Fourth Quarter Revenue and Adjusted Gross Profit (a Non-GAAP measure1) Growth Driven by Strong Performance Across all Business Segments
ALPHARETTA, Ga.–(BUSINESS WIRE)–Mar. 23, 2023–
Priority Technology Holdings, Inc. (NASDAQ: PRTH) (“Priority” or the “Company”), the platform for unified commerce that delivers integrated payments and banking services at scale, today announced its fourth quarter and full year 2022 financial results including strong quarter-over-quarter and year-over-year diversified revenue growth.
Highlights of Consolidated Results
Fourth Quarter 2022, Compared with Fourth Quarter 2021
Financial highlights of the fourth quarter of 2022 compared with the fourth quarter of 2021, are as follows:
Full Year 2022, Compared with Full Year 2021
Financial highlights of the full year 2022 compared with the full year 2021, are as follows:
1 See “Non-GAAP Financial Measures” and the reconciliations of Adjusted Gross Profit (non-GAAP),Adjusted Gross Profit Margin (non-GAAP), and Adjusted EBITDA, to their most comparable GAAP measures provided below for additional information.
“Our outstanding fourth quarter and full year results reflect the strength of our market-leading unified commerce platform. Our business has been purpose-built to perform despite challenging economic environments like we have today. The results demonstrate that we are executing,” said Tom Priore, Chairman & CEO of Priority. “Looking ahead, we will remain focused on our mission to deliver payments and banking as a service solutions for our SMB, B2B and Enterprise payments partners and driving long term value for our shareholders.”
Full Year 2023 Financial Guidance
Priority’s outlook remains strong, which is reflected in our full year 2023 guidance:
Conference Call
Priority Technology Holdings, Inc.’s leadership will host a conference call on Thursday, March 23, 2023 at 11:00 a.m. EDT to discuss its fourth quarter 2022 financial results. Participants can access the call by phone in the U.S. or Canada at (833) 636-1319 or internationally at (412) 902-4286.
The Internet webcast link and accompanying slide presentation can be accessed at https://edge.media-server.com/mmc/p/gw4f4523 and will also be posted in the “Investor Relations” section of the Company’s website at www.prioritycommerce.com.
An audio replay of the call will be available shortly after the conference call until March 30, 2023 at 2:00 p.m. EDT. To listen to the audio replay, dial (877) 344-7529 or (412) 317-0088 and enter conference ID number 5272926. Alternatively, you may access the webcast replay in the “Investor Relations” section of the Company’s website at www.prioritycommerce.com.
Non-GAAP Financial Measures
This communication includes certain non-GAAP financial measures that we regularly review to evaluate our business and trends, measure our performance, prepare financial projections, allocate resources, and make strategic decisions. We believe these non-GAAP measures help to illustrate the underlying financial and business trends relating to our results of operations and comparability between current and prior periods. We also use these non-GAAP measures to establish and monitor operational goals. However, these non-GAAP measures are not superior to or a substitute for prominent measurements calculated in accordance with GAAP. Rather, the non-GAAP measures are meant to be a complement to understanding measures prepared in accordance with GAAP.
Adjusted Gross Profit and Adjusted Gross Profit Margin
The Company’s adjusted gross profit metric represents revenues less cost of revenue (excluding depreciation and amortization). Adjusted gross profit margin is adjusted gross profit divided by revenues. We review these non-GAAP measures to evaluate our underlying profit trends. The reconciliation of adjusted gross profit to its most comparable GAAP measure is provided below:
(in thousands) | |||||||||||||||
Three Months Ended December 31, | Years Ended December 31, | ||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||
Revenues | $ | 177,555 | $ | 144,048 | $ | 663,641 | $ | 514,901 | |||||||
Cost of revenue (excluding depreciation and amortization) | (116,566 | ) | (95,358 | ) | (436,753 | ) | (359,885 | ) | |||||||
Adjusted gross profit | 60,989 | 48,690 | 226,888 | 155,016 | |||||||||||
Adjusted gross profit margin | 34.3 | % | 33.8 | % | 34.2 | % | 30.1 | % | |||||||
Depreciation and amortization of revenue generating assets | (2,762 | ) | (2,401 | ) | (10,355 | ) | (6,940 | ) | |||||||
Gross profit | 58,227 | 46,289 | 216,533 | 148,076 | |||||||||||
Gross profit margin | 32.8 | % | 32.1 | % | 32.6 | % | 28.8 | % |
EBITDA and Adjusted EBITDA
EBITDA and adjusted EBITDA are performance measures. EBITDA is earnings before interest, income tax, and depreciation and amortization expenses (“EBITDA”). Adjusted EBITDA begins with EBITDA but further excludes certain non-cash costs, such as stock-based compensation and the write-off of the carrying value of investments or other assets, as well as debt extinguishment and modification expenses and other expenses and income items considered non-recurring, such as acquisition integration expenses, certain professional fees, and litigation settlements. We review the non-GAAP adjusted EBITDA measure to evaluate our business and trends, measure our performance, prepare financial projections, allocate resources, and make strategic decisions.
