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OTC Markets Group Reports Fourth Quarter and Full Year 2021 Results

Delivers Continued Strong Revenue and Earnings Growth

Fourth Quarter and Full Year 2021 Highlights:

  • Gross revenues of $102.9 million for the year, up 45% versus 2020
  • Operating income of $38.0 million for the year, up 77% versus 2020
  • Operating profit margin of 38.0% for the year versus 31.3% for 2020
  • Net income of $30.5 million for the year, up 67% versus 2020, driving a 65% increase in GAAP diluted EPS to $2.52
  • Total cash returned to shareholders during 2021 of $27.0 million, comprised of dividends of $25.5 million and repurchases of common shares of $1.5 million, up 49% versus 2020
  • 212 new OTCQX companies added and 451 new OTCQB companies added during 2021 to end the year with 570 and 1,150 OTCQX and OTCQB companies, respectively
  • 111% increase in the number of companies subscribing to our Disclosure & News Service® products
  • 155 graduates to a national securities exchange during 2021
  • 93 subscribers to OTC Link ECN as of year-end 2021, up 20 versus 2020; approximately 48,000 average daily trades during 2021, versus approximately 11,500 during 2020
  • Launch of our third Alternative Trading System, OTC Link® NQB, offering a fully attributable matching engine model with ability to distribute depth-of-book market data
  • 32 Virtual Investor Conferences® events during 2021, with 626 companies participating
  • Implemented amendments to Rule 15c2-11, enabling our OTC Link ATS to act as a qualified interdealer quotation system
  • Fourth quarter gross revenues of $26.2 million, up 32% versus the prior year quarter
  • Fourth quarter operating income of $10.8 million, up 61% versus the prior year quarter, resulting in an operating profit margin of 42.4% as compared to 35.0% for the fourth quarter of 2020
  • Announcing first quarter 2022 dividend of $0.18 per share

NEW YORK, March 09, 2022 (GLOBE NEWSWIRE) — OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for trading 12,000 U.S. and international securities, today released its financial results for the fourth quarter and fiscal year 2021.

“2021 marked an important milestone in our evolution as a regulated market operator. Our gross revenues surpassed one hundred million dollars for the first time, and we delivered record financial results across all our businesses,” said R. Cromwell Coulson, President and Chief Executive Officer. “Our cornerstone project last year was the implementation of the SEC’s amendments to Rule 15c2-11 to efficiently support the compliance of our clients and effectively meet our new responsibilities as a Qualified Interdealer Quotation System. As we build on this momentum in 2022, we remain focused on our strategic initiatives to maximize the potential of our enhanced regulatory role for public companies, support the success of our broker-dealer subscribers and deliver sustainable growth for our stockholders.”

“We are pleased to report on a remarkable year of growth, seamless implementation of critical regulatory changes, and continued reliable service for our clients,” said Antonia Georgieva, Chief Financial Officer. “2021 marked our fifth year of consecutive revenue growth. Strong customer demand led to record growth in revenues and earnings per share and a robust operating margin expansion. The strong free cash flows that our business generated allowed us to deliver 49% growth in cash returned to our stockholders. We remain focused on growing our business and creating sustainable long-term value.”

Fourth Quarter 2021 compared to Fourth Quarter 2020

    Quarter Ended December 31,          
(in thousands, except shares and per share data)     2021       2020     % change   $ change  
OTC Link   $ 5,591     $ 5,095     10%   496  
Market data licensing     8,777       7,358     19%   1,419  
Corporate services     11,819       7,325     61%   4,494  
Gross Revenues     26,187       19,778     32%   6,409  
Net revenues     25,397       19,064     33%   6,333  
Revenues less transaction-based expenses     23,819       17,702     35%   6,117  
Operating expenses     13,041       11,021     18%   2,020  
Income from operations     10,778       6,681     61%   4,097  
Operating profit margin     42.4%       35.0%            
Income before provision for income taxes     10,710       6,662     61%   4,048  
Net income   $ 9,054     $ 5,728     58%   3,326  
                   
