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HealthEquity Reports Third Quarter Ended October 31, 2021 Financial Results
Source: Nasdaq GlobeNewswire / 06 Dec 2021 16:01:00 America/New_York
Highlights of the third quarter include:
- Revenue of $180.0 million, an increase of less than one percent compared to $179.4 million in Q3 FY21.
- Net loss of $5.0 million, compared to net income of $1.8 million in Q3 FY21, with non-GAAP net income of $28.9 million, a decrease of 10% compared to $32.2 million in Q3 FY21.
- Net loss per diluted share of $0.06, compared to net income per diluted share of $0.02 in Q3 FY21, with non-GAAP net income per diluted share of $0.35, compared to $0.41 in Q3 FY21.
- Adjusted EBITDA of $61.1 million, the same as in Q3 FY21.
- 6.2 million HSAs, an increase of 14% compared to Q3 FY21.
- Total HSA Assets of $16.4 billion, an increase of 32% compared to Q3 FY21.
- 13.3 million Total Accounts, including both HSAs and complementary CDB accounts, an increase of 6% compared to Q3 FY21.
- The Company closed its acquisition of the Fifth Third Bank HSA portfolio on September 29, 2021 and its acquisition of Further on November 1, 2021.
- The Company issued $600 million aggregate principal amount of 4.50% Senior Notes due 2029 and refinanced its credit facility.
DRAPER, Utah, Dec. 06, 2021 (GLOBE NEWSWIRE) -- HealthEquity, Inc. (NASDAQ: HQY) ("HealthEquity" or the "Company"), the nation's largest health savings account ("HSA") non-bank custodian, today announced financial results for its third quarter ended October 31, 2021.
"The HealthEquity team delivered another strong quarter of HSA growth, with new HSA sales of 151,000 in the third quarter and 446,000 in the year to date," said Jon Kessler, President and CEO of HealthEquity. "Adding to this year’s strong organic growth, we have on-boarded 160,000 new HSAs from Fifth Third Bank in the third quarter and 580,000 from Further in November to start our fourth quarter. HSA members have added nearly another $1 billion to their HSAs this quarter, and their HSA investments have grown significantly. We believe we are poised for a strong finish to this year’s selling season, continuing to outpace market growth."
Third quarter financial results
Revenue for the third quarter ended October 31, 2021 was $180.0 million, an increase of less than one percent compared to $179.4 million for the third quarter ended October 31, 2020. Revenue this quarter included: service revenue of $102.7 million, custodial revenue of $49.0 million, and interchange revenue of $28.2 million.
HealthEquity reported a net loss of $5.0 million, or $0.06 per diluted share, and non-GAAP net income of $28.9 million, or $0.35 per diluted share, for the third quarter ended October 31, 2021. The Company reported net income of $1.8 million, or $0.02 per diluted share, and non-GAAP net income of $32.2 million, or $0.41 per diluted share, for the third quarter ended October 31, 2020.
Adjusted EBITDA was $61.1 million for the third quarter ended October 31, 2021, the same as in the third quarter ended October 31, 2020. Adjusted EBITDA was 34% of revenue for each of the third quarters ended October 31, 2021 and 2020.
Account and asset metrics
HealthEquity reported sales of 151,000 new HSAs in the third quarter ended October 31, 2021, compared to 104,000 in the third quarter ended October 31, 2020. HSAs as of October 31, 2021 were approximately 6.2 million, an increase of 14% year over year, including 431,000 HSAs with investments, an increase of 43% year over year. Total Accounts as of October 31, 2021 were 13.3 million, including 7.1 million other consumer-directed benefits ("CDBs").
Total HSA Assets as of October 31, 2021 were $16.4 billion, an increase of 32% year over year. Total HSA Assets included $10.5 billion of HSA cash and $6.0 billion of HSA investments. Client-held funds, which are deposits held on behalf of our Clients to facilitate administration of our CDBs, and from which we generate custodial revenue, were $0.8 billion as of October 31, 2021.
HealthSavings HSA portfolio acquisition
HealthEquity also announced it has entered into a definitive agreement with Health Savings Administrators, L.L.C. (“HealthSavings”) to transition the custody of HealthSavings’ HSA portfolio to HealthEquity. The definitive agreement provides a $60 million purchase price for nearly $1.3 billion of HSA assets held in approximately 87,000 HSAs. Given that a significant portion of the HSA assets are currently invested, HealthSavings and HealthEquity are working closely to coordinate an in-kind transfer of most of the invested assets. The transition of HealthSavings’ HSAs to the HealthEquity platform is expected to be completed in the first quarter of fiscal 2023. Willkie Farr & Gallagher LLP is serving as legal advisor to HealthEquity. HealthSavings has engaged Raymond James & Associates, Inc. as financial advisor and Ellenoff Grossman & Schole LLP as its legal advisor.
