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Rover Reports First Quarter 2021 Financial Results

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Rover reported strong Q1 2021 results with gross bookings value at $65 million, a 67% year-over-year increase. Total revenue was $12.2 million, down from $17.0 million. New bookings reached ~102,000 at an average customer acquisition cost of $7. The company noted significant month-over-month growth in key states: California (45%), Florida (42%), New York (44%), and Texas (69%). Adjusted EBITDA improved 64% year-over-year, indicating a streamlined cost structure. Rover expects to capture growing pet care demand as vaccinations rise.

Positive
  • Gross Bookings Value rose 67% year-over-year to $65 million.
  • Adjusted EBITDA improved 64% year-over-year, indicating better cost efficiency.
  • Customer Acquisition Cost decreased significantly to $7.
  • Increase in average stay length for overnight services returning to pre-pandemic norms.
Negative
  • Total revenue decreased to $12.2 million from $17.0 million.
  • Total bookings declined to ~643,000 from ~925,000.
  • Recent Data Shows Signs of Rapid Acceleration and Post-Pandemic Recovery
  • Strong Q1 Gross Bookings Value of $65 million
  • Q1 New Bookings of ~102,000 at $7 Average Customer Acquisition Cost
  • March Gross Bookings Value increased 67% Year-Over-Year                

SEATTLE, May 17, 2021 (GLOBE NEWSWIRE) -- A Place for Rover, Inc. (“Rover” or the “Company”), the world’s largest online marketplace for pet care, today announced financial results for the first quarter ended March 31, 2021.

“We are pleased with our first quarter results and are very encouraged by recent data and the signs we are seeing in the market,” said Rover co-founder and CEO, Aaron Easterly. “In the first quarter and continuing into May, we have seen an uptick in both Gross Bookings Value (GBV) and bookings as COVID vaccines roll out. We believe Rover is well positioned to capture the resurgence in pet care demand as people resume traveling and return to work.”

First Quarter 2021 Financial Highlights:
(Unless otherwise noted, all comparisons are relative to the first quarter of 2020):

  • Total revenue of $12.2 million, compared to $17.0 million.
  • Total bookings of ~643,000, compared to ~925,000. During the last week of March 2021, Rover had its highest volume week of new bookings since the week prior to Christmas 2019, and significantly more new bookings than any week in 2020.
  • Customer Acquisition Cost (CAC) of $7, compared to $39 on new bookings of ~102,000, compared to ~109,000.
  • GBV of $64.7 million, compared to $86.8 million.
  • GAAP net income/(loss) of ($10.6) million, compared to ($20.5) million.
  • Adjusted EBITDA of ($4.4) million, compared to ($12.3) million.

First Quarter 2021 Business Highlights:

  • For all bookings, California, Florida, New York and Texas are up 45%, 42%, 44% and 69% respectively month-over-month from February to March 2021. Historically, the seasonal trend has been a ~20% increase during the same timeframe. Rover expects the exact rate of recovery to continue to vary by locale.
  • Stay length for overnight services began to return to historical seasonal norms: the average stay length in the first quarter of 2021 and 2019 was ~4 nights.
  • Requests for services are being made further in advance: the median lead time for pet care requests in March 2021 was up ~15% over March 2019.
  • The “pandemic puppy” boom is a real phenomenon: of all new pet profiles added on Rover, the percentage of puppies is up 38% over the first quarter 2019.
  • Existing Rover pet parents added ~30% more puppies to their profiles than they did in the first quarter of 2019.
  • New customer daycare bookings for puppies was up 64% over the first quarter of 2019, a historic high.
  • On February 10, 2021, Rover entered into a definitive business combination agreement with Nebula Caravel Acquisition Corp. (Nasdaq: NEBC) (“Caravel”). Caravel is a publicly traded special purpose acquisition company sponsored by True Wind Capital. The transaction values Rover at an enterprise value of approximately $1.350 billion.

“In the first quarter, we improved Adjusted EBITDA 64% year-over-year as we leveraged our organic customer acquisition efforts and streamlined cost structure,” said Rover CFO, Tracy Knox. “Looking ahead, consistent with our operating plan for the year, we plan to drive growth with targeted and increased investments in marketing as we capitalize on the expanded market opportunity and influx of new pet parents. The improvements in our booking trends over the past few weeks, including April, combined with our more efficient cost structure gives us confidence in delivering our full year targets.”

A chart accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/5e0f04d0-ceab-48b0-b947-aa1596fe0da0 

About Rover

Founded in 2011 and based in Seattle, Rover is the world’s largest online marketplace for pet care. Rover connects pet parents with pet care providers who offer overnight services, including boarding and in-home pet sitting, as well as daytime services, including doggy daycare, dog walking, drop-in visits, and grooming. Millions of pet parents have booked a service on Rover, with more than 500,000 pet care providers across North America and Europe. 

