sale as the company intends to liquidate the portfolio during the third fiscal quarter and receive approximately $190 million in cash proceeds.
Long-term debt increased due to line of credit borrowings of $475 million. Although these amounts are intended to cover short-term offseason liquidity needs, they are classified as long-term debt due to the maturity date of the line of credit agreement.
Stockholders' equity from October 31, 2015 was reduced by share repurchase and subsequent retirement of 25.5 million shares of common stock for approximately $717 million.
Details regarding the divestiture of H&R Block Bank and related agreements, capital structure transactions and share repurchase program can be found in previously filed press releases, and Forms 8-K filed with the Securities and Exchange Commission, in September and October of 2015.
Discontinued Operations
The accrual for contingent losses related to representation and warranty claims at Sand Canyon Corporation, a separate legal entity from H&R Block, Inc., remained unchanged at $26 million.




Share Repurchases and Dividends
During the second quarter of fiscal 2017, the company repurchased and retired approximately 7.6 million shares at an aggregate price of $168.4 million, or $22.16 per share. As of October 31, 2016, 211.5 million shares were outstanding.

The company completed these share repurchases under a $3.5 billion share repurchase program approved by the company’s board of directors in August 2015, which runs through June 2019. Under this program, the company has repurchased approximately 66 million shares of its common stock, or 23.9% of outstanding shares, for an aggregate purchase price of approximately $2.2 billion.

As previously announced, a quarterly cash dividend of 22 cents per share is payable on January 3, 2017 to shareholders of record as of December 5, 2016. H&R Block has paid quarterly dividends consecutively since the company went public in 1962.
Conference Call
Discussion of the fiscal 2017 second quarter results, future outlook and a general business update will occur during the company’s previously announced fiscal second quarter earnings conference call for analysts, institutional investors, and shareholders. The call is scheduled for 4:30 p.m. Eastern time on December 7, 2016. To access the call, please dial the number below approximately 10 minutes prior to the scheduled starting time:

U.S./Canada (866) 872-0323 or International (443) 842-7595
Conference ID: 89483597

The call will also be webcast in a listen-only format for the media and public. The link to the webcast can be accessed directly at http://investors.hrblock.com.

A replay of the call will be available beginning at 7:30 p.m. Eastern time on December 7, 2016, and continuing until January 7, 2017, by dialing (855) 859-2056 (U.S./Canada) or (404) 537-3406 (International). The conference ID is 89483597. The webcast will be available for replay December 8, 2016 at http://investors.hrblock.com.
About H&R Block
H&R Block, Inc. (NYSE: HRB) is a global consumer tax services provider. Tax return preparation services are provided by professional tax preparers in approximately 12,000 company-owned and franchise retail tax offices worldwide, and through H&R Block tax software products for the DIY consumer. H&R Block also offers adjacent Tax Plus products and services. In fiscal 2016, H&R Block had annual revenues of over $3 billion with 23.2 million tax returns prepared worldwide. For more information, visit the H&R Block Newsroom at http://newsroom.hrblock.com/.
About Non-GAAP Financial Information
This press release and the accompanying tables include non-GAAP financial information. For a description of these non-GAAP financial measures, including the reasons management uses each measure, and reconciliations of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with generally accepted accounting principles, please see the section of the accompanying tables titled "Non-GAAP Financial Information."



Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the securities laws. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words or variation of words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," "projects," "forecasts," "targets," "would," "will," "should," "goal," "could" or "may" or other similar expressions. Forward-looking statements provide management's current expectations or predictions of future conditions, events or results. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future are forward-looking statements. They may include estimates of revenues, income, earnings per share, cost savings, capital expenditures, dividends, share repurchases, liquidity, capital structure or other financial items, descriptions of management’s plans or objectives for future operations, products or services, or descriptions of assumptions underlying any of the above. All forward-looking statements speak only as of the date they are made and reflect the company's good faith beliefs, assumptions and expectations, but they are not guarantees of future performance or events. Furthermore, the company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions, factors, or expectations, new information, data or methods, future events or other changes, except as required by law. By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Factors that might cause such differences include, but are not limited to, a variety of economic, competitive and regulatory factors, many of which are beyond the company's control, that are described in our Annual Report on Form 10-K for the fiscal year ended April 30, 2016 in the section entitled "Risk Factors” and additional factors we may describe from time to time in other filings with the Securities and Exchange Commission. You may get such filings for free at our website at
http://investors.hrblock.com. You should understand that it is not possible to predict or identify all such factors and, consequently, you should not consider any such list to be a complete set of all potential risks or uncertainties.
For Further Information
Investor Relations:    Colby Brown, (816) 854-4559, colby.brown@hrblock.com
Media Relations:    Gene King, (816) 854-4672, gene.king@hrblock.com

TABLES FOLLOW





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CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
(unaudited, in 000s - except per share amounts)
 
 
 
Three months ended October 31,
 
Six months ended October 31,
 
 
2016
 
2015
 
2016
 
2015
 
 
 
 
 
 
 
 
 
REVENUES:
 
 
 
 
 
 
 
 
Service revenues
 
$
118,940

 
$
113,420

 
$
231,324

 
$
231,854

Royalty, product and other revenues
 
12,392

 
14,995

 
25,193

 
34,279

 
 
131,332

 
128,415

 
256,517

 
266,133

OPERATING EXPENSES:
 
 
 
 
 
 
 
 
Cost of revenues:
 
 
 
 
 
 
 
 
Compensation and benefits
 
57,728

 
62,694

 
110,083

 
118,483

Occupancy and equipment
 
99,067

 
95,051

 
193,492

 
184,906

Provision for bad debt
 
(131
)
 
1,182

 
1,286

 
3,187

Depreciation and amortization
 
29,911

 
28,358

 
57,378

 
55,442

Other
 
39,127

 
39,116

 
74,549

 
77,891

 
 
225,702

 
226,401

 
436,788

 
439,909

Selling, general and administrative:
 
 
 
 
 
 
 
 
Marketing and advertising
 
12,001

 
12,965

 
19,562

 
21,496

Compensation and benefits
 
58,293

 
61,593

 
115,815

 
116,262

Depreciation and amortization
 
15,839

 
13,991

 
29,654

 
27,001

Other selling, general and administrative
 
27,519

 
47,298

 
47,444

 
69,280

 
 
113,652

 
135,847

 
212,475

 
234,039

Total operating expenses
 
339,354

 
362,248

 
649,263

 
673,948

 
 
 
 
 
 
 
 
 
Other income, net
 
2,180

 
10,505

 
5,148

 
10,938

Interest expense on borrowings
 
(22,620
)
 
(14,181
)
 
(44,086
)
 
(22,756
)
Other expenses, net
 
(7
)
 
(210
)
 
(334
)
 
(5,195
)
Loss from continuing operations before income tax benefit
 
(228,469
)
 
(237,719
)
 
(432,018
)
 
(424,828
)
Income tax benefit
 
(85,054
)
 
(95,201
)
 
(167,577
)
 
(185,805
)
Net loss from continuing operations
 
(143,415
)
 
(142,518
)
 
(264,441
)
 
(239,023
)
Net loss from discontinued operations
 
(2,805
)
 
(2,489
)
 
(5,452
)
 
(5,643
)
NET LOSS
 
$
(146,220
)
 
$
(145,007
)
 
$
(269,893
)
 
$
(244,666
)
 
 
 
 
 
 
 
 
 
BASIC AND DILUTED LOSS PER SHARE:
 
 
 
 
 
 
 
 
Continuing operations
 
$
(0.67
)
 
$
(0.54
)
 
$
(1.21
)
 
$
(0.88
)
Discontinued operations
 
(0.01
)
 
(0.01
)
 
(0.03
)
 