WageWorks integration
HealthEquity completed its acquisition of WageWorks on August 30, 2019. As of October 31, 2021, we have achieved approximately $75 million of the approximately $80 million in annualized ongoing net synergies we expect to achieve by the end of fiscal year 2022.
Business outlook
For the fiscal year ending January 31, 2022, management expects revenues of $750 million to $755 million. Its outlook for net loss is between $36 million and $33 million, resulting in net loss of $0.43 to $0.40 per diluted share. Its outlook for non-GAAP net income, calculated using the method described below, is between $108 million and $112 million, resulting in non-GAAP net income per diluted share of $1.30 to $1.35 (based on an estimated 83 million diluted weighted-average shares outstanding). Management expects Adjusted EBITDA of $230 million to $235 million. This outlook includes the impact of the Fifth Third Bank HSA portfolio, which closed on September 29, 2021, and the Further acquisition, which closed on November 1, 2021. This outlook also includes the impact of the $600 million aggregate principal amount of 4.50% Senior Notes due 2029 and the refinanced credit facility.
See “Non-GAAP financial information” below for definitions of our Adjusted EBITDA and non-GAAP net income. A reconciliation of the non-GAAP financial measures used throughout this release to the most comparable GAAP financial measures is included with the financial tables at the end of this release.
Conference call
HealthEquity management will host a conference call at 4:30 pm (Eastern Time) on Monday, December 6, 2021 to discuss the third quarter 2022 financial results. The conference call will be accessible by dialing 844-791-6252, or 661-378-9636 for international callers, and referencing conference ID 5354046. A live audio webcast of the call will also be available on the investor relations section of our website at http://ir.healthequity.com.
Non-GAAP financial information
To supplement our financial information presented on a GAAP basis, we disclose non-GAAP financial measures, including Adjusted EBITDA, non-GAAP net income, and non-GAAP net income per diluted share.
- Adjusted EBITDA is adjusted earnings before interest, taxes, depreciation and amortization, amortization of acquired intangible assets, stock-based compensation expense, merger integration expenses, acquisition costs, gains and losses on equity securities, and other certain non-operating items.
- Non-GAAP net income is calculated by adding back to GAAP net income (loss) before income taxes the following items: amortization of acquired intangible assets, stock-based compensation expense, merger integration expenses, acquisition costs, gains and losses on equity securities, and losses on extinguishment of debt, and subtracting a non-GAAP tax provision using a normalized non-GAAP tax rate.
- Non-GAAP net income per diluted share is calculated by dividing non-GAAP net income by diluted weighted-average shares outstanding.
Non-GAAP financial measures should be considered in addition to results prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, GAAP results. We believe that these non-GAAP financial measures provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company cautions investors that non-GAAP financial information, by its nature, departs from GAAP; accordingly, its use can make it difficult to compare current results with results from other reporting periods and with the results of other companies. In addition, while amortization of acquired intangible assets is being excluded from non-GAAP net income, the revenue generated from those acquired intangible assets is not excluded. Whenever we use these non-GAAP financial measures, we provide a reconciliation of the applicable non-GAAP financial measure to the most closely applicable GAAP financial measure. Investors are encouraged to review the related GAAP financial measures and the reconciliation of the non-GAAP financial measures to their most directly comparable GAAP financial measure as detailed in the tables below.
About HealthEquity
HealthEquity and its subsidiaries administer HSAs and other consumer-directed benefits for our more than 13 million accounts in partnership with employers, benefits advisors, and health and retirement plan providers who share our mission to connect health and wealth and value our culture of remarkable “Purple” service. For more information, visit www.healthequity.com.
Forward-looking statements
This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding our industry, business strategy, plans, goals and expectations concerning our markets and market position, product expansion, future operations, expenses and other results of operations, revenue, margins, profitability, acquisition synergies, future efficiencies, tax rates, capital expenditures, liquidity and capital resources and other financial and operating information. When used in this discussion, the words “may,” “believes,” “intends,” “seeks,” “aims,” “anticipates,” “plans,” “estimates,” “expects,” “should,” “assumes,” “continues,” “could,” “will,” “future” and the negative of these or similar terms and phrases are intended to identify forward-looking statements in this press release.
