0001840776false00018407762022-08-102022-08-100001840776us-gaap:CommonClassAMember2022-08-102022-08-100001840776hgty:HGTYWarrantsEachWholeWarrantExercisePriceof1150PerShareMemberMember2022-08-102022-08-10

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

August 10, 2022
Date of Report (date of earliest event reported)

HAGERTY, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-40244
86-1213144
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification No.)

121 Drivers Edge
Traverse City, Michigan 49684
(Address of principal executive offices and zip code)

(800) 922-4050
Registrant's telephone number, including area code

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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolsName of each exchange on which registered
Class A common stock, par value $0.0001 per shareHGTYThe New York Stock Exchange
Warrants, each whole warrant exercisable for one share
of Class A common stock, each at an exercise price of
$11.50 per share
HGTY.WSThe New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



ITEM 2.02     Results of Operations and Financial Condition

On August 10, 2022, Hagerty, Inc. (the "Company") announced its financial results for the fiscal quarter ended June 30, 2022 by issuing a letter to its stockholders and a press release. The Company will also be holding a conference call on August 10, 2022 to discuss its financial results for the three and six months ended June 30, 2022. The full text of the Company's letter to its stockholders and press release are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by reference.

The information furnished pursuant to Item 2.02 of this Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under Securities Act of 1933, as amended ("Securities Act") or the Exchange Act, except as expressly set forth by specific reference in such a filing.

ITEM 7.01    Regulation FD Disclosure

On August 10, 2022, the Company posted to the investor relations page of its website an investor presentation expected to be used by the Company in connection with certain future presentations to investors and others. A copy of the investor presentation is attached as Exhibit 99.3 to this Current Report on Form 8-K.

The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.3, shall not be deemed to be "filed" for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01     Financial Statements and Exhibits

(d) Exhibits

Exhibit No.Description
99.1
99.2
99.3
104Cover Page Interactive Data File (formatted as Inline XBRL)







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.


HAGERTY, INC.
Date: August 10, 2022
/s/ Barbara E. Matthews
Barbara E. Matthews
SVP, General Counsel and Corporate Secretary


a2022q2stockholderletter
Q2Stockholder Letter


 
S T O C K H O L D E R L E T T E R Quarterly Update from McKeel Some people assume Henry Ford invented the automobile. He did not. That honor, arguably, goes to a gentleman named Karl Benz who patented the “Motorwagen” in 1886. But Ford did help shape the automobile industry as we know it today. He also, early on, shaped consumers’ views of what this mechanical marvel was really intended for. “I will build a car for the great multitude,” he said of his now-iconic Model T. “But it will be so low in price that no man making a good salary will be unable to own one - and enjoy with his family the blessing of hours of pleasure in God’s great open spaces.” That’s Hagerty in a nutshell. Ford saw the automobile as a vehicle to the best things in life, and so do we. From our insurance product and rapidly growing Hagerty Drivers Club to our dynamic events, media offerings and automotive intelligence resources, everything we do is designed to make owning or loving a cool, older car easier and more fun. Currently, we find ourselves in driving season – the best season of all for the 69 million Americans who describe themselves as automotive enthusiasts. There are many millions more like them around the world, and they are all passionate about their pastime. To them, cars and driving are a source of joy and meaning, and driving is about far more than just getting to and from work. It is about the journeys to the places we want to go with the people we want to be with. It is about freedom, independence, and, yes, those precious hours of pleasure in God’s great open spaces. Like Mr. Ford, car lovers today innately know these automotive truths to be self-evident, and that is one of the reasons that, despite today’s economic uncertainty, they continue to drive for fun, invest in enthusiast cars and seek out Dear Hagerty Stockholders, Members and One Team Hagerty,  


 
moments to be together with others who share their passion. It is also why Hagerty continues to grow so quickly. Our resilience, through good times and bad, is one of our core strengths. Though we are new to the NYSE, we are certainly not a pre-revenue start- up. We have been at this for several decades. Our revenues are real, predictable and contractual. We have a consistent track record of growth, fueled by an obsession with the customer. Our bedrock, of course, is insurance. Because of it, we begin each year with almost 90% of our revenues locked in thanks to our strong retention. This recurring revenue is a distinct advantage for us, creating visibility into our ambitious growth targets. But it is not the full picture of who we are as a company. Hagerty is a growth company – supporting the automotive enthusiast with products and experiences from insurance and intelligence to lifestyle events and services. Our highly differentiated business model positions us for long-term organic growth despite tumultuous macroeconomic times. To share some perspective on what we mean by that, we have compounded our underlying premium growth at over 13% per year over the last decade. For perspective, this is over three times the 4% growth of the industry. And our first half 2022 written premium growth of 15% is even faster. Perhaps more impressive is that we have delivered this growth while maintaining our industry-leading Net Promoter Score of 82, roughly twice the industry average. At the heart of our business are our partners. We currently collaborate with nine of the top 10 automotive insurers in the U.S. to bring Hagerty- branded products to their loyal and in some cases most valuable customers. And as we begin planning for 2023, we look forward to the start of another mutually beneficial relationship, this one with State Farm where we will begin to activate its network of 19,200 agents across 460,000+ classic car policies. Our teams are focused on delivering a seamless experience, and we believe that this customer-centric approach is what will help sustain our high organic growth rates over the coming years.  This will be a large expansion of our customer base that raises the bar for Hagerty and we believe will encourage discussions with other partners for similar programs. We have spent the last several years readying ourselves for this game-changing influx of new members, many of whom, we believe, will join our Hagerty Drivers Club. Perhaps the biggest news of the summer is our recent announcement to acquire the remaining 60 percent of Broad Arrow Group (Broad Arrow), the recognized experts in auction sales, that we did not already own. At the start of the year, we invested $15 million to acquire an initial 40 percent stake in Broad Arrow to drive our “Marketplace” strategy, which provides high-trust platforms for our members to buy, sell, and finance collector cars, whether that is at a live auction or connecting buyers and sellers online through our proprietary automotive classified ads portal. The transactional marketplace is sizable. Over the past 12 months, we watched over 300,000 vehicles on our books transact with a value of about $12 billion – and we believe the global opportunity is multiples of that number. We expect our additional investment in Broad Arrow to be immediately accretive and are accelerating the pace of investments to rapidly scale this business. Hagerty Marketplace is yet another way we are serving the vast collectible car market, but it certainly will not be the last. Given the size of our total addressable market (69 million strong in the U.S.), we see a massive opportunity before us. We are making steady progress toward seizing it. Our eye is on the long game. We are glad you are on this drive with us. Onward and upward! McKeel Hagerty, CEO Hagerty


 


 

Document
hagerty2.jpg
For Immediate Release
Hagerty Reports Second Quarter 2022 Results


Second quarter 2022 Total Revenue increased 23% year-over-year to $206.0 million, and year-to-date 2022 Total Revenue increased 26% year-over-year to $373.8 million
Total Members as of June 30, 2022 increased 9% year-over-year to 2.5 million
Second quarter 2022 Written Premium increased 14% year-over-year to $237.7 million, and year-to-date 2022 Written Premium increased 15% year-over-year to $392.5 million


TRAVERSE CITY, Mich., August 10, 2022 /PRNewswire/ – Hagerty, Inc. (NYSE: HGTY), an automotive lifestyle brand and a leading specialty insurance provider focused on the global automotive enthusiast market, today announced financial results for the three and six months ended June 30, 2022.

"We delivered strong revenue growth of 23% during the second quarter and 26% during the first six months of the year, in line with our revenue outlook for full year 2022 despite a weakening macroeconomic environment," said McKeel Hagerty, Chief Executive Officer of Hagerty. "Our global growth has been powered by consistent double digit gains in written premium, a strong and growing base of members, and higher revenue per member. We continue to deliver excellent customer service for Hagerty members and partners, driving industry leading net promoter scores of 82 and high retention rates."

Mr. Hagerty continued, "Our team continues to work diligently on getting the State Farm partnership up and running. We have moved into systems testing and the regulatory approval process, and expect to begin activating State Farm's 19,200 agents to sell classic car policies during the first half of 2023. Our teams are focused on delivering a seamless experience, and we believe that this customer-centric approach is what will help sustain our high rates of organic growth over the coming years."

"We are also investing methodically in value-added and best-in-class services for our members, which we believe will continue to attract and retain car lovers," added Mr. Hagerty. "This includes today's announcement that we are acquiring the remaining 60% of Broad Arrow Group. We expect the transaction to be immediately accretive as our platform for buying and selling collector cars is ramping quickly, leveraging the strength of the Hagerty brand and ecosystem to capitalize on this large and growing opportunity."