Diluted earnings per share   $ 0.74     $ 0.48     54%      
Adjusted diluted earnings per share   $ 0.98     $ 0.66     48%      
Weighted-average shares outstanding, diluted     11,900,839       11,661,096     2%      
                   

Fourth Quarter 2021 Financial Highlights

  • Gross revenues of $26.2 million, up 32% over the prior year quarter.
  • OTC Link revenues up 10%, with sustained elevated trading volumes and the impact of additional subscribers driving a 16% increase in transaction-based revenues on our OTC Link ECN.
  • Market Data Licensing revenues up 19%, with a 13% quarter over quarter increase in pro-users driving a 16% increase in related revenues. The number of non-professional users of our market data increased 36%, reflective of an increased retail participation in the U.S. equities markets and helped drive a 36% increase in related revenues.
  • Corporate Services delivered 61% growth in revenues quarter over quarter, driven by a 44% increase in revenues from our OTCQX market, a 56% increase in revenues from our OTCQB market, and a 134% increase in revenues from our Disclosure & News Service product. Robust growth in the number of companies subscribing to our offerings as well as price increases introduced at the beginning of 2021 contributed to the growth in Corporate Services revenues.
  • Operating expenses increased 18% over the prior year quarter, primarily driven by a 17% increase in compensation and benefits costs, reflecting higher incentive compensation and higher sales commissions. The increase was further impacted by a 20% increase in IT infrastructure and information services costs and a 30% increase in professional and consulting fees.
  • Net income increased 58% to $9.1 million for the quarter, reflecting the increase in operating income, partially offset by a quarter over quarter increase in our effective tax rate.
  • Adjusted EBITDA, which excludes non-cash stock-based compensation expense, increased 52% to $12.0 million, or $0.98 per adjusted diluted share.

Fiscal Year 2021 Results compared to Fiscal Year 2020

    Year Ended December 31,        
(in thousands, except shares and per share data)     2021       2020     % change   $ change
OTC Link   $ 29,665     $ 15,890     87%   13,775
Market data licensing     33,751       28,133     20%   5,618
Corporate services     39,516       27,206     45%   12,310
Gross Revenues     102,932       71,229     45%   31,703
Net revenues     99,911       68,419     46%   31,492
Revenues less transaction-based expenses     90,638       65,397     39%   25,241
Operating expenses     52,622       43,963     20%   8,659
Income from operations     38,016       21,434     77%   16,582
Operating profit margin     38.0%       31.3%          
Income before provision for income taxes     37,965       21,407     77%   16,558
Net income   $ 30,476     $ 18,274     67%   12,202
                 
Diluted earnings per share   $ 2.52     $ 1.53     65%    
Adjusted diluted earnings per share   $ 3.56     $ 2.20     62%    
Weighted-average shares outstanding, diluted     11,811,320       11,630,685     2%    
                 

Fiscal Year 2021 Financial Highlights

  • Gross revenues of $102.9 million, up 45%.
  • OTC Link revenues up 87%, with revenues contributed by our OTC Link ECN as the primary driver. OTC Link ECN benefited from elevated trading volumes, which surged to unprecedented levels early in 2021 before moderating later in the year.
  • Market Data Licensing revenues up 20%, mainly due to growth in professional and non-professional user licenses.
  • Corporate Services revenues up 45% for the year, primarily driven by an increased demand for our OTCQX, OTCQB, and Disclosure & News Service offerings with price increases also contributing. Our premium OTCQX and OTCQB markets and our Disclosure & News Service product allow issuers to meet their current public disclosure requirements under federal and state securities laws.
  • Operating expenses up $8.7 million, or 20%.  
  • Compensation and benefits costs increased 5.2 million, or 18%, primarily due to an increase in cash bonus awards, resulting from improved earnings performance and higher sales commission driven by strong OTCQX and OTCQB sales.
  • Net income increased 67% to $30.5 million due to a 77% increase in income from operations, partially offset by an increase in the Company’s effective tax rate, from 14.6% in 2020 to 19.7% in 2021.
  • Adjusted EBITDA increased 64% to $43.1 million, or $3.56 per adjusted diluted share.