(0.02
)
Consolidated
 
$
(0.68
)
 
$
(0.55
)
 
$
(1.24
)
 
$
(0.90
)
 
 
 
 
 
 
 
 
 
WEIGHTED AVERAGE BASIC AND DILUTED SHARES
 
215,535

 
266,267

 
218,009

 
271,016

 
 
 
 
 
 
 
 
 






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CONSOLIDATED BALANCE SHEETS
 
(unaudited, in 000s - except per share data)
 
As of
 
October 31, 2016
 
October 31, 2015
 
April 30, 2016
 
 
 
 
 
 
 
ASSETS
 
 
 
 
 
 
Cash and cash equivalents
 
$
232,510

 
$
360,681

 
$
896,801

Cash and cash equivalents — restricted
 
109,538

 
42,781

 
104,110

Receivables, net
 
104,764

 
94,760

 
153,116

Deferred tax assets and income taxes receivable
 

 
145,912

 

Prepaid expenses and other current assets
 
73,555

 
80,764

 
66,574

Mortgage loans held for sale, net
 
183,107

 

 

Total current assets
 
703,474

 
724,898

 
1,220,601

Mortgage loans held for investment, net
 

 
220,671

 
202,385

Property and equipment, net
 
293,060

 
298,602

 
293,565

Intangible assets, net
 
433,135

 
466,224

 
433,885

Goodwill
 
477,360

 
442,068

 
470,757

Deferred tax assets and income taxes receivable
 
81,755

 
11,264

 
120,123

Other noncurrent assets
 
93,394

 
114,746

 
105,909

Total assets
 
$
2,082,178

 
$
2,278,473

 
$
2,847,225

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
LIABILITIES:
 
 
 
 
 
 
Accounts payable and accrued expenses
 
$
139,808

 
$
141,070

 
$
259,586

Accrued salaries, wages and payroll taxes
 
40,754

 
37,512

 
161,786

Accrued income taxes and reserves for uncertain tax positions
 
68,832

 
67,732

 
373,754

Current portion of long-term debt
 
903

 
808

 
826

Deferred revenue and other current liabilities
 
184,560

 
319,426

 
243,653

Total current liabilities
 
434,857

 
566,548

 
1,039,605

Long-term debt and line of credit borrowings
 
1,967,206

 
1,490,514

 
1,491,375

Deferred tax liabilities and reserves for uncertain tax positions
 
117,553

 
140,539

 
132,960

Deferred revenue and other noncurrent liabilities
 
120,033

 
108,115

 
160,182

Total liabilities
 
2,639,649

 
2,305,716

 
2,824,122

COMMITMENTS AND CONTINGENCIES
 
 
 
 
 
 
STOCKHOLDERS’ EQUITY:
 
 
 
 
 
 
Common stock, no par, stated value $.01 per share
 
2,506

 
2,761

 
2,602

Additional paid-in capital
 
751,229

 
757,816

 
758,230

Accumulated other comprehensive loss
 
(17,122
)
 
(16,208
)
 
(11,233
)
Retained earnings (deficit)
 
(538,242
)
 
3,573

 
40,347

Less treasury shares, at cost
 
(755,842
)
 
(775,185
)
 
(766,843
)
Total stockholders’ equity (deficiency)
 
(557,471
)
 
(27,243
)
 
23,103

Total liabilities and stockholders’ equity
 
$
2,082,178

 
$
2,278,473

 
$
2,847,225

 
 
 
 
 
 
 
Note: Effective May 1, 2016, we adopted the provisions of Accounting Standards Update No. 2015-3, "Interest - Imputation of Interest," (ASU 2015-3) on a retrospective basis. Accordingly, debt issuance costs related to our Senior Notes are included in long-term debt in the consolidated balance sheets. Amounts for prior periods have been retrospectively adjusted to conform to the current period presentation.