FINANCIAL HIGHLIGHTS


Second quarter Total Revenue increased 23% to $206.0 million compared to $167.4 million in the prior year period, and year-to-date Total Revenue increased 26% to $373.8 million compared to $296.6 million in the prior year period.
This strong growth is attributable to an increase in earned premium, primarily related to underlying growth as well as a 10% increase in contractual quota share.
Hagerty Driver's Club (HDC) paid members as of June 30, 2022 increased 8% to approximately 743,000 compared to 690,000 as of June 30, 2021.
Second quarter Revenue per paid member increased 16% to $158 compared to $136 in the prior year period, and year-to-date Revenue per paid member increased 18% to $292 compared to $247 in the prior year period.
Second quarter Written Premium increased 14% to $237.7 million compared to $208.1 million in the prior year period, and year-to-date Written Premium increased 15% to $392.5 million compared to $341.8 million in the prior year period.
Policies in Force Retention was 88% as of June 30, 2022 compared to 89% as of June 30, 2021.
Loss Ratio remained constant at 41% for the second quarter and first half of 2022 compared to the second quarter and first half of 2021.
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Second quarter Net Loss was $5.5 million compared to $12.5 million of income in the prior year period, and year-to-date Net Income was $10.3 million compared to $5.7 million of income in the prior year period.
Excluding the impact from the change in fair value of warrant liabilities, the decline in net income was primarily driven by certain pre-revenue costs related to scaling our infrastructure, newly-developed digital platforms and legacy systems, human resources and occupancy to accommodate our alliance with State Farm and other potential distribution partnerships as well as to further develop our Hagerty Marketplace transactional platform.
Second quarter Adjusted EBITDA decreased 17% to $16.1 million compared to $19.3 million in the prior year period, and year-to-date Adjusted EBITDA decreased 50% to $10.1 million compared to $20.3 million in the prior year period.
Second quarter Operating Income decreased 83% to $2.4 million compared to $14.3 million in the prior year period, and year-to-date Operating Income decreased 216% to a loss of $10.6 million compared to $9.2 million of income in the prior year period.
Second quarter Contribution Margin increased 14% to $61.0 million compared to $53.5 million in the prior year period, and year-to-date Contribution Margin increased 16% to $98.2 million compared to $84.5 million in the prior year period.
Second quarter Basic Earnings per Share and Diluted Earnings per Share was $(0.07), and year-to-date Basic Earnings per Share was $0.27 and Diluted Earnings per Share was $(0.02).
Second quarter Adjusted EPS was $(0.02), and year-to-date Adjusted EPS was $0.03.


BUSINESS HIGHLIGHTS


Reached 2.5 million total members and 1.3 million paid members as of June 30, 2022.
Digital and technology teams are nearing completion of development work, and have moved into the testing phase and regulatory approval process for the State Farm partnership.
U.S. and U.K. reinsurance quota share increased to 70%, further increasing our share of profit.
Entered into a definitive agreement to acquire the remaining 60% of Broad Arrow Group ("Broad Arrow") for $64.8 million in stock in August of 2022. Given the faster ramp of the business leveraging the Hagerty ecosystem of offerings for auto enthusiasts, the deal is expected to be immediately accretive by offering new services for the buying, selling, and financing of collector cars. Over the last twelve months, over 300,000 vehicles on Hagerty's books have transacted with a value of roughly $12.0 billion.
Closed on the acquisition of Speed Digital, which enhances our Hagerty Marketplace business to: establish relationships with their dealer partners and facilitate growth in Hagerty’s Marketplace products; augment our automotive intelligence data; and allow Motorious.com to drive audience engagement, content distribution and advertising revenues.
Developed Classifieds and enhanced HDC Membership offerings with the ultimate platform for car enthusiasts to buy and sell the things they love. This service allows all HDC Members to list their cars at no additional charge on one of the world’s largest enthusiast networks.
Recently acquired RADwood and hosted four RADwood events (Austin, Cleveland, Philly, and NorCal) during the second quarter of 2022 serving more than 12,000 attendees, and announced a licensing agreement to produce Concours d'Lemons, a motoring festival designed to celebrate the oddball, mundane and unexceptional of the automotive world, building on Hagerty's purpose to save driving and car culture while expanding and supporting inspiring experiences for automotive enthusiasts.
Announced Motorlux, a rebranded and upgraded experience of the Monterey Car Week's kick-off which builds on the foundation of McCall's Motorworks Revival.
Environmental, Social and Governance program assessment completed and prioritized Impact initiatives.

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2022 REVISED OUTLOOK AND YTD PROGRESS

2022 Outlook Numeric Ranges
2022 Outlook Percentage Growth
Six months ended
June 30, 2022
Total Revenue
$767m - $792m
↑ 24% - 28%
26%
Total Written Premium
$769m - $796m
↑ 14% - 18%
15%
Policies in Force Retention89% - 90%88%
Total Members
2.65m - 2.72m
 ↑ 9% - 12%
9%
Revenue per Paid Member
$534 - $549
  7% - 10%
18%
HDC Paid Member Count
769k - 790k
  7% - 10%
8%
Net Income (Loss)($3m) - ($28m)
54% - 94% (1)
83% (2)
Adjusted EBITDA
$15m - $20m
(21%) - (41%) (1)
(50)% (2)
Basic Earnings (Loss) per Share$0.02 - ($0.20)↑ 64% - 104%
$0.27 (3)
Adjusted Earnings per Share($0.01) - ($0.08)↑ 54% - 94%
$0.03 (3)
(1) Projected 2022 Net Income (Loss) outlook of $(3) million to $(28) million includes valuation gain on purchase of Broad Arrow totaling approximately $28 million to be recognized in the third quarter of 2022. This gain will be excluded from Adjusted EBITDA and is not reflected in Projected 2022 Adjusted EBITDA Outlook of $15 million to $20 million.
(2) Difference between Net Income (Loss) and Adjusted EBITDA due primarily to a $26 million gain for the six months ended June 30, 2022 resulting from a decrease in the fair value of warrant liabilities. This gain was recognized as non-operating income and is included in Net Income (Loss) but excluded when calculating Adjusted EBITDA.
(3) Growth based metric not comparable due to lack of Q2 2021 metric.

The definitions and reconciliations of non-GAAP financial measures are provided under the heading Key Performance Indicators and Certain Non-GAAP Financial Measures at the end of this press release.
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DRIVING FUTURE GROWTH


The Company has excellent business momentum in 2022, with first half revenue growth of 26%, and is excited about and focused on our ongoing efforts to position the Company for strong and sustainable long-term organic growth and profitability over the coming years. We are confident that the opportunities we have identified to monetize our significant addressable market will expand our share and position us to grow. We plan to invest further in our capabilities in 2022 to capitalize on these opportunities to drive future growth.

Hagerty Marketplace. Earlier this year, we launched Hagerty Marketplace, completed our 40% joint venture with Broad Arrow Group, and announced the development of a proprietary digital platform to support our Marketplace activities. In August, we announced that we have entered into a definitive agreement to acquire the remaining 60% stake and expect the business to be immediately accretive as a highly complementary addition to the Hagerty ecosystem. We believe auto enthusiasts will find our new services extremely valuable, including new trust-based platforms for buying, selling and financing collector vehicles.

MGA Insurance. We expect to continue to launch strategic partnerships with major carriers longer-term. We also plan to deepen our penetration into services and data analytics in order to support our existing partnership customer base.

Reinsurance. We continue to benefit from our contractual quota share arrangements with the U.S. and U.K. 2022 share increasing to 70%. We also will look to continue to methodically grow our international share of underwriting profit over the coming years.

Media & Entertainment. This is how we build our brand and drive network effects that fuel our businesses. We will continue to push forward with our strategy to expand our digital audience, as products and service transactions are moved online. We are also focusing on owned and operated events including Concours and Touring events. Additionally, RADwood and Concours d’Lemons have joined our events calendar in 2022 as we evolve to produce more casual and fun gatherings. These events provide us with a terrific opportunity to reach growing and new auto segments.

Membership. We look forward to increasing our paid member penetration through an enhanced value proposition for our customers. We also expect to increase conversion of our legacy insurance book to HDC and to integrate our multiple digital platforms.

State Farm Update. Our digital and technology team is nearing completion of the development work and have moved into the testing phase of the project. There are currently over 460,000 eligible policies, and based on recent adoption rates, we are anticipating up to 75% HDC adoption on new insurance policies over time and an average annual revenue per customer of $85-$110. We expect to begin activating State Farm's 19,200 agents to sell classic car policies during the first half of 2023 on a state by state basis.


4


Conference Call Details
Hagerty will hold a conference call to discuss the financial results today at 5:00 pm Eastern Time. A webcast of the conference call, including the Company's Investor presentation highlighting second quarter and year-to-date 2022 financial results, will be available on Hagerty’s investor relations website at investor.hagerty.com. The dial-in for the conference call is (877) 423-9813 (toll-free) or (201) 689-8573 (international). Please dial the number 10 minutes prior to the scheduled start time.

A webcast replay of the call will be available at investor.hagerty.com for 90 days following the call.

Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts. These forward-looking statements reflect Hagerty’s current expectations and projections with respect to its expected future business and financial performance, including, among other things: (i) expected operating results, such as revenue growth and increases in earned premium; (ii) changes in the market for Hagerty’s products and services, (iii) Hagerty’s plans to expand market share, including planned investments and partnerships; (iv) anticipated business objectives; and (v) the strength of Hagerty’s business model. These statements may be preceded by, followed by or include the words "aim," "anticipate," "believe," "estimate," "expect," "forecast," "future," "goal," "intend," "likely," "outlook," "plan," "potential," "project," "seek," "target," "can," "could," "may," "should," "would," "will," the negatives thereof and other words and terms of similar meaning.