Dividend Declaration – Quarterly Cash Dividend

OTC Markets Group announced today that its Board of Directors authorized and approved a quarterly cash dividend of $0.18 per share of Class A Common Stock. The quarterly cash dividend is payable on March 31, 2022, to stockholders of record on March 23, 2022. The ex-dividend date is March 22, 2022.

Stock Buyback Program

On March 7, 2022, the Board of Directors refreshed the Company’s stock repurchase program, giving the Company authorization to repurchase up to 300,000 shares of the Company’s Class A Common Stock. The Company is authorized to purchase shares from time to time on the open market and through block trades, in compliance with applicable law.

Non-GAAP Financial Measures

In addition to disclosing results prepared in accordance with GAAP, the Company also discloses certain non-GAAP results of operations, including adjusted EBITDA and adjusted diluted earnings per share that either exclude or include amounts that are described in the reconciliation table of GAAP to non-GAAP information provided at the end of this release. Non-GAAP financial measures do not replace and are not superior to the presentation of GAAP financial results but are provided to improve overall understanding of the Company’s current financial performance. Management believes that this non-GAAP information is useful to both management and investors regarding certain additional financial and business trends related to the operating results. Management uses this non-GAAP information, along with GAAP information, in evaluating its historical operating performance.

Fourth Quarter and Full Year 2021 Conference Call

The Company will host a conference call and webcast on Thursday, March 10, 2022, at 8:30 a.m. Eastern Time, during which management will discuss the financial results in further detail. The conference call and replay of the conference call may be accessed as follows:

Dial-in Numbers: 1-877-665-5564 (Domestic); 1-470-495-9522 (International); Conference ID: 2748035

Call Replay Dial-in Numbers (available until March 24, 2022): 1-855-859-2056 (Domestic); 1-404-537-3406 (International); Replay ID Number: 2748035

Participants can access the conference via webcast at the following link (replay available until March 9, 2023):

https://edge.media-server.com/mmc/p/6qc8u2ry 

OTC Markets Group’s 2021 Annual Report, the earnings release, transcript of the earnings call and presentation will also be available in the Investor Relations section of its corporate website at www.otcmarkets.com/investor-relations/overview.

About OTC Markets Group Inc.

OTC Markets Group Inc. (OTCQX: OTCM) operates regulated markets for trading 12,000 U.S. and international securities. Our data-driven disclosure standards form the foundation of our three public markets: OTCQX® Best Market, OTCQB® Venture Market and Pink® Open Market.

Our OTC Link® Alternative Trading Systems (ATSs) provide critical market infrastructure that broker-dealers rely on to facilitate trading. Our innovative model offers companies more efficient access to the U.S. financial markets.

OTC Link ATS, OTC Link ECN and OTC Link NQB are each an SEC regulated ATS, operated by OTC Link LLC, a FINRA and SEC registered broker-dealer, member SIPC.

To learn more about how we create better informed and more efficient markets, visit www.otcmarkets.com.

Investor Contact:

Antonia Georgieva
Chief Financial Officer
Phone: 212-220-2215
Email: ir@otcmarkets.com

OTC MARKETS GROUP INC.  
CONDENSED CONSOLIDATED STATEMENTS OF INCOME  
(in thousands, except share and per share information)  
   