About True Wind Capital 

True Wind Capital is a San Francisco-based private equity firm focused on investing in leading technology companies. True Wind has a broad investing mandate, with deep industry expertise across software, data analytics, tech-enabled services, internet, financial technology, and hardware. Rover will be True Wind’s 8th platform investment.

About Nebula Caravel Acquisition Corp. 

Caravel (Nasdaq: NEBC) is a blank check company sponsored by True Wind and led by Adam H. Clammer and James H. Greene, Jr., who serve as Chief Executive Officer and Chairman, respectively, formed for the purpose of partnering with one high-quality technology business. Caravel follows Nebula Acquisition Corporation’s successful merger with Open Lending in June 2020.

Important Information and Where to Find It

This press release relates to the proposed merger involving Caravel Rover. Caravel has filed a Registration Statement on Form S-4 with the SEC, which includes a proxy statement and prospectus of Caravel and an information statement of Rover, and each party will file other documents with the SEC regarding the proposed transaction. A definitive proxy statement/prospectus/information statement will also be sent to the stockholders of Caravel and Rover, seeking any required stockholder approvals. Before making any voting or investment decision, investors and securityholders of Caravel and Rover are urged to carefully read the entire registration statement and proxy statement/prospectus/information statement, when they become available, and any other relevant documents filed with the SEC, as well as any amendments or supplements to these documents, because they will contain important information about the proposed transaction. The documents filed by Caravel with the SEC may be obtained free of charge at the SEC’s website at www.sec.gov. Alternatively, these documents, when available, can be obtained free of charge from Caravel upon written request to Nebula Caravel Acquisition Corp., Four Embarcadero Center, Suite 2100, San Francisco, California 94111.

Participants in the Solicitation

Caravel, Rover and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Caravel, in favor of the approval of the merger. Information regarding Caravel’s directors and executive officers is contained in the section of Caravel’s Registration Statement on Form S-4 titled “Information About Carvel”, which was filed with the SEC on March 29, 2021. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the registration statement and the proxy statement/prospectus/information statement and other relevant documents filed with the SEC when they become available. Free copies of these documents may be obtained as described in the preceding paragraph.

No Offer or Solicitation

This press release does not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction. This press release also does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor will there be any sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such other jurisdiction. No offering of securities will be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not limited to, Caravel’s and Rover’s expectations or predictions of future financial or business performance or conditions. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These statements may be preceded by, followed by or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates” or “intends” or similar expressions, and include statements regarding COVID recovery, changes in travel and working behavior and the impact on Rover’s business and operating results as well as the closing of the business combination between Caravel and Rover. Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements. Certain of these risks are identified and discussed in the section of Caravel’s Registration Statement Form S-4 titled “Risk Factors” which was filed with the SEC on March 29, 2021. These risk factors will be important to consider in determining future results and should be reviewed in their entirety. These forward-looking statements are based on Caravel’s or Rover’s management’s current expectations and beliefs, as well as a number of assumptions concerning future events. However, there can be no assurance that the events, results or trends identified in these forward-looking statements will occur or be achieved. Forward-looking statements speak only as of the date they are made, and neither Caravel nor Rover is under any obligation, and expressly disclaim any obligation, to update, alter or otherwise revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Readers should carefully review the statements set forth in the reports, which Caravel has filed or will file from time to time with the SEC.

In addition to factors previously disclosed in Caravel’s reports filed with the SEC and those identified elsewhere in this press release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: risks and uncertainties related to the inability of the parties to successfully or timely consummate the merger, including the risk that any required regulatory approvals or stockholder approvals of Caravel or Rover are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the merger is not obtained, failure to realize the anticipated benefits of the merger, risks related to Rover’s ability to execute on its business strategy, attract and retain users, develop new offerings, enhance existing offerings, compete effectively, and manage growth and costs, the duration and global impact of COVID-19, the number of redemption requests made by Caravel’s public stockholders, the ability of the combined company to meet Nasdaq’s listing standards (or the standards of any other securities exchange on which securities of the public entity are listed) following the merger, the inability to complete the private placement of common stock of Caravel to certain institutional accredited investors, the risk that the announcement and consummation of the transactions disrupts Rover’s current plans and operations, costs related to the transactions, the outcome of any legal proceedings that may be instituted against Caravel, Rover, or any of their respective directors or officers, regarding the proposed transaction, the ability of Caravel’s or the combined company to issue equity or equity-linked securities in connection with the proposed business combination or in the future, the failure to realize anticipated pro forma results and underlying assumptions, including with respect to estimated stockholder redemptions and purchase price and other adjustments; and those factors discussed in documents of Caravel filed, or to be filed, with SEC.