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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(unaudited, in 000s)
 
Six months ended October 31,
 
2016
 
2015
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
Net loss
 
$
(269,893
)
 
$
(244,666
)
Adjustments to reconcile net loss to net cash used in operating activities:
 
 
 
 
Depreciation and amortization
 
87,032

 
82,443

Provision for bad debt
 
1,286

 
3,187

Deferred taxes
 
6,489

 
20,282

Stock-based compensation
 
12,472

 
13,876

Changes in assets and liabilities, net of acquisitions:
 
 
 
 
Cash and cash equivalents — restricted
 
(5,421
)
 
49,113

Receivables
 
48,653

 
67,373

Prepaid expenses and other current assets
 
(7,386
)
 
(6,173
)
Other noncurrent assets
 
7,713

 
7,518

Accounts payable and accrued expenses
 
(99,378
)
 
(79,918
)
Accrued salaries, wages and payroll taxes
 
(120,672
)
 
(106,504
)
Deferred revenue and other current liabilities
 
(46,531
)
 
(3,188
)
Income tax receivables, accrued income taxes and income tax reserves
 
(282,234
)
 
(334,245
)
Deferred revenue and other noncurrent liabilities
 
(52,548
)
 
(49,669
)
Other, net
 
(5,379
)
 
(22,142
)
Net cash used in operating activities
 
(725,797
)
 
(602,713
)
 
 
 
 
 
CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
Sales, maturities of and payments received on available-for-sale securities
 
144

 
434,261

Principal payments on mortgage loans, net
 
16,706

 
17,006

Capital expenditures
 
(44,918
)
 
(38,779
)
Payments made for business acquisitions, net of cash acquired
 
(36,151
)
 
(61,846
)
Franchise loans funded
 
(10,171
)
 
(10,281
)
Payments received on franchise loans
 
14,263

 
17,473

Other, net
 
4,336

 
7,246

Net cash provided by (used in) investing activities
 
(55,791
)
 
365,080

 
 
 
 
 
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
Repayments of line of credit borrowings
 
(50,000
)
 

Proceeds from line of credit borrowings
 
525,000

 

Proceeds from issuance of long-term debt
 

 
996,831

Customer banking deposits, net
 

 
(326,705
)
Transfer of HRB Bank deposits
 

 
(419,028
)
Dividends paid
 
(95,971
)
 
(110,338
)
Repurchase of common stock, including shares surrendered
 
(215,511
)
 
(1,517,786
)
Proceeds from exercise of stock options
 
1,630

 
16,875

Other, net
 
(43,734
)
 
(37,820
)
Net cash provided by (used in) financing activities
 
121,414

 
(1,397,971
)
 
 
 
 
 
Effects of exchange rate changes on cash
 
(4,117
)
 
(10,905
)
 
 
 
 
 
Net decrease in cash and cash equivalents
 
(664,291
)
 
(1,646,509
)
Cash and cash equivalents at beginning of the period
 
896,801

 
2,007,190

Cash and cash equivalents at end of the period
 
$
232,510

 
$
360,681

 
 
 
 
 
SUPPLEMENTARY CASH FLOW DATA:
 
 
 
 
Income taxes paid, net of refunds received
 
$
112,339

 
$
132,096

Interest paid on borrowings
 
40,670

 
15,606

Accrued additions to property and equipment
 
12,920

 
4,573

Accrued purchase of common stock
 
7,143

 

 
 
 
 
 





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FINANCIAL RESULTS
 
(unaudited, in 000s - except per share amounts)
 
 
 
Three months ended October 31,
 
Six months ended October 31,
 
 
2016
 
2015
 
2016
 
2015
Revenues:
 
 
 
 
 
 
 