Forward-looking statements reflect our current expectations regarding future events, results or outcomes. These expectations may or may not be realized. Although we believe the expectations reflected in the forward-looking statements are reasonable, we can give you no assurance these expectations will prove to be correct. Some of these expectations may be based upon assumptions, data or judgments that prove to be incorrect. Actual events, results and outcomes may differ materially from our expectations due to a variety of known and unknown risks, uncertainties and other factors. Although it is not possible to identify all of these risks and factors, they include, among others, risks related to the following:
- the impact of the ongoing COVID-19 pandemic on the Company, its operations and its financial results;
- our ability to realize the anticipated financial and other benefits from combining the operations of WageWorks and Further with our business in an efficient and effective manner;
- our ability to integrate the Further business successfully;
- our ability to compete effectively in a rapidly evolving healthcare and benefits administration industry;
- our dependence on the continued availability and benefits of tax-advantaged health savings accounts and other consumer-directed benefits;
- our ability to successfully identify, acquire and integrate additional portfolio purchases or acquisition targets;
- the significant competition we face and may face in the future, including from those with greater resources than us;
- our reliance on the availability and performance of our technology and communications systems;
- recent and potential future cybersecurity breaches of our technology and communications systems and other data interruptions, including resulting costs and liabilities, reputational damage and loss of business;
- the current uncertain healthcare environment, including changes in healthcare programs and expenditures and related regulations;
- our ability to comply with current and future privacy, healthcare, tax, ERISA, investment adviser and other laws applicable to our business;
- our reliance on partners and third-party vendors for distribution and important services;
- our ability to develop and implement updated features for our technology and communications systems and successfully manage our growth;
- our ability to protect our brand and other intellectual property rights; and
- our reliance on our management team and key team members.
For a detailed discussion of these and other risk factors, please refer to the risks detailed in our filings with the Securities and Exchange Commission, including, without limitation, our Annual Report on Form 10-K for the fiscal year ended January 31, 2021 and subsequent periodic and current reports. Past performance is not necessarily indicative of future results. We undertake no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.
Investor Relations Contact
Richard Putnam
801-727-1209
rputnam@healthequity.com
HealthEquity, Inc. and its subsidiaries
Condensed consolidated balance sheets(in thousands, except par value) October 31, 2021 January 31, 2021 (unaudited) Assets Current assets Cash and cash equivalents $ 649,129 $ 328,803 Accounts receivable, net of allowance for doubtful accounts of $6,063 and $4,239 as of October 31, 2021 and January 31, 2021, respectively 84,083 72,767 Other current assets 30,919 58,607 Total current assets 764,131 460,177 Property and equipment, net 24,930 29,106 Operating lease right-of-use assets 81,150 89,508 Intangible assets, net 820,946 767,003 Goodwill 1,363,549 1,327,193 Other assets 44,908 37,420 Total assets $ 3,099,614 $ 2,710,407 Liabilities and stockholders’ equity Current liabilities Accounts payable $ 5,244 $ 1,614 Accrued compensation 32,695 50,670 Accrued liabilities 49,879 75,880 Current portion of long-term debt 6,563 62,500 Operating lease liabilities 12,693 14,037 Total current liabilities 107,074 204,701 Long-term liabilities Long-term debt, net 923,501 924,217 Operating lease liabilities, non-current 67,836 74,224 Other long-term liabilities 18,953 8,808 Deferred tax liability 110,400 119,729 Total long-term liabilities 1,120,690 1,126,978 Total liabilities 1,227,764 1,331,679 Commitments and contingencies Stockholders’ equity Preferred stock, $0.0001 par value, 100,000 shares authorized, no shares issued and outstanding as of October 31, 2021 and January 31, 2021, respectively — — Common stock, $0.0001 par value, 900,000 shares authorized, 83,586 and 77,168 shares issued and outstanding as of October 31, 2021 and January 31, 2021, respectively 8 8 Additional paid-in capital 1,662,965 1,158,372 Accumulated earnings 208,877 220,348 Total stockholders’ equity 1,871,850 1,378,728 Total liabilities and stockholders’ equity $ 3,099,614 $ 2,710,407 HealthEquity, Inc. and its subsidiaries