A number of factors could cause actual results or outcomes to differ materially from those indicated by these forward-looking statements. These factors include, but are not limited to: (i) Hagerty’s ability to compete effectively within its industry and attract and retain members; (ii) its dependence on a limited number of insurance distribution and underwriting carrier partners; (iii) Hagerty’s ability to prevent, monitor and detect fraudulent activity, including its reliance on a limited number of payment processing services; (iv) disruptions, interruptions, outages with its technology platforms or third-party services; (v) the limited operating history of some or Hagerty’s membership products and the success of any new insurance programs and products; (vi) adverse impacts from the COVID-19 pandemic and current and future variants of the virus; (vii) the cyclical nature of the insurance business including through any periods of recession, economic downturn or inflation; (viii) unexpected increases in the frequency or severity of claims; (ix) compliance with the numerous laws and regulations applicable to Hagerty’s business, including state, federal and foreign laws relating to insurance and rate increases, privacy, the internet and accounting matters; (x) whether investors or securities analysts view Hagerty’s stock structure unfavorably, particularly its dual-class structure; (xi) the fact that Hagerty is a controlled company; and (xii) other risks and uncertainties indicated from time to time in documents filed or to be filed with the Securities and Exchange Commission (the "SEC") by Hagerty.

The forward-looking statements herein represent the judgment of Hagerty as of the date of this release and Hagerty disclaims any intent or obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise. This press release should be read in conjunction with the information included in the Company's other press releases, reports and other filings with the SEC. Understanding the information contained in these filings is important in order to fully understand Hagerty’s reported financial results and our business outlook for future periods.

About Hagerty, Inc. (NYSE: HGTY)

Based in Traverse City, Michigan, Hagerty's purpose is to save driving and car culture for future generations and its mission is to build a global business to fund that purpose. Hagerty is an automotive enthusiast brand offering integrated membership products and programs as well as a specialty insurance provider focused on the global automotive enthusiast market. Hagerty is home to Hagerty Drivers Club, Hagerty DriveShare, Hagerty Valuation Tools, Hagerty Media, Hagerty Drivers Club magazine, MotorsportReg, Hagerty Garage + Social, the Amelia Concours d’Elegance, the Detroit Concours d’Elegance, the Greenwich Concours d'Elegance, the California Mille, Motorlux, the Hagerty Drivers Foundation and more. For more information on Hagerty, please visit www.hagerty.com, or connect with us on Facebook, Instagram and Twitter.

More information can be found at newsroom.hagerty.com.

Contact: Jay Koval, investor@hagerty.com
Hagerty Media Contact: Andrew Heller, aheller@hagerty.com

Category: Financial

Source: Hagerty
5


Hagerty, Inc.
Condensed Consolidated Statements of Operations (Unaudited)

Three months ended June 30,
20222021$ Change% Change
REVENUES:in thousands (except percentages)
Commission and fee revenue$95,506 $83,443 $12,063 14.5 %
Earned premium94,100 70,437 23,663 33.6 %
Membership and other revenue16,411 13,529 2,882 21.3 %
Total revenues206,017 167,409 38,608 23.1 %
OPERATING EXPENSES:
Salaries and benefits53,271 41,698 11,573 27.8 %
Ceding commission45,255 33,678 11,577 34.4 %
Losses and loss adjustment expenses38,620 29,152 9,468 32.5 %
Sales expense37,455 28,360 9,095 32.1 %
General and administrative services20,729 15,222 5,507 36.2 %
Depreciation and amortization8,300 5,025 3,275 65.2 %
Total operating expenses203,630 153,135 50,495 33.0 %
OPERATING INCOME (LOSS)2,387 14,274 (11,887)(83.3)%
Change in fair value of warrant liabilities(5,400)— (5,400)(100.0)%
Interest and other income (expense)(353)(187)(166)(88.8)%
INCOME (LOSS) BEFORE INCOME TAX EXPENSE(3,366)14,087 (17,453)(123.9)%
Income tax expense(2,138)(1,584)(554)(35.0)%
Income (loss) on equity method investment, net of tax(39)— (39)(100.0)%
NET INCOME (LOSS)(5,543)12,503 (18,046)(144.3)%
Net loss (income) attributable to non-controlling interest91 (84)(92.3)%
NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST$(5,536)$12,594 $(18,130)(144.0)%
Earnings (loss) per share of Class A Common Stock
Basic$(0.07)N/A
Diluted$(0.07)N/A
Weighted-average shares of Class A Common Stock outstanding:
Basic82,452 N/A
Diluted82,452 N/A
Earnings (loss) per Members' Unit
Basic and dilutedN/A$125.94 
Weighted-average units outstanding:
Basic and dilutedN/A100
6


Hagerty, Inc.
Condensed Consolidated Statements of Operations (Unaudited)

Six months ended June 30,
20222021$ Change% Change
REVENUES:in thousands (except percentages)
Commission and fee revenue$157,967 $137,816 $20,151 14.6 %
Earned premium183,232 133,671 49,561 37.1 %
Membership and other revenue32,629 25,122 7,507 29.9 %
Total revenues373,828 296,609 77,219 26.0 %
OPERATING EXPENSES:
Salaries and benefits99,747 79,847 19,900 24.9 %
Ceding commission87,633 64,067 23,566 36.8 %
Losses and loss adjustment expenses75,539 55,345 20,194 36.5 %
Sales expense65,892 48,712 17,180 35.3 %
General and administrative services40,187 30,064 10,123 33.7 %
Depreciation and amortization15,447 9,396 6,051 64.4 %
Total operating expenses384,445 287,431 97,014 33.8 %
OPERATING INCOME (LOSS)(10,617)9,178 (19,795)(215.7)%
Change in fair value of warrant liabilities26,286 — 26,286 100.0 %
Interest and other income (expense)(1,037)(624)(413)(66.2)%
INCOME (LOSS) BEFORE INCOME TAX EXPENSE14,632 8,554 6,078 71.1 %
Income tax expense(4,168)(2,902)(1,266)(43.6)%
Income (loss) on equity method investment, net of tax(141)— (141)(100.0)%
NET INCOME (LOSS)10,323 5,652 4,671 82.6 %
Net loss (income) attributable to non-controlling interest11,648 136 11,512 8464.7 %
NET INCOME (LOSS) ATTRIBUTABLE TO CONTROLLING INTEREST$21,971 $5,788 $16,183 279.6 %
Earnings (loss) per share of Class A Common Stock
Basic$0.27 N/A
Diluted$(0.02)N/A
Weighted-average shares of Class A Common Stock outstanding:
Basic82,443 N/A
Diluted334,702 N/A
Earnings (loss) per Members' Unit
Basic and dilutedN/A$57.88 
Weighted-average units outstanding:
Basic and dilutedN/A100
7


Hagerty, Inc.
Condensed Consolidated Balance Sheets (Unaudited)

June 30,
2022
December 31,
2021
ASSETSin thousands (except share amounts)
Current Assets:
Cash and cash equivalents$180,165 $275,332 
Restricted cash and cash equivalents381,284 328,640 
Accounts receivable57,999 46,729 
Premiums receivable141,931 75,297 
Commission receivable33,791 57,596 
Prepaid expenses and other current assets40,606 30,155 
Deferred acquisition costs, net104,841 81,535 
Total current assets940,617 895,284 
Property and equipment, net28,160 28,363 
Long-Term Assets:
Prepaid expenses and other non-current assets38,816 30,565 
Intangible assets, net95,754 76,171 
Goodwill16,525 11,488 
Equity method investments15,109 — 
Total long-term assets166,204 118,224 
TOTAL ASSETS$1,134,981 $1,041,871 
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable$11,227 $9,084 
Losses payable and provision for unpaid losses and loss adjustment expenses123,921 109,351 
Unearned premiums224,595 175,199 
Commissions payable75,398 60,603 
Due to insurers110,226 58,031 
Advanced premiums28,853 13,867 
Accrued expenses45,455 46,074 
Contract liabilities24,984 21,723 
Other current liabilities2,783 1,886 
Total current liabilities647,442 495,818 
Long-Term Liabilities:
Accrued expenses10,676 13,166 
Contract liabilities18,833 19,667 
Long-term debt87,000 135,500 
Deferred tax liability12,967 10,510 
Warrant liabilities61,174 89,366 
Other long-term liabilities7,368 7,043 
Total long-term liabilities198,018 275,252 
TOTAL LIABILITIES$845,460 $771,070 
(continued)
8


Hagerty, Inc.
Condensed Consolidated Balance Sheets (Unaudited)

June 30,
2022
December 31,
2021
in thousands (except share amounts)
Commitments and Contingencies
Redeemable non-controlling interest$— $593,277 
STOCKHOLDERS' / MEMBERS' EQUITY
Preferred stock, $0.0001 par value (20,000,000 shares authorized, no shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively)— — 
Class A common stock, $0.0001 par value (500,000,000 shares authorized, 82,452,214 and 82,327,466 issued and outstanding as of June 30, 2022 and December 31, 2021, respectively)
Class V common stock, $0.0001 par value (300,000,000 authorized, 251,033,906 shares issued and outstanding as of June 30, 2022 and December 31, 2021)25 25 
Additional paid-in capital532,922 160,189 
Accumulated earnings (deficit)(460,304)(482,276)
Accumulated other comprehensive income (loss)(542)(1,727)
Total stockholders' / members' equity72,109 (323,781)
Non-controlling interest217,412 1,305 
Total equity289,521 (322,476)
TOTAL LIABILITIES AND EQUITY$1,134,981 $1,041,871 
(concluded)
9