 
U.S. assisted tax preparation fees
 
$
35,339

 
$
36,403

 
$
60,768

 
$
63,688

U.S. royalties
 
6,828

 
6,680

 
13,353

 
13,406

U.S. DIY tax preparation fees
 
3,089

 
3,469

 
6,003

 
6,648

International revenues
 
43,539

 
40,071

 
82,414

 
80,665

Revenues from Refund Transfers
 
757

 
821

 
3,991

 
2,992

Revenues from Emerald Card®
 
8,644

 
9,808

 
21,709

 
25,497

Revenues from Peace of Mind® Extended Service Plan
 
22,689

 
19,325

 
49,720

 
47,028

Interest and fee income on Emerald Advance
 
655

 
417

 
1,459

 
731

Other
 
9,792

 
11,421

 
17,100

 
25,478

 
 
131,332

 
128,415

 
256,517

 
266,133

Compensation and benefits:
 
 
 
 
 
 
 
 
Field wages
 
50,096

 
53,525

 
95,139

 
99,463

Other wages
 
42,207

 
46,127

 
84,307

 
87,996

Benefits and other compensation
 
23,718

 
24,635

 
46,452

 
47,286

 
 
116,021

 
124,287

 
225,898

 
234,745

Occupancy and equipment
 
99,037

 
94,997

 
193,408

 
184,796

Marketing and advertising
 
12,001

 
12,965

 
19,562

 
21,496

Depreciation and amortization
 
45,750

 
42,349

 
87,032

 
82,443

Bad debt
 
(131
)
 
1,182

 
1,286

 
3,187

Supplies
 
4,937

 
4,728

 
7,014

 
7,127

Other
 
61,739

 
81,740

 
115,063

 
140,154

Total operating expenses
 
339,354

 
362,248

 
649,263

 
673,948

 
 
 
 
 
 
 
 
 
Other income, net
 
2,180

 
10,505

 
5,148

 
10,938

Interest expense on borrowings
 
(22,620
)
 
(14,181
)
 
(44,086
)
 
(22,756
)
Other expenses, net
 
(7
)
 
(210
)
 
(334
)
 
(5,195
)
Pretax loss
 
(228,469
)
 
(237,719
)
 
(432,018
)
 
(424,828
)
Income tax benefit
 
(85,054
)
 
(95,201
)
 
(167,577
)
 
(185,805
)
Net loss from continuing operations
 
(143,415
)
 
(142,518
)
 
(264,441
)
 
(239,023
)
Net loss from discontinued operations
 
(2,805
)
 
(2,489
)
 
(5,452
)
 
(5,643
)
Net loss
 
$
(146,220
)
 
$
(145,007
)
 
$
(269,893
)
 
$
(244,666
)
 
 
 
 
 
 
 
 
 
Basic and diluted loss per share:
 
 
 
 
 
 
 
 
Continuing operations
 
$
(0.67
)
 
$
(0.54
)
 
$
(1.21
)
 
$
(0.88
)
Discontinued operations
 
(0.01
)
 
(0.01
)
 
(0.03
)
 
(0.02
)
Consolidated
 
$
(0.68
)
 
$
(0.55
)
 
$
(1.24
)
 
$
(0.90
)
 
 
 
 
 
 
 
 
 
Weighted average basic and diluted shares
 
215,535

 
266,267

 
218,009

 
271,016

 
 
 
 
 
 
 
 
 
EBITDA from continuing operations (1)
 
$
(160,099
)
 
$
(181,145
)
 
$
(300,900
)
 
$
(319,449
)
EBITDA from continuing operations - adjusted (1)
 
(160,676
)
 
(168,760
)
 
(300,665
)
 
(306,106
)
 
 
 
 
 
 
 
 
 
(1) 
See "Non-GAAP Financial Information" for a reconciliation of non-GAAP measures.






https://cdn.kscope.io/806ad85a083b7490af9aab8b0030817d-hrbnewlogo.jpg
NON-GAAP FINANCIAL MEASURES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended October 31,
 
Six months ended October 31,
EBITDA
 
2016
 
2015
 
2016
 
2015
 
 
 
 
 
 
 
 
 
Net loss - as reported
 
$
(146,220
)
 
$
(145,007
)
 