Condensed consolidated statements of operations and comprehensive income (loss) (unaudited)Three months ended October 31, Nine months ended October 31, (in thousands, except per share data) 2021 2020 2021 2020 Revenue Service revenue $ 102,733 $ 104,562 $ 314,449 $ 319,638 Custodial revenue 49,006 48,544 144,760 142,352 Interchange revenue 28,215 26,245 94,050 83,411 Total revenue 179,954 179,351 553,259 545,401 Cost of revenue Service costs 66,217 65,936 204,183 202,195 Custodial costs 5,734 4,762 15,567 14,805 Interchange costs 4,683 4,095 15,102 13,985 Total cost of revenue 76,634 74,793 234,852 230,985 Gross profit 103,320 104,558 318,407 314,416 Operating expenses Sales and marketing 12,726 12,880 42,288 36,502 Technology and development 38,070 30,758 111,437 92,490 General and administrative 20,004 22,099 63,503 61,590 Amortization of acquired intangible assets 19,642 19,126 59,745 56,905 Merger integration 13,244 8,193 38,422 31,328 Total operating expenses 103,686 93,056 315,395 278,815 Income (loss) from operations (366 ) 11,502 3,012 35,601 Other expense Interest expense (11,881 ) (6,952 ) (25,824 ) (28,110 ) Other income (expense), net 3,122 (421 ) (164 ) (2,009 ) Total other expense (8,759 ) (7,373 ) (25,988 ) (30,119 ) Income (loss) before income taxes (9,125 ) 4,129 (22,976 ) 5,482 Income tax provision (benefit) (4,087 ) 2,340 (11,505 ) 2,015 Net income (loss) and comprehensive income (loss) $ (5,038 ) $ 1,789 $ (11,471 ) $ 3,467 Net income (loss) per share: Basic $ (0.06 ) $ 0.02 $ (0.14 ) $ 0.05 Diluted $ (0.06 ) $ 0.02 $ (0.14 ) $ 0.05 Weighted-average number of shares used in computing net income (loss) per share: Basic 83,551 76,701 82,939 73,358 Diluted 83,551 77,845 82,939 74,665 HealthEquity, Inc. and its subsidiaries
Condensed consolidated statements of cash flows (unaudited)Nine months ended October 31, (in thousands) 2021 2020 Cash flows from operating activities: Net income (loss) $ (11,471 ) $ 3,467 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 98,364 85,485 Stock-based compensation 41,700 30,313 Amortization of debt discount and issuance costs 3,616 3,818 Loss on extinguishment of debt 4,044 — Change in fair value of contingent consideration (2,147 ) — Other non-cash items (750 ) 1,727 Deferred taxes (8,765 ) (973 ) Changes in operating assets and liabilities: Accounts receivable, net (10,090 ) 8,063 Other assets 19,888 3,309 Operating lease right-of-use assets 8,944 8,344 Accrued compensation (18,098 ) (15,251 ) Accounts payable, accrued liabilities, and other current liabilities (34,023 ) (7,936 ) Operating lease liabilities, non-current (6,808 ) (8,361 ) Other long-term liabilities 6,034 8,712 Net cash provided by operating activities 90,438 120,717 Cash flows from investing activities: Acquisitions, net of cash acquired (49,533 ) — Purchases of software and capitalized software development costs (49,033 ) (37,242 ) Purchases of property and equipment (7,284 ) (11,388 ) Acquisition of intangible member assets (64,463 ) (28,100 ) Proceeds from sale of equity securities 2,367 — Net cash used in investing activities (167,946 ) (76,730 ) Cash flows from financing activities: Principal payments on long-term debt (1,003,125 ) (223,438 ) Proceeds from issuance of long-term debt 950,000 — Payment of debt issuance costs (11,846 ) — Proceeds from follow-on equity offering, net of payments for offering costs 456,642 286,779 Settlement of client-held funds obligation, net (1,565 ) (4,189 ) Proceeds from exercise of common stock options 7,728 4,491 Net cash provided by financing activities 397,834 63,643 Increase in cash and cash equivalents 320,326 107,630 Beginning cash and cash equivalents 328,803 191,726 Ending cash and cash equivalents $ 649,129 $ 299,356 HealthEquity, Inc. and its subsidiaries
Condensed consolidated statements of cash flows (unaudited) (continued)Nine months ended October 31, (in thousands) 2021 2020 Supplemental cash flow data: Interest expense paid in cash $ 13,685 $ 22,849 Income tax payments (refunds), net (5,926 ) 1,053 Supplemental disclosures of non-cash investing and financing activities: Purchases of software and capitalized software development costs included in accounts payable, accrued liabilities, or accrued compensation 3,708 1,346 Purchases of property and equipment included in accounts payable or accrued liabilities 479 167 Purchases of intangible member assets included in accounts payable or accrued liabilities 2,281 289 Contingent consideration recognized at acquisition 8,147 — Exercise of common stock options receivable 1 89 Decrease in goodwill due to measurement period adjustments, net 19 5,838 Stock-based compensation expense (unaudited)
Total stock-based compensation expense included in the condensed consolidated statements of operations and comprehensive income (loss) is as follows:
Three months ended October 31, Nine months ended October 31, (in thousands) 2021 2020 2021 2020 Cost of revenue $ 3,076 $ 2,209 $ 8,547 $ 5,737 Sales and marketing 829 2,035 5,677 4,810 Technology and development 3,458 2,641 10,164 8,051 General and administrative 5,921 4,594 17,312 11,715 Other expense (1) — — 342 — Total stock-based compensation expense $ 13,284 $ 11,479 $ 42,042 $ 30,313 (1) Equity-based awards exchanged for cash in connection with the Luum acquisition.