  Three Months Ended December 31,   Year Ended December 31,  
    2021       2020       2021       2020    
OTC Link $ 5,591     $ 5,095     $ 29,665     $ 15,890    
Market data licensing   8,777       7,358       33,751       28,133    
Corporate services   11,819       7,325       39,516       27,206    
Gross revenues   26,187       19,778       102,932       71,229    
Redistribution fees and rebates   (790)       (714)       (3,021)       (2,810)    
Net revenues   25,397       19,064       99,911       68,419    
Transaction-based expenses   (1,578)       (1,362)       (9,273)       (3,022)    
Revenues less transaction-based expenses   23,819       17,702       90,638       65,397    
Operating expenses                
Compensation and benefits   8,135       6,977       34,049       28,896    
IT Infrastructure and information services   2,057       1,717       7,633       6,452    
Professional and consulting fees   1,170       903       4,495       2,704    
Marketing and advertising   326       259       1,028       807    
Occupancy costs   595       335       2,348       2,303    
Depreciation and amortization   465       490       1,796       1,761    
General, administrative and other   293       340       1,273       1,040    
Total operating expenses   13,041       11,021       52,622       43,963    
Income from operations   10,778       6,681       38,016       21,434    
Other income                
Other income   (68)       (19)       (51)       (27)    
Income before provision for income taxes   10,710       6,662       37,965       21,407    
Provision for income taxes   1,656       934       7,489       3,133    
Net Income $ 9,054     $ 5,728     $ 30,476     $ 18,274    
                 
Earnings per share                
Basic $ 0.77     $ 0.49     $ 2.59     $ 1.56    
Diluted $ 0.74     $ 0.48     $ 2.52     $ 1.53    
                 
Basic weighted average shares outstanding   11,519,180       11,418,394       11,506,294       11,402,703    
Diluted weighted average shares outstanding   11,900,839       11,661,096       11,811,320       11,630,685    
                 
                 
Non-GAAP Reconciliation                
  Three Months Ended December 31,   Year Ended December 31,  
    2021       2020       2021       2020    
Net Income $ 9,054     $ 5,728     $ 30,476     $ 18,274    
Excluding:                
Interest Income               (1)       (19)    
Provision for income taxes   1,656       934       7,489       3,133    
Depreciation and amortization   465       490       1,796       1,761    
Stock-based compensation expense   786       716       3,332       3,059    
Adjusted EBITDA $ 11,961     $ 7,868     $ 43,092     $ 26,208    
                 
Adjusted diluted earnings per share $ 0.98     $ 0.66     $ 3.56     $ 2.20    
                 
Note: We use non-GAAP financial measures of operating performance. Non-GAAP measures do not replace and are not superior to the presentation of our GAAP financial results, but are provided to improve overall understanding of the Company’s current financial performance.  
                 

 

       
OTC MARKETS GROUP INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share information)
       
  December 31,
  2021   2020
Assets      
Current assets      
Cash and cash equivalents $ 50,394   $ 33,733
Short-term restricted cash   32
Accounts receivable, net of allowance for credit losses of $244 and $194 7,404   6,609
Prepaid income taxes 790   356
Prepaid expenses and other current assets 1,363   1,375
Total current assets 59,951   42,105
Property and equipment, net 5,049   5,367
Operating lease right-of-use assets 14,889   14,844
Deferred tax assets, net 387   343
Goodwill 251   251
Intangible assets, net 40   40
Long-term restricted cash 1,564   1,532
Other assets 124   328
Total Assets $ 82,255   $ 64,810
       
Liabilities and stockholders’ equity      
Current liabilities      
Accounts payable $ 962   $ 1,251
Income taxes payable 13   16
Accrued expenses and other current liabilities 12,357   9,965
Deferred revenue 28,432   18,765  
Total current liabilities 41,764   29,997
Income tax reserve 989   801
Operating lease liabilities 14,548   14,466
Total Liabilities 57,301   45,264
Commitments and contingencies      
Stockholders’ equity      
Common stock – par value $0.01 per share      
Class A – 17,000,000 authorized, 12,483,128 issued, 11,801,761 outstanding at      
December 31, 2021; 12,346,491 issued, 11,709,857 outstanding at December 31, 2020 125   123
Additional paid-in capital 21,681   19,770
Retained earnings 16,787   11,770
Treasury stock – 681,367 shares at December 31, 2021 and 636,634 shares at December 31, 2020 (13,639)   (12,117)
Total Stockholders’ Equity 24,954   19,546
Total Liabilities and Stockholders’ Equity $ 82,255   $ 64,810
       

OTC Markets OTC Markets Group Reports Fourth Quarter and Full Year 2021 Results