$
(269,893
)
 
$
(244,666
)
 
 
 
 
 
 
 
 
 
Add back :
 
 
 
 
 
 
 
 
Discontinued operations, net
 
2,805

 
2,489

 
5,452

 
5,643

Income taxes of continuing operations
 
(85,054
)
 
(95,201
)
 
(167,577
)
 
(185,805
)
Interest expense of continuing operations
 
22,620

 
14,225

 
44,086

 
22,936

Depreciation and amortization of continuing operations
 
45,750

 
42,349

 
87,032

 
82,443

 
 
(13,879
)
 
(36,138
)
 
(31,007
)
 
(74,783
)
 
 
 
 
 
 
 
 
 
EBITDA from continuing operations
 
$
(160,099
)
 
$
(181,145
)
 
$
(300,900
)
 
$
(319,449
)
 
 
 
 
 
 
 
 
 
Three months ended October 31,
 
2016
 
 
 
 
Pretax loss
 
Net loss
 
EBITDA
 
 
 
 
 
 
 
 
 
 
 
From continuing operations
 
$
(228,469
)
 
$
(143,415
)
 
$
(160,099
)
 
 
 
 
 
 
 
 
 
 
 
Adjustments (pretax):
 
 
 
 
 
 
 
 
Loss contingencies - litigation
 
(577
)
 
(577
)
 
(577
)
 
 
Tax effect of adjustments
 

 
217

 

 
 
 
 
(577
)
 
(360
)
 
(577
)
 
 
 
 
 
 
 
 
 
 
 
As adjusted - from continuing operations
 
$
(229,046
)
 
$
(143,775
)
 
$
(160,676
)
 
 
 
 
 
 
 
 
 
 
 
EPS - as reported
 
 
 
$
(0.67
)
 
 
 
 
Impact of adjustments
 
 
 

 
 
 
 
EPS - adjusted
 
 
 
$
(0.67
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended October 31,
 
2015
 
 
 
 
Pretax loss
 
Net loss
 
EBITDA
 
 
 
 
 
 
 
 
 
 
 
From continuing operations
 
$
(237,719
)
 
$
(142,518
)
 
$
(181,145
)
 
 
 
 
 
 
 
 
 
 
 
Adjustments (pretax):
 
 
 
 
 
 
 
 
Loss contingencies - litigation
 
71

 
71

 
71

 
 
Costs related to HRB Bank and recapitalization transactions
 
20,766

 
20,766

 
20,766

 
 
Gains on AFS securities
 
(8,426
)
 
(8,426
)
 
(8,426
)
 
 
Gain on sales of tax offices/businesses
 
(26
)
 
(26
)
 
(26
)
 
 
Tax effect of adjustments
 

 
(4,642
)
 

 
 
 
 
12,385

 
7,743

 
12,385

 
 
 
 
 
 
 
 
 
 
 
As adjusted - from continuing operations
 
$
(225,334
)
 
$
(134,775
)
 
$
(168,760
)
 
 
 
 
 
 
 
 
 
 
 
EPS - as reported
 
 
 
$
(0.54
)
 
 
 
 
Impact of adjustments
 
 
 
0.03

 
 
 
 
EPS - adjusted
 
 
 
$
(0.51
)
 
 
 
 
 
 
 
 
 
 
 
 
 




NON-GAAP FINANCIAL MEASURES
 
 
 
 
Six months ended October 31,
 
2016
 
 
 
 
Pretax loss
 
Net loss
 
EBITDA
 
 
 
 
 
 
 
 
 
 
 
From continuing operations
 
$
(432,018
)
 
$
(264,441
)
 
$
(300,900
)
 
 
 
 
 
 
 
 
 
 
 
Adjustments (pretax):
 
 
 
 
 
 
 
 
Loss contingencies - litigation
 
235

 
235

 
235

 
 
Tax effect of adjustments
 

 
(85
)
 

 
 
 
 