Total Accounts (unaudited)
(in thousands, except percentages) October 31, 2021 October 31, 2020 % Change January 31, 2021 HSAs 6,241 5,460 14 % 5,782 New HSAs from sales - Quarter-to-date 151 104 45 % 370 New HSAs from sales - Year-to-date 446 317 41 % 687 New HSAs from acquisitions - Year-to-date 160 — n/a — HSAs with investments 431 302 43 % 333 CDBs 7,085 7,060 0 % 7,028 Total Accounts 13,326 12,520 6 % 12,810 Average Total Accounts - Quarter-to-date 13,247 12,084 10 % 12,659 Average Total Accounts - Year-to-date 13,158 12,429 6 % 12,604 HSA Assets (unaudited)
(in millions, except percentages) October 31, 2021 October 31, 2020 % Change January 31, 2021 HSA cash with yield (1) $ 10,410 $ 8,759 19 % $ 9,875 HSA cash without yield (2) 59 258 (77 ) % 244 Total HSA cash 10,469 9,017 16 % 10,119 HSA investments with yield (1) 5,900 3,255 81 % 4,078 HSA investments without yield (2) 59 168 (65 ) % 138 Total HSA investments 5,959 3,423 74 % 4,216 Total HSA Assets 16,428 12,440 32 % 14,335 Average daily HSA cash with yield - Year-to-date 9,925 8,445 18 % 8,599 Average daily HSA cash with yield - Quarter-to-date $ 10,099 $ 8,672 16 % $ 9,060 (1) HSA Assets that generate custodial revenue.
(2) HSA Assets that do not generate custodial revenue.
Client-held funds (unaudited)
(in millions, except percentages) October 31, 2021 October 31, 2020 % Change January 31, 2021 Client-held funds (1) $ 811 $ 798 2 % $ 986 Average daily Client-held funds - Year-to-date (1) 849 847 — % 847 Average daily Client-held funds - Quarter-to-date (1) 796 819 (3 ) % 848 (1) Client-held funds that generate custodial revenue.
Net income (loss) reconciliation to Adjusted EBITDA (unaudited)
Three months ended October 31, Nine months ended October 31, (in thousands) 2021 2020 2021 2020 Net income (loss) $ (5,038 ) $ 1,789 $ (11,471 ) $ 3,467 Interest income (478 ) (174 ) (1,419 ) (850 ) Interest expense 11,881 6,952 25,824 28,110 Income tax provision (benefit) (4,087 ) 2,340 (11,505 ) 2,015 Depreciation and amortization 13,904 10,253 38,619 28,580 Amortization of acquired intangible assets 19,642 19,126 59,745 56,905 Stock-based compensation expense 13,284 11,479 41,700 30,313 Merger integration expenses 13,244 8,193 38,422 31,328 Acquisition costs (gains) (1) (2,687 ) 13 4,917 79 Gain on equity securities — — (1,677 ) — Other (2) 1,422 1,168 2,421 4,202 Adjusted EBITDA $ 61,087 $ 61,139 $ 185,576 $ 184,149 (1) For the nine months ended October 31, 2021, acquisition costs included $0.3 million of stock-based compensation expense.