Hagerty, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)

Six months ended June 30,
20222021
OPERATING ACTIVITIES:in thousands
Net income (loss)$10,323 $5,652 
Adjustments to reconcile net income (loss) to net cash from operating activities:
Change in fair value of warrant liabilities(26,286)— 
Depreciation and amortization expense15,447 9,396 
Provision for deferred taxes2,553 2,699 
Loss on disposals of equipment, software and other assets 361 2,158 
Stock-based compensation expense4,307 — 
Other229 193 
Changes in operating assets and liabilities:
Accounts receivable(11,447)(11,076)
Premiums receivable(66,634)(58,636)
Commission receivable23,787 24,390 
Prepaid expenses and other assets(14,395)(14,611)
Deferred acquisition costs(23,307)(20,776)
Accounts payable1,899 (3,994)
Losses payable and provision for unpaid losses and loss adjustment expenses 14,570 14,176 
Unearned premiums49,395 44,300 
Commissions payable14,795 15,322 
Due to insurers52,486 47,831 
Advanced premiums15,032 12,365 
Accrued expenses(5,185)(6,318)
Contract liabilities2,337 2,288 
Other current liabilities(342)2,715 
Net Cash Provided by Operating Activities59,925 68,074 
INVESTING ACTIVITIES:
Purchases of property, equipment and software(21,520)(19,035)
Acquisitions, net of cash acquired(13,520)(8,709)
Purchase of equity method investment(15,250)— 
Purchase of fixed income securities(2,448)(7,446)
Maturities of fixed income securities1,216 — 
Other investing activities(1,639)21 
Net Cash Used in Investing Activities$(53,161)$(35,169)
(continued)
10


Hagerty, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)

Six months ended June 30,
20222021
FINANCING ACTIVITIES:in thousands
Payments on long-term debt$(90,500)$(22,500)
Proceeds from long-term debt42,000 40,500 
Contribution from minority interest1,000 400 
Payments on notes payable(1,000)(1,000)
Distributions— (4,056)
Net Cash Used in Financing Activities(48,500)13,344 
Effect of exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents(787)174 
Change in cash and cash equivalents and restricted cash and cash equivalents(42,523)46,423 
Beginning cash and cash equivalents and restricted cash and cash equivalents603,972 299,078 
Ending cash and cash equivalents and restricted cash and cash equivalents$561,449 $345,501 
NON-CASH INVESTING ACTIVITIES:
Purchase of property and equipment and software$4,389 $4,426 
Acquisitions$7,500 $— 
CASH PAID FOR:
Interest$2,037 $1,026 
Income taxes$5,250 $2,200 
(concluded)
The following table provides a reconciliation of cash and cash equivalents and restricted cash and cash equivalents as presented for the six months ended June 30, 2022 and 2021:

20222021
in thousands
Cash and cash equivalents$180,165 $49,135 
Restricted cash and cash equivalents381,284 296,366 
Total cash and cash equivalents and restricted cash and cash equivalents on the Condensed Consolidated Statements of Cash Flows $561,449 $345,501 
11


Hagerty, Inc.
Key Performance Indicators and Certain Non-GAAP Financial Measures

Key Performance Indicators

In addition to the measures presented in our Condensed Consolidated Financial Statements, we use the following key performance indicators and certain non-GAAP financial measures to evaluate our business, measure our performance, identify trends in our business against planned initiatives, prepare financial projections and make strategic decisions. We believe these financial and operational measures are useful in evaluating our performance when read together with our financial results prepared in accordance with GAAP. The following tables present these metrics as of and for the periods presented:

Three months ended
June 30,
Six months ended
June 30,
2022202120222021
Total Revenue (in thousands)
$206,017$167,409$373,828$296,609
New Business Count (Insurance)74,92277,013122,436128,812
Total Written Premium (in thousands)
$237,697$208,091$392,487$341,798
Loss Ratio41.0%41.4%41.2%41.4%
Operating Income (Loss) (in thousands)
$2,387$14,274$(10,617)$9,178
Contribution Margin (in thousands)
$61,032$53,466$98,178$84,546
Net Income (Loss) (in thousands)
$(5,543)$12,503$10,323$5,652
Adjusted EBITDA (in thousands)
$16,065$19,299$10,106$20,338
Basic Earnings (Loss) Per Share$(0.07)N/A$0.27N/A
Adjusted Earnings (Loss) Per Share$(0.02)N/A$0.03N/A

June 30,
2022
December 31, 2021
Policies in Force1,292,1381,247,056
Policies in Force Retention88.2%89.1%
HDC Paid Member Count742,825718,583
Net Promoter Score (NPS)82.082.0

Non-GAAP Financial Measures

Contribution Margin

We define Contribution Margin as total revenue less operating expense adding back our fixed operating expenses such as depreciation and amortization, general and administrative costs and shared service salaries and benefits expenses. We define Contribution Margin Ratio as Contribution Margin divided by total revenue.

We present Contribution Margin and Contribution Margin Ratio because we consider them to be important supplemental measures of our performance and believe that these non-GAAP financial measures are useful to investors for period-to-period comparisons of our business and in understanding and evaluating our operating results.

We caution investors that Contribution Margin and Contribution Margin Ratio are not recognized measures under GAAP and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and that Contribution Margin and Contribution Margin Ratio, as we define them, may be defined or calculated differently by other companies. In addition, both Contribution Margin and Contribution Margin Ratio have limitations as analytical tools because they exclude certain significant recurring expenses of our business.

Our management uses Contribution Margin and Contribution Margin Ratio to:

analyze the relationship between cost, volume and profit as revenue grows;
measure how much profit is earned for any product or service sold; and
measure how different management actions could affect the Company's total revenue and related cost levels.
12



The following table reconciles Contribution Margin and Contribution Margin Ratio to the most directly comparable GAAP measures, which are Operating income (loss) and Operating income (loss) margin (Operating income (loss) divided by Total revenue), respectively:

Three months ended
June 30,
Six months ended
June 30,
2022202120222021
in thousands (except percentages)
Total revenue$206,017 $167,409 $373,828 $296,609 
Less: total operating expenses203,630 153,135 384,445 287,431 
Operating income (loss)$2,387 $14,274 $(10,617)$9,178 
Operating income (loss) margin%%(3)%%
Add: fixed operating expenses$58,645 $39,192 $108,795 $75,368 
Contribution Margin$61,032 $53,466 $98,178 $84,546 
Contribution Margin Ratio30 %32 %26 %29 %

Adjusted EBITDA

We define Adjusted EBITDA as net income (loss) (the most directly comparable GAAP measure) before interest, income taxes, and depreciation and amortization (EBITDA), adjusted to exclude changes in fair value of warrant liabilities, stock-based compensation expense, gains and losses from asset disposals and certain other non-recurring gains and losses. We present Adjusted EBITDA because we consider it to be an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry.

Our management uses Adjusted EBITDA:

as a measurement of operating performance of our business on a consistent basis, as it removes the impact of items not directly resulting from our core operations;
for planning purposes, including the preparation of our internal annual operating budget and financial projections;
to evaluate the performance and effectiveness of our operational strategies;
to evaluate our capacity to expand our business;
as a performance factor in measuring performance under our executive compensation plan; and
as a preferred predictor of core operating performance, comparisons to prior periods and competitive positioning.

By providing this non-GAAP financial measure, together with a reconciliation to the most directly comparable GAAP measure, we believe we are enhancing investors’ understanding of our business and our results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. However, Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation, or as an alternative to, or a substitute for net income (loss) or other financial statement data presented in our Condensed Consolidated Financial Statements as indicators of financial performance. Some of these limitations include:

Adjusted EBITDA does not reflect our cash expenditures, or future requirements for capital expenditures, or contractual commitments;
Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
Adjusted EBITDA does not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;
Adjusted EBITDA does not reflect our tax expense or the cash requirements to pay our taxes; and
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and such measures does not reflect any cash requirements for such replacements; and
13


other companies in our industry may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

Due to these limitations, Adjusted EBITDA should not be considered in isolation, or as an alternative to, or a substitute for net income (loss) or other financial statement data presented in our Condensed Consolidated Financial Statements as indicators of financial performance. The following table reconciles Adjusted EBITDA to the most directly comparable GAAP measure, which is Net income (loss):

Three months ended
June 30,
Six months ended
June 30,
2022202120222021
in thousands
Net income (loss)$(5,543)$12,503 $10,323 $5,652 
Interest and other (income) expense353 187 1,037 624 
Income tax expense2,138 1,584 4,168 2,902 
Depreciation and amortization8,300 5,025 15,447 9,396 
Change in fair value of warrant liabilities5,400 — (26,286)— 
Stock-based compensation expense4,307 — 4,307 — 
Net (gain) loss from asset disposals— — — 1,764 
Other non-recurring (gains) losses (1)
1,110 — 1,110 — 
Adjusted EBITDA$16,065 $19,299 $10,106 $20,338 
(1) Other non-recurring (gains) losses relates to severance expense recognized in the three months ended June 30, 2022.

We incurred $8.8 million and $8.7 million during the three months ended June 30, 2022 and 2021, respectively, and $18.1 million and $15.7 million during the six months ended June 30, 2022 and 2021, respectively, for certain pre-revenue costs related to scaling our infrastructure, newly-developed digital platforms and legacy systems, human resources and occupancy to accommodate our alliance with State Farm and other potential distribution partnerships as well as to further develop our Hagerty Marketplace transactional platform. These costs were not included in the Adjusted EBITDA reconciliation above.