235

 
150

 
235

 
 
 
 
 
 
 
 
 
 
 
As adjusted - from continuing operations
 
$
(431,783
)
 
$
(264,291
)
 
$
(300,665
)
 
 
 
 
 
 
 
 
 
 
 
EPS - as reported
 
 
 
$
(1.21
)
 
 
 
 
Impact of adjustments
 
 
 

 
 
 
 
EPS - adjusted
 
 
 
$
(1.21
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Six months ended October 31,
 
2015
 
 
 
 
Pretax loss
 
Net loss
 
EBITDA
 
 
 
 
 
 
 
 
 
 
 
From continuing operations
 
$
(424,828
)
 
$
(239,023
)
 
$
(319,449
)
 
 
 
 
 
 
 
 
 
 
 
Adjustments (pretax):
 
 
 
 
 
 
 
 
Loss contingencies - litigation
 
689

 
689

 
689

 
 
Costs related to HRB Bank and recapitalization transactions
 
20,818

 
20,818

 
20,818

 
 
Gains on AFS securities
 
(8,138
)
 
(8,138
)
 
(8,138
)
 
 
Gain on sales of tax offices/businesses
 
(26
)
 
(26
)
 
(26
)
 
 
Tax effect of adjustments
 

 
(5,000
)
 

 
 
 
 
13,343

 
8,343

 
13,343

 
 
 
 
 
 
 
 
 
 
 
As adjusted - from continuing operations
 
$
(411,485
)
 
$
(230,680
)
 
$
(306,106
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$
(0.88
)
 
 
 
 
 
 
 
 
0.03

 
 
 
 
Adjusted EPS
 
 
 
$
(0.85
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended October 31,
 
Six months ended October 31,
Supplemental Information
 
2016
 
2015
 
2016
 
2015
 
 
 
 
 
 
 
 
 
Stock-based compensation expense:
 
 
 
 
 
 
 
 
Pretax
 
$
6,931

 
$
7,858

 
$
12,472

 
$
13,876

After-tax
 
4,467

 
4,910

 
7,946

 
8,677

Amortization of intangible assets:
 
 
 
 
 
 
 
 
Pretax
 
$
20,051

 
$
17,865

 
$
38,037

 
$
34,479

After-tax
 
12,940

 
11,161

 
24,233

 
21,560

 
 
 
 
 
 
 
 
 




NON-GAAP FINANCIAL INFORMATION
The accompanying press release contains non-GAAP financial measures. Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. Because these measures are not measures of financial performance under GAAP and are susceptible to varying calculations, they may not be comparable to similarly titled measures for other companies.
We consider our non-GAAP financial measures to be performance measures and a useful metric for management and investors to evaluate and compare the ongoing operating performance of our business on a consistent basis across reporting periods, as it eliminates the effect of items that are not indicative of our core operating performance.
The following are descriptions of adjustments we make for our non-GAAP financial measures:
We exclude losses from settlements and estimated contingent losses from litigation and favorable reserve adjustments. This does not include legal defense costs.
We exclude material 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 material severance and other restructuring charges in connection with the termination of personnel, closure of offices and related costs.
We exclude the material 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.
We may consider whether other significant items that arise in the future should also be excluded from our non-GAAP financial measures.
We measure the performance of our business using a variety of metrics, including EBITDA from continuing operations and adjusted EBITDA from continuing operations, adjusted pretax and net income of continuing operations, and adjusted diluted earnings per share from continuing operations. Adjusted EBITDA from continuing operations, adjusted pretax and net income from continuing operations, and adjusted diluted earnings per share from continuing operations eliminate the impact of items that we do not consider indicative of our core operating performance and, we believe, provide meaningful information to assist in understanding our financial results, analyzing trends in our underlying business, and assessing our prospects for future performance. We also use EBITDA from continuing operations and pretax income of continuing operations, each subject to permitted adjustments, as performance metrics in incentive compensation calculations for our employees.