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Clear Secure(YOU) - 2024 Q4 - Annual Report

Financial Performance - Total revenue for 2024 reached 770,488,000,a25.6770,488,000, a 25.6% increase from 613,579,000 in 2023 [422]. - Operating income for 2024 was 123,191,000,comparedto123,191,000, compared to 20,138,000 in 2023, marking a significant improvement [422]. - Net income attributable to Clear Secure, Inc. for 2024 was 169,676,000,upfrom169,676,000, up from 28,108,000 in 2023, reflecting a substantial growth [422]. - Comprehensive income attributable to Clear Secure, Inc. for 2024 was 167,969,000,comparedto167,969,000, compared to 31,687,000 in 2023 [425]. - The net income for the year ending December 31, 2024, was 225,274,000,comparedto225,274,000, compared to 49,888,000 for the previous year, indicating a significant growth [433]. - The company reported a net income per share of 1.81forbothClassAandBCommonStockin2024,upfrom1.81 for both Class A and B Common Stock in 2024, up from 0.31 in 2023 [422]. - Operating cash flow for 2024 was 295,677,upfrom295,677, up from 225,033 in 2023, indicating a 31.2% increase year-over-year [439]. Assets and Liabilities - Total assets increased to 1,194,932,000in2024from1,194,932,000 in 2024 from 1,045,009,000 in 2023, representing a growth of 14.3% [420]. - Total liabilities rose to 956,992,000in2024,comparedto956,992,000 in 2024, compared to 675,785,000 in 2023, indicating a 41.6% increase [420]. - The company had cash and cash equivalents of 66.9millionasofDecember31,2024[398].Thecompanyrecordedmarketablesecuritiestotaling66.9 million as of December 31, 2024 [398]. - The company recorded marketable securities totaling 543 million as of December 31, 2024, primarily invested in government securities and money market funds [400]. - The total paid-in capital as of December 31, 2024, was 114,231,000,showingadecreasefrom114,231,000, showing a decrease from 394,390,000 at the beginning of the year [433]. - The company reported a depreciation expense of 21,749for2024,upfrom21,749 for 2024, up from 18,215 in 2023, which is a 13.9% increase [439]. Tax and Financial Agreements - The company expects to pay approximately 462.7millionundertheTaxReceivableAgreementover15years,assumingallfutureredemptionsoccuronDecember31,2024[221].TheTaxReceivableAgreementrequiresthecompanytopay85462.7 million under the Tax Receivable Agreement over 15 years, assuming all future redemptions occur on December 31, 2024 [221]. - The Tax Receivable Agreement requires the company to pay 85% of cash savings from tax benefits realized, which could significantly impact liquidity [219]. - Payments under the Tax Receivable Agreement could exceed actual cash savings in income tax, leading to potential financial strain [224]. - The Tax Receivable Agreement requires payments based on tax reporting positions, which may be challenged by the IRS or other tax authorities, potentially affecting future cash payments [222]. Dividends and Stock Repurchase - The company has approved a quarterly dividend policy but may face limitations due to its holding company structure and contractual restrictions [211]. - The ability to pay dividends may be restricted by covenants in debt agreements and other factors [212]. - As of December 31, 2024, 52.7 million remained available under the stock repurchase program, which allows for the purchase of up to 600millionofClassACommonStock[229].Thecompanydistributed600 million of Class A Common Stock [229]. - The company distributed 28,828,000 in special dividends during the year [433]. - The company repurchased Class A Common Stock amounting to 272,920in2024,comparedto272,920 in 2024, compared to 69,673 in 2023, indicating a significant increase in stock buybacks [439]. Organizational Structure and Control - As of December 31, 2024, the Founder Post-IPO Members control approximately 82.1% of the combined voting power of the outstanding shares [214]. - The organizational structure may confer benefits to CLEAR Post-IPO Members that do not equally benefit Class A Common Stock holders [213]. - The company is subject to covenants in its Credit Agreement that limit its ability to incur additional debt, pay dividends, or engage in certain business activities, which may hinder future operations [227]. Market and Operational Challenges - The company’s decisions to enhance member experience may conflict with short-term financial results, potentially affecting stock price [205]. - The company expects continued variability in its operating and financial performance due to factors outside its control [242]. - The company anticipates that fluctuations in its stock price may occur due to factors unrelated to its operating performance [243]. Internal Controls and Compliance - The company may face challenges in maintaining effective internal controls, which could impair the accuracy of financial statements and compliance with regulations [235]. Revenue Generation - The Company primarily generates revenue from subscriptions to its consumer aviation service, CLEAR Plus, with membership subscription revenue presented net of taxes, refunds, and chargebacks [453]. - The Company recognizes revenue ratably from its consumer aviation subscription service, with performance obligations satisfied over time as services are rendered, typically over a period of less than 12 months [459]. - The Company’s revenue is primarily derived from subscriptions to its consumer aviation service, CLEAR Plus, with no individual airport accounting for more than 10% of membership revenue [529]. Acquisitions and Investments - The Company acquired assets of Sora ID, Inc. for a total purchase consideration of 5,250thousand,including5,250 thousand, including 1,500 thousand in deferred consideration [522]. - Goodwill recognized from the acquisition of Sora ID, Inc. amounted to $3,950 thousand, which is deductible for tax purposes [522]. - The Company evaluates acquisitions to determine if they are business combinations or asset acquisitions, with goodwill recognized as the excess of purchase price over net identifiable assets acquired [484].