Pursuant to a defined set of activities and objectives, these expenses are adding entirely new capabilities for us, integrating our new and legacy policyholder, membership and Hagerty Marketplace systems with State Farm’s legacy policy and agent management systems and other third-party platforms. In addition to onboarding a third-party project management related to these initiatives, we leased a new member service center in Dublin, Ohio and added several hundred new employees as of June 30, 2022 to meet the expected transactional volume from these initiatives.

These costs commenced in 2020 and are expected to be substantially completed in 2023.

Adjusted EPS

We define Adjusted Earnings (Loss) Per Share ("Adjusted EPS") as consolidated Net income (loss) that is attributable to both our controlling and non-controlling interest. Adjusted EPS for the three and six months ended June 30, 2022 includes both our controlling and non-controlling interest net income (loss) of $(5.5) million and $10.3 million, respectively, divided by the outstanding and potentially dilutive shares of Hagerty, Inc. (359.8 million shares) which includes (1) the weighted-average issued and outstanding shares of Class A Common Stock, (2) all issued and outstanding shares of Class V Common Stock, (3) all unexercised warrants and (4) all unvested stock-based compensation awards.

The most directly comparable GAAP measure is basic earnings per share ("Basic EPS"), which is calculated as Net income (loss) attributable to only controlling interest in Hagerty, Inc. Basic EPS for the three and six months ended June 30, 2022 includes Net income (loss) attributable to only controlling interest of $(5.5) million and $22.0 million, respectively, divided by the weighted-average issued and outstanding shares of Class A Common Stock (82.5 million and 82.4 million shares, respectively).

In accordance with ASC 260, for periods in which we report a net loss to stockholders, diluted EPS would be the same as Basic EPS, because dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. As a result, in periods where we report a net loss attributable to controlling interest, such as for the three months ended June 30, 2022, EPS did not need to be differentiated between basic or diluted EPS because both basic and diluted EPS were the same. In
14


periods where we report net income attributable to controlling interest, such as for the six months ended June 30, 2022, we believe that Basic EPS is the most comparable GAAP measure to Adjusted EPS.

We caution investors that Adjusted EPS is not a recognized measure under GAAP and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, including Basic EPS, and that Adjusted EPS, as we define it, may be defined or calculated differently by other companies. In addition, Adjusted EPS has limitations as an analytical tool and should not be considered as a measure of profit or loss per share.

We present Adjusted EPS because we consider it to be an important supplemental measure of our operating performance and believe it is used by investors and securities analysts in evaluating the consolidated performance of other companies in our industry. We also believe that Adjusted EPS, which compares our consolidated net loss (which includes our controlling and non-controlling interest) with our outstanding and potentially dilutive shares, provides useful information to investors regarding our performance on a fully consolidated basis.

Our management uses Adjusted EPS:

as a measurement of operating performance of our business on a fully consolidated basis;
to evaluate the performance and effectiveness of our operational strategies;
to evaluate our capacity to expand our business; and
as a preferred predictor of core operating performance, comparisons to prior periods and competitive positioning.

The following table reconciles Adjusted EPS to the most directly comparable GAAP measure, which is Basic EPS:

Three months ended June 30, 2022
Six months ended June 30, 2022
in thousands (except per share amounts)
Numerator:
Net income (loss) attributable to controlling interest(1)
$(5,536)$21,971 
Net income (loss) attributable to non-controlling interest(7)(11,648)
Consolidated net income (loss)(2)
$(5,543)$10,323 
Denominator:
Weighted-average shares of Class A Common Stock outstanding:
Basic(1)
82,452 82,443 
Potentially dilutive shares outstanding:
Class V Common Stock outstanding251,034 251,034 
Warrants outstanding19,484 19,484 
Unvested stock-based compensation awards6,851 6,851 
Potentially dilutive shares outstanding277,369 277,369 
Fully dilutive shares outstanding(2)
359,821 359,812 
Basic EPS = (Net income (loss) attributable to controlling interest / Weighted-average shares of Class A Common Stock outstanding)(1)
$(0.07)$0.27 
Adjusted EPS = (Consolidated net income (loss) / Fully dilutive shares outstanding)(2)
$(0.02)$0.03 
(1) Numerator and Denominator of the GAAP measure Basic EPS
(2) Numerator and Denominator of the non-GAAP measure Adjusted EPS
15

a2022q2investorpresentat
Speakers: McKeel Hagerty | Chief Executive Officer Frederick J. Turcotte | SVP & Chief Financial Officer Q2


 
HAGERTY Q2 2022 | 2 FORWARD-LOOKING STATEMENTS / NON-GAAP FINANCIAL MEASURES This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts. These forward- looking statements reflect our current expectations and projections with respect to our expected future business and financial performance, including, among other things: (i) expected operating results, such as revenue growth and increases in earned premium; (ii) changes in the market for our products and services; (iii) our plans to expand market share, including planned investments and partnerships; (iv) anticipated business objectives; and (v) the strength of our business model. These statements may be preceded by, followed by, or include the words “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “future,” “goal,” “intend,” “likely,” “outlook,” “plan,” “potential,” “project,” “seek,” “target,” “can,” “could,” “may,” “should,” “would,” “will,” the negatives thereof and other words and terms of similar meaning. A number of factors could cause actual results or outcomes to differ materially from those indicated by these forward- looking statements. These factors include, but are not limited to: (i) our ability to compete effectively within our industry and attract and retain members; (ii) our dependence on a limited number of insurance distribution and underwriting carrier partners; (iii) our ability to prevent, monitor and detect fraudulent activity, including our reliance on a limited number of payment processing services; (iv) disruptions, interruptions, outages with our technology platforms or third-party services; (v) the limited operating history of some or our membership products and the success of any new insurance programs and products; (vi) adverse impacts from the COVID-19 pandemic and current and future variants of the virus; (vii) manage the cyclical nature of the insurance business, including through any periods of recession, economic downturn or inflation; (viii) unexpected increases in the frequency or severity of claims; (ix) compliance with the numerous laws and regulations applicable to our business, including state, federal, and foreign laws relating to insurance and rate increases, privacy, the internet and accounting matters; (x) whether investors or securities analysts view our stock structure unfavorably, particularly our dual-class structure; (xi) the fact that we are a controlled company; and (xii) other risks and uncertainties indicated from time to time in documents we file or will file with the Securities and Exchange Commission (the “SEC”). The forward-looking statements herein represent our judgment as of the date of this release and we disclaim any intent or obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise. This presentation should be read in conjunction with the information included in our filings with the SEC and press releases. Understanding the information contained in these filings is important in order to fully understand our reported financial results and our business outlook for future periods. In addition, this presentation contains certain “non-GAAP financial terms”. The non-GAAP measures are presented for supplemental informational purposes only. Reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP are provided in the appendix to this presentation.


 
HAGERTY Q2 2022 | 3 Total Revenue growth of 26% Written Premium growth of 15% Entered into a definitive agreement to acquire the remaining 60% of Broad Arrow Group (Marketplace for buying, selling and financing collector cars) for $64.8 million in stock State Farm partnership has moved into the testing phase and regulatory approval process; expect to begin activating 19,200 State Farm agents in the first half of 2023 Y TD 2022 KEY HIGHLIGHTS


 
HAGERTY Q2 2022 | 4 PROVEN TRACK RECORD OF PROFITABLE LONG-TERM GROWTH Source: Hagerty Internal Data, S&P Global Market Intelligence (2022) Hagerty U.S. Auto Premium Growth vs. Industry Top 100 Hagerty U.S. Auto - CAGR 13.1% Industry Top 100 - CAGR 4.3% Sustained Growth 5X the Industry Hagerty U.S. Auto Loss Performance vs. Industry Top 100 20 30 40 50 60 70 80 Industry Loss Ratio Hagerty Loss Ratio 202120202019201820172016201520142013201220112010 To ta l L o s s P e rf o rm a n c e Hagerty Loss Ratio - average = 38% Industry Loss Ratio - average = 66% Stable and Predictable Loss Performance well below Industry Average 0 50 100 150 200 250 300 202120202019201820172016201520142013201220112010 To ta l P e rc e n ta g e G ro w th Hagerty US Auto Industry Top 100 59% 288%


 
HAGERTY Q2 2022 | 5 » Marketplace represents a significant new growth opportunity for Hagerty » Significant market opportunity demonstrated by ~300,000 cars transacting for ~$12 billion through Hagerty’s insurance book over the last twelve months ended June 30, 2022 » Broad Arrow Group’s business ramping up faster than anticipated due to strong execution and synergies from the strength of the Hagerty brand and platform » Insurance sales, insurance recapture/retention, HDC memberships, HG+S storage fees, media sales and owner/operator event revenue » Proven leadership team with a strong cultural fit » Expected to be immediately accretive in 2022 » The deal structure incentivizes, and aligns, the team over a five-year period through an all-stock transaction for the remaining 60% valued at $64.8 million BROAD ARROW GROUP ACQUISITION