Additional factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found in Caravel’s most recent filings with the SEC which are available, free of charge, at the SEC’s website at www.sec.gov, and in the Registration Statement on Form S-4 and Caravel’s proxy statement/prospectus/information statement when available.

This press release is not intended to be all-inclusive or to contain all the information that a person may desire in considering an investment in Caravel and is not intended to form the basis of an investment decision in Caravel. All subsequent written and oral forward-looking statements concerning Caravel and Rover, the proposed transaction or other matters and attributable to Caravel and Rover or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above.

Definitions

  • Adjusted EBITDA is defined as net loss excluding depreciation and amortization, stock-based compensation expense, income tax expense or benefit, interest expense, interest income, other income (expense), net, and non-routine items such as restructuring, impairment, and certain acquisition costs.
  • A booking is defined as a single arrangement, prior to cancellation, between a pet parent and pet care provider, which can be for a single night or multiple nights for our overnight services, or for a single walk/day/drop-in/groom or multiple walks/days/drop-ins for our daytime services. New bookings is defined as the total number of first-time bookings that new users, which Rover refers to as pet parents, book on our platform in a period. Repeat bookings are defined as the total number of bookings from pet parents who have had a previous booking on Rover.
  • CAC for any period is defined as advertising expenses less brand, content and marketing tools divided by in period new bookings.
  • Gross Booking Value, or GBV, represents the dollar value of bookings on our platform in a period and is inclusive of pet care provider earnings, service fees, add-ons, taxes and alterations that occurred during that period.
  • Please refer to Caravel’s registration statement on Form S-4 filed with the SEC on March 29, 2021 for definitions of Adjusted EBITDA, a non-GAAP metric, and GBV, total bookings, new bookings.
    
A Place for Rover, Inc.
Key Business Metrics
 Three Months Ended
March 31,
 
(unaudited) 2020  2021 
         
Bookings (in thousands):        
New bookings  109   102 
Repeat bookings  816   541 
Total bookings  925   643 
         
GBV (in millions) $86.8  $64.7 
 

GAAP Financial Statements

A Place for Rover, Inc.        
Balance Sheet December 31,  March 31, 
(unaudited) 2020  2021 
    
  (in thousands) 
Assets        
Current assets        
Cash and cash equivalents $80,848  $81,833 
Accounts receivable, net  2,992   6,878 
Prepaid expenses and other current assets  3,629   5,973 
Total current assets  87,469   94,684 
Property and equipment, net  24,923   23,835 
Operating lease right-of-use assets     22,363 
Intangible assets, net  7,967   7,064 
Goodwill  33,159   33,159 
Deferred tax asset, net  1,235   1,228 
Other noncurrent assets  134   97 
Total assets $154,887  $182,430 
Liabilities, Redeemable Convertible Preferred Stock and Stockholders’ Deficit        
Current liabilities        
Accounts payable $1,301  $1,633 
Accrued compensation and related expenses  3,269   4,039 
Accrued expenses and other current liabilities  2,747   5,397 
Deferred revenue  751   3,378 
Pet parent deposits  7,931   14,754 
Pet service provider liabilities  6,140   6,435 
Debt, current portion  4,128   6,840 
Operating lease liabilities, current portion     2,236 
Total current liabilities  26,267   44,712 
Deferred rent, net of current portion  2,248    
Debt, net of current portion  33,398   30,781 
Operating lease liabilities, net of current portion     26,802 
Other noncurrent liabilities  4,659   723 
Total liabilities  66,572   103,018 
Commitments and contingencies        
Redeemable convertible preferred stock  290,427   290,427 
Stockholders’ deficit:        
Common stock, par value      
Additional paid-in capital  53,912   55,579 
Accumulated other comprehensive income (loss)  253   274 
Accumulated deficit  (256,277)  (266,868)
Total stockholders’ deficit  (202,112)  (211,015)
Total liabilities, redeemable convertible preferred stock and stockholders’ deficit $154,887  $182,430 


    
A Place for Rover, Inc.
Statement of Operations
 Three Months Ended
March 31,
 
(unaudited) 2020  2021 
    
  (in thousands) 
Revenue $16,991  $12,196 
Costs and expenses:        
Cost of revenue  5,418   4,176 
Service operations  5,055   2,233 
Marketing  9,350   2,666 
Technology  8,811   4,468 
General and administrative  6,202   6,636 
Depreciation and amortization  2,762   1,850 
Total costs and expenses  37,598   22,030 
Loss from operations  (20,607)  (9,833)
Other income (expense), net:        
Interest income  332   4 
Interest expense  (249)  (697)
Other expense, net  (44)  (51)
Total other income (expense), net  39   (744)
Loss before provision for income taxes  (20,568)  (10,577)
Benefit from (provision for) income taxes  23   (14)
Net loss $(20,545) $(10,591)
Net loss per share attributable to common stockholders,
  basic and diluted
 $(0.72) $(0.36)
Weighted-average shares used in computing net loss per share,
  basic and diluted
  28,621   29,482 