(2) For the three months ended October 31, 2021, other consisted of amortization of incremental costs to obtain a contract of $0.8 million and other expenses, net, of $0.6 million. For the three months ended October 31, 2020, other consisted of amortization of incremental costs to obtain a contract of $0.6 million and other expenses, net, of $0.6 million. For the nine months ended October 31, 2021, other consisted of amortization of incremental costs to obtain a contract of $3.5 million, partially offset by other income, net, of $1.0 million. For the nine months ended October 31, 2020, other consisted of amortization of incremental costs to obtain a contract of $1.4 million and other expenses, net, of $2.8 million.
Reconciliation of net loss outlook to Adjusted EBITDA outlook (unaudited)
Outlook for the year ending (in millions) January 31, 2022 Net loss $(36) - (33) Interest income (2) Interest expense 36 Income tax benefit (16) - (14) Depreciation and amortization 53 Amortization of acquired intangible assets 84 Stock-based compensation expense 57 Merger integration expenses 48 Other expense 6 Adjusted EBITDA $230 - 235 Reconciliation of net income (loss) to non-GAAP net income (unaudited)
Three months ended October 31, Nine months ended October 31, Outlook for the year ending (in millions, except per share data) 2021 2020 2021 2020 January 31, 2022 Net income (loss) $ (5 ) $ 2 $ (11 ) $ 3 $(36) - (33) Income tax provision (benefit) (4 ) 2 (12 ) 2 (16) - (14) Income (loss) before income taxes - GAAP (9 ) 4 (23 ) 5 (52) - (47) Non-GAAP adjustments: Amortization of acquired intangible assets 20 19 60 57 84 Stock-based compensation expense 13 12 42 30 57 Merger integration expenses 13 8 38 32 48 Acquisition costs (gains) (2 ) — 5 — 5 Gain on equity securities — — (2 ) — (2) Loss on extinguishment of debt 4 — 4 — 4 Total adjustments to income (loss) before income taxes - GAAP 48 39 147 119 196 Income before income taxes - Non-GAAP 39 43 124 124 144 - 149 Income tax provision - Non-GAAP (1) 10 11 31 31 36 - 37 Non-GAAP net income 29 32 93 93 108 - 112 Diluted weighted-average shares 84 78 83 75 83 Non-GAAP net income per diluted share (2) $ 0.35 $ 0.41 $ 1.12 $ 1.25 $1.30 - 1.35 (1) The Company utilizes a normalized non-GAAP tax rate to provide better consistency across the interim reporting periods within a given fiscal year by eliminating the effects of non-recurring and period-specific items, which can vary in size and frequency, and which are not necessarily reflective of the Company’s longer-term operations. The normalized non-GAAP tax rate applied to each period presented was 25%. The Company may adjust its non-GAAP tax rate as additional information becomes available and in conjunction with any other significant events occurring that may materially affect this rate, such as merger and acquisition activity, changes in business outlook, or other changes in expectations regarding tax regulations.
(2) Non-GAAP net income per diluted share may not calculate due to rounding of non-GAAP net income and diluted weighted-average shares.
Certain terms
Term Definition HSA A financial account through which consumers spend and save long-term for healthcare on a tax-advantaged basis. CDB Consumer-directed benefits offered by employers, including flexible spending and health reimbursement arrangements (“FSAs” and “HRAs”), Consolidated Omnibus Budget Reconciliation Act (“COBRA”) administration, commuter and other benefits. HSA member Consumers with HSAs that we serve. Total HSA Assets HSA members' deposits with our federally insured custodial depository partners and custodial cash placed in annuity contracts with our insurance company partners. Total HSA Assets also includes HSA members' investments in mutual funds through our custodial investment fund partner. Client Our employer clients. Total Accounts The sum of HSAs and CDBs on our platforms. Client-held funds Deposits held on behalf of our Clients to facilitate administration of our CDBs. Network Partner Our health plan partners, benefits administrators, and retirement plan recordkeepers. Adjusted EBITDA Adjusted earnings before interest, taxes, depreciation and amortization, amortization of acquired intangible assets, stock-based compensation expense, merger integration expenses, acquisition costs, gains and losses on equity securities, and other certain non-operating items. Non-GAAP net income Calculated by adding back to GAAP net income (loss) before income taxes the following items: amortization of acquired intangible assets, stock-based compensation expense, merger integration expenses, acquisition costs, gains and losses on equity securities, and losses on extinguishment of debt, and subtracting a non-GAAP tax provision using a normalized non-GAAP tax rate. Non-GAAP net income per diluted share Calculated by dividing non-GAAP net income by diluted weighted-average shares outstanding.