 
HAGERTY Q2 2022 | 6 HAGERT Y + STATE FARM PARTNERSHIP » Digital and technology teams in testing phase » Expect to begin activating State Farm’s 19,200 agents to sell classic car policies in the first half of 2023 » 460,000+ existing collector car policies » Up to 75% Hagerty Driver’s Club adoption possible on new insurance policies » Anticipated average annual revenue per customer: $85-$110 » State Farm aligned in the success of the strategic partnership with $500 million invested » 10-year initial contract


 
HAGERTY Q2 2022 | 7 MILESTONES & HIGHLIGHTS On Mission 2022 + Beyond On Track YTD 2022 Progress Insurance » Grow omni-channel distribution (onboard new partners and deepen existing) » Expand share of insurance underwriting profit » Deliver frictionless member experience (sales, service, claims) » State Farm partnership completing regulatory approvals and systems testing » Delivering key broker results and encouraging success with private client efforts » Rate approvals when fully realized should result in 5.5% impact on the entire book Reinsurance » Increase contractual quota share » Grow international footprint » U.S. and UK Reinsurance Quota Share up to 70%, further increasing our share of profit Membership » Drive increase in paid membership » Enhance value proposition » Develop partnership model » Expand to international markets » Paid HDC membership grew 8% to ~743,000 members » Launched HDC roadside servicing capability via the Hagerty mobile app and new HDC digital onboarding journey » Established plan for launching HDC in the UK in 2023 Marketplace » Leverage Broad Arrow Group investment » Launch live and time-based auctions » Grow asset-based lending » Entered into a definitive agreement for the remaining ~60% of Broad Arrow Group to accelerate Hagerty’s Marketplace growth strategy, expected to be immediately accretive » Large and growing market opportunity demonstrated by ~300,000 cars transacting for ~$12 billion through Hagerty’s insurance book for the twelve months ended June 30, 2022 » Acquired Speed Digital, a software-as-a-service (Saas) solution for classic/collector car dealers and auction houses in Q2 » Launched Hagerty Classifieds, a platform for car enthusiasts to buy and sell, while enhancing HDC membership engagement Media + Entertainment » Develop owned and operated events » Expand digital audience » Leverage Sony partnership with Gran Turismo gaming platform » Expand video distribution » Increase advertising and sponsorship revenue » 9.3 million YouTube monthly video views with 2 million subscribers » Announced Motorlux, a rebranding of the Monterey Car Week’s kick-off party which builds on the foundation of McCall’s Motorworks Revival » Held four RADwood events (Austin, Cleveland, Philly, and NorCal) during Q2 serving more than 12,000 attendees and averaging 500+ cars per event. RADwood events are devoted to celebrating the ’80s and ’90s automotive lifestyle » Held The Amelia and Greenwich Concours utilizing newly developed vehicle submission and events ticketing platform Digital Labs » Develop proprietary membership/insurance platform » Launch mileage-based insurance platform » Launched the insurance-cost-saving Mileage Verification App » Reimagined Hagerty Valuation Tools® Impact » Create carbon neutrality plan » Establish government affairs program » Environmental, social, and governance program assessment completed and prioritized impact initiatives » Rolled out carbon neutral driving event strategy at the California Mille


 
HAGERTY Q2 2022 | 8 All financial comparisons are on a year-over-year basis unless otherwise noted. *See Appendix for additional information regarding these non-GAAP financial measures. Contribution margin represents contribution profit. $392M Written Premium 15% ↑ 41% Loss Ratio 0% $374M Total Revenue 26% ↑ 743k HDC Paid Member Count 8% ↑ $292 Revenue per Paid Member 18% ↑ 88% Retention 1% ↓ $98M Contribution Margin* 16% ↑ $.03 Adjusted Earnings per Share* $10M Adjusted EBITDA* 50% ↓ ($11M) Operating Income (Loss) 216% ↓ $.27 Basic Earnings (Loss) per Share $10M Net Income (Loss) 83% ↑ GROWTH PERSISTENCE PROFITABILIT Y Y TD Q2 2022 CONSOLIDATED FINANCIAL HIGHLIGHTS


 
HAGERTY Q2 2022 | 9 REVENUE COMPONENTS (1) Includes base commissions, payment plan fees and contingent underwriting commissions. (2) Currently applies to U.S. and U.K. programs. Generally described as an arrangement where underwriting risk and profit is shared. Commission + fee revenue (+15%) » New business written premium growth 11% » New business average written premium growth 17% » Policies in Force retention at 88% Membership + other revenue (+30%) » Membership revenue growth of 9% » Acceptance on new insurance increased to 76% Earned premium in Hagerty Reinsurance (+37%) » Contractual quota share(2) increased to 70% in 2022 Earned premium in Hagerty Reinsurance Membership + other revenue Commission + fee revenue YTD Q2 2022 YTD Q2 2021 Q2 2022Q2 2021 M ill io ns Total Revenue YTD 2022 Highlights Commission + fee revenue (1) Membership + other revenue Earned premium in Hagerty Reinsurance 14% 21% 34% Growth $70 $14 $83 $167 $206 $94 $16 $96 Earned premium in Hagerty Reinsurance Memb rship + other revenue Commission + fee revenue YTD Q2 2022 YTD Q2 2021 Q2 2022Q2 2021 15% 30% 37% Growth $297 $134 $25 $138 $374 $183 $33 $158GROWTH 23% GROWTH 26% Q2 YTD


 
HAGERTY Q2 2022 | 10 EARNINGS ANALYSIS *See Appendix for additional information regarding these non-GAAP financial measures. YTD Q2 2022YTD Q2 2021Q2 2022Q2 2021 Adjusted EBITDA Net Income $12 $19 $16 $6 $20 $10 $10 $6 Adjusted EBITDA Net IncomeM ill io ns GAAP Net Income (Loss) includes substantial pre-revenue costs related to scaling infrastructure, newly–developed digital platforms and legacy systems, human resources and occupancy to accommodate our alliance with State Farm and potentially other distribution partnerships as well as to further develop our Marketplace transactional platform. Q2 YTD 2021 $15.7M | Q2 YTD 2022 $18.1M (not included in Adjusted EBITDA) ADDITIONAL NON-RECURRING INVESTMENTS FOR GROWTH EBITDA Adjustments IN THOUSANDS Q2 2021 Q2 2022 YTD 2021 YTD 2022 Net Income (Loss) $12,503 ($5,543) $5,652 $10,323 Interest and Other (Income) Expense 187 353 624 1,037 Income Tax Expense 1,584 2,138 2,902 4,168 Depreciation and Amortization 5,025 8,300 9,396 15,447 Changes in Fair Value of Warrant Liabilities - 5,400 - (26,286) Stock-Based Compensation Expense - 4,307 - 4,307 Net (Gain) Loss From Asset Disposals - - 1,764 - Other Non-Recurring (Gains) Losses - 1,110 - 1,110 Adjusted EBITDA $19,299 $16,065 $20,338 $10,106 Q2 YTD


 
HAGERTY Q2 2022 | 11 IN THOUSANDS Q2 2021 % of Total Revenue Q2 2022 % of Total Revenue YTD 2021 % of Total Revenue YTD 2022 % of Total Revenue Total Revenue $167,409 100% $206,017 100% $296,609 100% $373,828 100% Less: Total Operating Expense 153,135 91% 203,630 99% 287,431 97% 384,445 103% Operating Income (Loss) 14,274 9% 2,387 1% 9,178 3% (10,617) -3% Add: Fixed Operating Expenses 39,192 23% 58,645 28% 75,368 25% 108,795 29% Contribution Margin(1) $53,466 32% $61,032 30% $84,546 29% $98,178 26% CONTRIBUTION MARGIN AND CONTRIBUTION MARGIN RATIO *See Appendix for additional information regarding these non-GAAP financial measures. We use Contribution Margin: » to analyze the relationship between cost, volume and profit as revenue grows » to measure how much profit is earned for every product or service sold » to measure how different management actions could affect the Company’s Total Revenue and related cost levels (1) Decrease in contribution margin percentage primarily driven by increase in Hagerty Re quota share. Q2 Y TD YTD Contribution Margin $84,546 $98,178 2021 (29%) 2022 (26%) M ill io ns GROWTH 16%


 
HAGERTY Q2 2022 | 12 2022 OUTLOOK Reaffirming top-line growth *See Appendix for additional information regarding these non-GAAP financial measures. (1) Projected 2022 Net Income (Loss) outlook of ($3) million to ($28) million includes valuation gain on purchase of Broad Arrow Group totaling approximately $28 million to be recognized in the third quarter of 2022. This gain will be excluded from Adjusted EBITDA and is not reflected in Projected 2022 Adjusted EBITDA Outlook of $15 million to $20 million. (2) Difference between Net Income (Loss) and Adjusted EBITDA due primarily to a $26 million gain for the six months ended June 30, 2022 resulting from a decrease in the fair value of warrant liabilities. This gain was recognized as non-operating income and is included in Net Income (Loss) but excluded when calculating Adjusted EBITDA. (3) Growth based metric not comparable due to lack of Q2 2021 metric. 2022 Outlook Numeric Ranges 2022 Outlook Percentage Growth YTD Q2 2022 Results Total Revenue $767m - $792m ↑ 24% - 28% 26% Total Written Premium $769m - $796m ↑ 14% - 18% 15% Policies in Force Retention 89% - 90% 88% Total Members 2.65m - 2.72m ↑ 9% - 12% 9% Revenue per Paid Member $534 - $549 ↑ 7% - 10% 18% HDC Paid Member Count 769k - 790k ↑ 7% - 10% 8% Net Income (Loss) ($3m) - ($28m) ↑ 54% - 94%(1) 83%(2) Adjusted EBITDA* $15m - $20m ↓ (21%) - (41%)(1) (50%) (2) Basic Earnings (Loss) per Share $0.02 - ($0.20) ↑ 64% - 104% $0.27(3) Adjusted Earnings per Share* ($0.01) - ($0.08) ↑ 54% - 94% $0.03(3) » YTD Written Premium and Total Revenue growth tracking towards the full year top-line outlook » Adjusted EBITDA range reduced by ~$10 million to $15-20 million