A Place for Rover, Inc.
Statements of Cash Flows
 Three Months Ended
March 31,
 
(unaudited) 2020  2021 
    
  (in thousands) 
OPERATING ACTIVITIES        
Net loss $(20,545) $(10,591)
Adjustments to reconcile net loss to net cash used in operating activities:        
Stock-based compensation  1,585   1,001 
Depreciation and amortization  4,644   3,569 
Non-cash operating lease costs     477 
Net amortization (accretion) of investment premiums (discounts)  (6)   
Amortization of debt issuance costs  68   120 
Deferred income taxes  (58)  12 
Loss on disposal of property and equipment  8   17 
Changes in operating assets and liabilities:        
Accounts receivable  196   (3,878)
Prepaid expenses and other current assets  206   928 
Other noncurrent assets  693   (9)
Accounts payable  (1,612)  332 
Accrued expenses and other current liabilities  (1,184)  1,034 
Deferred revenue and pet parent deposits  (16,862)  9,449 
Pet service provider liabilities  (2,153)  295 
Operating lease liabilities     (530)
Other noncurrent liabilities  682   54 
Net cash (used in) provided by operating activities  (34,338)  2,280 
INVESTING ACTIVITIES        
Purchase of property and equipment  (369)  (49)
Capitalization of internal-use software  (2,492)  (1,543)
Proceeds from disposal of property and equipment     8 
Purchases of available-for-sale securities  (4,725)   
Proceeds from sales of available-for-sale securities  5,367    
Maturities of available-for-sale securities  10,278    
Net cash provided by (used in) investing activities  8,059   (1,584)
FINANCING ACTIVITIES        
Proceeds from exercise of common stock options  134   666 
Payment of deferred transaction costs     (375)
Proceeds from borrowing on credit facilities  55,185    
Net cash provided by financing activities  55,319   291 
Effect of exchange rate changes on cash and cash equivalents  (56)  (2)
Net increase (decrease) in cash and cash equivalents  28,984   985 
Cash and cash equivalents, beginning of period $67,654  $80,848 
Cash and cash equivalents, end of period $96,638  $81,833 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION        
Cash paid for income taxes $3  $ 
Cash paid for interest     563 
NON-CASH INVESTING AND FINANCING ACTIVITIES        
Issuance of common stock warrants under credit facility and subordinated credit facility agreements $657  $ 
Issuance of Series G redeemable convertible preferred stock to settle Barking Dog Ventures, Ltd. Holdback  62    
Deferred transaction costs included in accrued expenses and other current liabilities     2,887 
         

Reconciliation to Financial Statements

A Place for Rover, Inc.
Adjusted EBITDA Reconciliation
 Three Months Ended
March 31,
 
(unaudited) 2020  2021 
    
  (in thousands) 
Adjusted EBITDA reconciliation:        
Net loss $(20,545) $(10,591)
Add (deduct):        
Depreciation and amortization(1)  4,644   3,569 
Stock-based compensation expense(2)  1,585   1,001 
Interest expense  249   697 
Interest income  (332)  (4)
Other expense, net  44   51 
Income tax benefit  (23)  14 
Restructuring expense(3)  2,080    
Acquisition-related costs(4)  28   905 
Adjusted EBITDA $(12,270) $(4,358)

(1) Depreciation and amortization include amortization expense related to capitalized internal use software, which is recognized as cost of revenue in the consolidated statements of operations.
(2) Stock-based compensation expense includes equity granted to employees as well as for professional services to non-employees.
(3) Restructuring costs include expenses for severance-related and legal costs incurred during the implementation of our restructuring plan.
(4) Acquisition-related costs include accounting, legal, consulting and travel related expenses incurred in connection with business combinations.

Contacts:

MEDIA  
pr@rover.com
Kristin Sandberg
(360) 510-6365

INVESTORS
brinlea@blueshirtgroup.com
Brinlea Johnson
(415) 269-2645

True Wind Capital
press@truewindcapital.com
Stephanie Portillo


FAQ

What were Rover's Q1 2021 gross bookings value?

Rover reported a gross bookings value of $65 million for Q1 2021.

What was the customer acquisition cost for Rover in Q1 2021?

The customer acquisition cost for Rover in Q1 2021 was $7.

How did Rover's revenue change in Q1 2021?

Rover's revenue decreased to $12.2 million in Q1 2021, down from $17.0 million in Q1 2020.

What was the adjusted EBITDA for Rover in Q1 2021?

Rover's adjusted EBITDA for Q1 2021 was a loss of $4.4 million, which improved by 64% year-over-year.

How did bookings perform month-over-month in key states for Rover?

Bookings increased significantly month-over-month in California (45%), Florida (42%), New York (44%), and Texas (69%).

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