 
APPENDIX


 
HAGERTY Q2 2022 | 14 KEY PERFORMANCE INDICATORS + SUPPLEMENTAL FINANCIAL INFORMATION Q2 2021 Q2 2022 YTD 2021 YTD 2022 HDC Paid Member Count 690,407 742,825 690,407 742,825 Total Written Premium $208,091,061 $237,696,701 $341,798,066 $392,486,946 New Business Count (Insurance) 77,013 74,922 128,812 122,436 Policies in Force Retention 89.3% 88.2% 89.3% 88.2% Loss Ratio 41.4% 41.0% 41.4% 41.2% Revenue per Paid Member $136 $158 $247 $292 Total Revenue $167,409,450 $206,016,551 $296,609,214 $373,828,194 Net Promoter Score 81 82 81 82 Operating Income (Loss) $14,273,580 $2,386,943 $9,177,879 ($10,616,987) Contribution Margin* $53,465,895 $61,031,421 $84,545,931 $98,177,853 Net Income (Loss) $12,503,147 ($5,543,893) $5,652,714 $10,322,871 Basic Earnings (Loss) per Share N/A ($.07) N/A $.27 Adjusted EBITDA* $19,299,452 $16,064,725 $20,338,974 $10,105,614 Adjusted EPS* N/A ($.02) N/A $.03 *See Appendix for additional information regarding these non-GAAP financial measures.


 
HAGERTY Q2 2022 | 15 QUARTERLY KEY PERFORMANCE INDICATORS Q1 2021 Q2 2021 Q3 2021 Q4 2021 TOTAL 2021 Q1 2022 Q2 2022 YTD 2022 HDC Paid Member Count (2) 666,609 690,407 711,749 718,583 718,583 727,010 742,825 742,825 Total Written Premium (1) $133,707,005 $208,091,061 $192,090,463 $140,416,912 $674,305,441 $154,790,245 $237,696,701 $392,486,946 New Business Count (Insurance) (1) 51,799 77,013 68,077 47,589 244,478 47,514 74,922 122,436 Policies in Force Retention (2) 90.0% 89.3% 89.0% 89.1% 89.1% 88.9% 88.2% 88.2% Loss Ratio (1) 41.4% 41.4% 41.0% 41.3% 41.3% 41.4% 41.0% 41.2% Revenue per Paid Member (1) $111 $136 $131 $121 $499 $134 $158 $292 Total Revenue (1) $129,199,764 $167,409,450 $168,085,669 $154,383,626 $619,078,509 $167,811,643 $206,016,551 $373,828,194 Net Promoter Score (2) 82 81 81 82 82 82 82 82 Operating Income (Loss) (1) ($5,095,701) $14,273,580 $1,758,560 ($21,006,361) ($10,069,922) ($13,003,930) $2,386,943 ($10,616,987) Net Income (Loss) (1) ($6,850,433) $12,503,147 ($547,269) ($66,459,731) ($61,354,286) $15,866,764 ($5,543,893) $10,322,871 Basic Earnings (Loss) per Share (1) N/A N/A N/A ($0.56) ($0.56) $0.33 ($0.07) $0.27 (1) Metrics represent discrete periods and may not add due to rounding. (2) Metrics measured as of the end of the period.


 
HAGERTY Q2 2022 | 16 HISTORICAL SEASONALIT Y TRENDS | SUPPLEMENTAL DETAIL 90 80 70 60 50 40 30 20 10 THOUSANDS Q1 Q1Q2 Q2 Q2 Q2Q3 Q3 Q3 Q3Q4 Q4 Q4 Q4Q1Q1 2018 2019 2020 2021 Q1 Q2 2022 New Business Count (Insurance) Q1 Q2 Q3 Q4 Total 2018 32,610 56,729 51,795 35,356 176,490 2019 36,848 62,842 57,426 37,585 194,701 2020 41,510 70,622 73,619 50,914 236,665 2021 51,799 77,013 68,077 47,589 244,478 4 Year Average New Business Count % 19% 32% 29% 20% 100% 2022 47,514 74,922 - - - 250 200 150 100 50 MILLIONS Q1 Q1Q2 Q2 Q2 Q2Q3 Q3 Q3 Q3Q4 Q4 Q4 Q4Q1Q1 2018 2019 2020 2021 Q1 Q2 2022 Total Written Premium IN THOUSANDS Q1 Q2 Q3 Q4 Total 2018 82,514 137,943 123,385 86,621 $430,463 2019 96,732 158,501 142,030 99,747 $497,010 2020 112,421 184,423 163,520 117,870 $578,234 2021 133,707 208,091 192,090 140,417 $674,305 4 Year Average Total Written Premium % 19% 32% 29% 20% 100% 2022 154,790 237,697 - - -


 
HAGERTY Q2 2022 | 17 HISTORICAL SEASONALIT Y TRENDS 40 30 20 10 % Q1 Q2 Q3 Q4 Total Revenue 4 YEAR AVERAGE 20% 24% 28% 28% 70 60 50 40 30 10 -10 -20 -30 % Q1 Q2 Q3 Q4 -15% -2% 60% 57% Total Operating Income 4 YEAR AVERAGE Geographic footprint of our North American book creates seasonal differences by quarter for revenue and total operating income. IN THOUSANDS Q1 Q2 Q3 Q4 Total 2018 60,489 85,799 83,864 71,547 $301,699 2019 78,479 109,722 111,472 97,601 $397,274 2020 106,859 135,462 135,781 121,446 $499,548 2021 129,200 167,409 168,086 154,384 $619,079 4 Year Average Total Revenue % 20% 28% 28% 24% 100% 2022 167,812 206,017 - - - IN THOUSANDS Q1 Q2 Q3 Q4 Total 2018 (2,880) 12,968 6,861 (8,337) $8,612 2019 (5,508) 13,247 9,258 (6,149) $10,848 2020 (4,171) 17,441 12,650 (10,074) $15,846 2021 (5,096) 14,274 1,758 (21,006) ($10,070) 4 Year Average Total Operating Income % -15% 60% 57% -2% 100% 2022 (13,004) 2,387 - - -


 
HAGERTY Q2 2022 | 18(1) Includes base commissions, payment plan fees and contingent underwriting commissions. REVENUE COMPONENTS BY QUARTER Commission + fee revenue (1) Membership + other revenueEarned premium in Hagerty Reinsurance Q2 2022Q1 2022Q4 2021Q3 2021Q2 2021Q1 2021Q4 2020Q3 2020Q2 2020Q1 2020 Q2 2022Q1 2022Q4 2021Q3 2021Q2 2021Q1 2021Q4 2020Q3 2020Q2 2020Q1 2020Q2 2022Q1 2022Q4 2021Q3 2021Q2 2021Q1 2021Q4 2020Q3 2020Q2 2020Q1 2020 Comission and fee revenue Membership + other revenue Earned premium $96 $46 $72 $68 $50 $54 $83 $76 $58 $62 $10 $11 $11 $11 $12 $14 $13 $13 $16 $16 $50 $53 $57 $60 $63 $70 $79 $84 $89 $94


 
HAGERTY Q2 2022 | 19 SUPPLEMENTAL FINANCIAL INFORMATION Policies and Vehicles in Force Policies in Force(1) Q1 2021 Q1 2022 Q2 2021 Q2 2022 U.S. 1,020,638 1,101,557 1,051,423 1,124,545 CAN 126,039 136,136 131,494 140,820 UK 24,517 26,224 25,091 26,773 Total 1,171,194 1,263,917 1,208,008 1,292,138 Vehicles Covered (1) Q1 2021 Q1 2022 Q2 2021 Q2 2022 U.S. 1,724,680 1,874,514 1,776,202 1,919,325 CAN 175,331 190,224 182,767 196,802 UK 53,367 57,044 49,205 58,636 Total 1,953,378 2,121,782 2,008,174 2,174,763 (1) Metrics measured as of the end of the period


 
HAGERTY Q2 2022 | 20 SUPPLEMENTAL FINANCIAL INFORMATION Total Member Count 2.5m Members (+9%): 1.3m Paid Members (+7%) Paid Membership Counts U.S. Q2 2021 Q2 2022 Insurance Member 430,337 454,388 Insurance + HDC 609,721 653,095 HDC Standalone 26,450 29,844 Total U.S. Paid Member Count 1,066,508 1,137,327 Canada Insurance Member 78,854 81,768 Insurance + HDC 51,914 57,109 HDC Standalone 2,322 2,777 Total Canada Paid Member Count 133,090 141,654 Total Insurance Member 509,191 536,156 Insurance + HDC 661,635 710,204 HDC Standalone 28,772 32,621 Total HDC Paid Member Count 690,407 742,825 Total Paid Member Count 1,199,598 1,278,981 Total Members Q2 2021 Q2 2022 U.S. 2,108,473 2,296,271 Canada 203,873 218,793 Total Member Count 2,312,346 2,515,064 Total Members Paid member count plus guest member count. HDC Paid Member Count HDC standalone plus insurance + HDC. A customer with an active/in-force paying HDC membership that has full access to HDC benefits as of a specified point in time. Guest Membership Counts Q2 2021 Q2 2022 U.S. 1,041,965 1,158,944 Canada 70,783 77,139 Total Guest Member Count 1,112,748 1,236,083 Guest Member An individual who has created an on-line profile by providing email, establishing a password, and verifying email. Paid Member Count Individuals who have an in-force insurance policy plus HDC membership as of a specified point in time. 7% growth 8% growth 9% growth


 
HAGERTY Q2 2022 | 21 RECONCILIATION OF NON-GAAP METRICS Net Income (Loss) to Adjusted EBITDA Adjusted EBITDA We define Adjusted EBITDA as net income (loss) (the most directly comparable GAAP measure) before interest, income taxes, and depreciation and amortization (EBITDA), adjusted to exclude changes in fair value of warrant liabilities, gains and losses from asset disposals and certain other non-recurring gains and losses. We present Adjusted EBITDA because we consider it to be an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. Our management uses Adjusted EBITDA: as a measurement of operating performance of our business on a consistent basis, as it removes the impact of items not directly resulting from our core operations; for planning purposes, including the preparation of our internal annual operating budget and financial projections; to evaluate the performance and effectiveness of our operational strategies; to evaluate our capacity to expand our business; as a performance factor in measuring performance under our executive compensation plan; and as a preferred predictor of core operating performance, comparisons to prior periods and competitive positioning. By providing this non-GAAP financial measure, together with a reconciliation to the most directly comparable GAAP measure, we believe we are enhancing investors’ understanding of our business and our results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. However, Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation, or as an alternative to, or a substitute for net income (loss) or other financial statement data presented in our condensed consolidated financial statements as indicators of financial performance. Some of these limitations include: Adjusted EBITDA does not reflect our cash expenditures, or future requirements for capital expenditures, or contractual commitments; Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs; Adjusted EBITDA does not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt; Adjusted EBITDA does not reflect our tax expense or the cash requirements to pay our taxes; and although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and such measures does not reflect any cash requirements for such replacements; and other companies in our industry may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure. Due to these limitations, Adjusted EBITDA should not be considered in isolation, or as an alternative to, or a substitute for net income (loss) or other financial statement data presented in our condensed consolidated financial statements as indicators of financial performance. IN THOUSANDS Q2 2021 Q2 2022 YTD 2021 YTD 2022 Net Income (Loss) $12,503 ($5,543) $5,652 $10,323 Interest and Other (Income) Expense 187 353 624 1,037 Income Tax Expense 1,584 2,138 2,902 4,168 Depreciation and Amortization 5,025 8,300 9,396 15,447 Changes in Fair Value of Warrant Liabilities - 5,400 - (26,286) Stock-based Compensation Expense - 4,307 - 4,307 Net (Gain) Loss From Asset Disposals - - 1,764 - Other Non-Recurring (Gains) Losses (1) - 1,110 - 1,110 Adjusted EBITDA $19,299 $16,065 $20,338 $10,106 (1) Other non-recurring (gains) losses relates to severance expense recognized in the three months ended June 30, 2022.


 
HAGERTY Q2 2022 | 22 RECONCILIATION OF NON-GAAP METRICS Operating Income (Loss) to Contribution Margin Contribution Margin and Contribution Margin Ratio We define Contribution Margin as total revenue less operating expense adding back our fixed operating expenses such as depreciation and amortization, general and administrative costs and shared service salaries and benefits expenses. We define Contribution Margin Ratio as Contribution Margin divided by total revenue. We present Contribution Margin and Contribution Margin Ratio because we consider them to be important supplemental measures of our performance and believe that these non-GAAP financial measures are useful to investors for period-to-period comparisons of our business and in understanding and evaluating our operating results. We caution investors that Contribution Margin and Contribution Margin Ratio are not recognized measures under GAAP and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and that Contribution Margin and Contribution Margin Ratio, as we define them, may be defined or calculated differently by other companies. In addition, both Contribution Margin and Contribution Margin Ratio have limitations as analytical tools because they exclude certain significant recurring expenses of our business. Our management uses Contribution Margin and Contribution Margin Ratio to: analyze the relationship between cost, volume and profit as revenue grows; measure how much profit is earned for any product or service sold; and measure how different management actions could affect the Company’s total revenue and related cost levels. IN DOLLARS Q2 2021 % of Total Revenue Q2 2022 % of Total Revenue YTD 2021 % of Total Revenue YTD 2022 % of Total Revenue Total Revenue $167,409,450 100% $206,016,551 100% 296,609,214 100% $373,828,194 100% Less: Total Operating Expense 153,135,870 91% 203,629,608 99% 287,431,336 97% 384,445,181 103% Operating Income (Loss) 14,273,580 9% 2,386,943 1% 9,177,879 3% (10,616,987) -3% Add: Fixed Operating Expenses 39,192,315 23% 58,644,478 28% 75,368,052 25% 108,794,840 29% Contribution Margin(1) $53,465,895 32% $61,031,421 30% $84,545,931 29% $98,177,853 26% (1) Decrease in contribution margin percentage primarily driven by increase in Hagerty Re quota share.


 
HAGERTY Q2 2022 | 23 RECONCILIATION OF NON-GAAP METRICS Basis Earnings (Loss) Per Share to Adjusted Earnings Per Share (1) Numerator and Denominator of the GAAP measure Basic EPS (Net income (loss) attributable to controlling interest / Weighted-average shares of Class A Common Stock outstanding) (2) Numerator and Denominator of the non-GAAP measure Adjusted EPS (consolidated net income (loss) / Fully dilutive shares outstanding) Adjusted EPS We define Adjusted Earnings (Loss) Per Share (“Adjusted EPS”) as consolidated Net income (loss) that is attributable to both our controlling and non-controlling interest. Adjusted EPS for the three and six months ended June 30, 2022 includes both our controlling and non-controlling interest net income (loss) of $(5.5) million and $10.3 million, respectively, divided by the outstanding and potentially dilutive shares of Hagerty, Inc. (359.8 million shares) which includes (1) the weighted-average issued and outstanding shares of Class A Common Stock, (2) all issued and outstanding shares of Class V Common Stock, (3) all unexercised warrants and (4) all unvested stock-based compensation awards. The most directly comparable GAAP measure is basic earnings per share (“Basic EPS”), which is calculated as Net income (loss) attributable to only controlling interest in Hagerty, Inc. Basic EPS for the three and six months ended June 30, 2022 includes Net income (loss) attributable to only controlling interest of $(5.5) million and $22.0 million, respectively, divided by the weighted-average issued and outstanding shares of Class A Common Stock (82.5 million and 82.4 million shares, respectively). In accordance with ASC 260, for periods in which we report a net loss to stockholders, diluted EPS would be the same as Basic EPS, because dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. As a result, in periods where we report a net loss attributable to controlling interest, such as during the year ended December 31, 2021, EPS did not need to be differentiated between basic or diluted EPS because both basic and diluted EPS were the same. In periods where we report net income attributable to controlling interest, such as the three months ended March 31, 2022, we believe that Basic EPS is the most comparable GAAP measure to Adjusted EPS. We caution investors that Adjusted EPS is not a recognized measure under GAAP and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, including Basic EPS, and that Adjusted EPS, as we define it, may be defined or calculated differently by other companies. In addition, Adjusted EPS has limitations as an analytical tool and should not be considered as a measure of profit or loss per share. We present Adjusted EPS because we consider it to be an important supplemental measure of our operating performance and believe it is used by investors and securities analysts in evaluating the consolidated performance of other companies in our industry. We also believe that Adjusted EPS, which compares our consolidated net loss (which includes our controlling and non-controlling interest) with our outstanding and potentially dilutive shares, provides useful information to investors regarding our performance on a fully consolidated basis. Our management uses Adjusted EPS: as a measurement of operating performance of our business on a fully consolidated basis; to evaluate the performance and effectiveness of our operational strategies; to evaluate our capacity to expand our business; and as a preferred predictor of core operating performance, comparisons to prior periods and competitive positioning. IN THOUSANDS EXCEPT FOR PER SHARE AMOUNTS Q2 2022 YTD Q2 2022 Net income (Loss) attributable to controlling interest(1) ($5,536) $21,971 Net income (Loss) attributable to non-controlling interest ($7) ($11,648) Consolidated net income (Loss)(2) ($5,543) $10,323 Weighted-average shares of Class A Common Stock outstanding: Basic(1) 82,452 82,443 Potentially dilutive shares outstanding: Class V Common Stock outstanding 215,034 251,034 Warrants outstanding 19,484 19,484 Unvested stock-based compensation awards 6,851 6,851 Potentially dilutive shares outstanding 277,369 277,369 Fully dilutive shares outstanding(2) 359,821 359,812 Basic Earnings (Loss) per Share(1) ($0.07) $0.27 Adjusted EPS (Loss) per Share(2) ($0.02) $0.03


 
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