The reconciliation of adjusted EBITDA to its most comparable GAAP measure is provided below:
(in thousands) | |||||||||||||||
Three Months Ended December 31, | Years Ended December 31, | ||||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||
Net (loss) income | $ | (1,312 | ) | $ | 14,094 | $ | (2,150 | ) | $ | 1,389 | |||||
Interest expense | 16,272 | 11,877 | 53,554 | 36,485 | |||||||||||
Income tax expense (benefit) | 3,517 | (5,307 | ) | 5,350 | (5,258 | ) | |||||||||
Depreciation and amortization | 18,006 | 17,574 | 70,681 | 49,697 | |||||||||||
EBITDA | 36,483 | 38,238 | 127,435 | 82,313 | |||||||||||
Debt extinguishment and modification | — | — | — | 8,322 | |||||||||||
Gain on sale of business and investment | — | (7,643 | ) | — | (7,643 | ) | |||||||||
Selling, general and administrative (non-recurring) | 1,112 | 1,403 | 5,395 | 10,089 | |||||||||||
Non-cash stock-based compensation | 2,024 | 864 | 6,228 | 3,213 | |||||||||||
Change in the fair value of contingent consideration | 172 | — | 1,244 | — | |||||||||||
Adjusted EBITDA | $ | 39,791 | $ | 32,862 | $ | 140,302 | $ | 96,294 |
Further detail of certain of these adjustments, and where these items are recorded in our consolidated statements of operations, is provided below:
(in thousands) | |||||||||||
Three Months Ended December 31, | Years Ended December 31, | ||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||
Selling, general and administrative expenses (non-recurring): | |||||||||||
Certain legal fees | $ | 340 | $ | 170 | $ | 916 | $ | 7,291 | |||
Professional, accounting and consulting fees | 641 | — | 1,300 | — | |||||||
Other expenses | 131 | 1,233 | 3,179 | 2,798 | |||||||
$ | 1,112 | $ | 1,403 | $ | 5,395 | $ | 10,089 |
Priority does not provide a reconciliation of forward-looking non-GAAP financial measures to their comparable GAAP financial measures because it could not do so without unreasonable effort due to the unavailability of the information needed to calculate reconciling items and due to the variability, complexity and limited visibility of the adjusting items that would be excluded from the non-GAAP financial measures in future periods. When planning, forecasting and analyzing future periods, the Company does so primarily on a non-GAAP basis without preparing a GAAP analysis as that would require estimates for various cash and non-cash reconciling items that would be difficult to predict with reasonable accuracy. For example, stock-based compensation expense would be difficult to estimate because it depends on the Company’s future hiring and retention needs, as well as the future fair market value of the Company’s common stock, all of which are difficult to predict and subject to constant change. As a result, the Company does not believe that a GAAP reconciliation would provide meaningful supplemental information about the Company’s outlook.
About Priority Technology Holdings, Inc.
Priority is a payments technology company that leverages a purpose-built platform to enable clients to collect, store and send money, operating at scale. Priority helps its customers take and make payments while managing business and consumer operating accounts to monetize payment networks. Priority’s tailored, agile technology powers high-value payments products bolstered by industry-leading personalized support, and delivers value to its partners by leveraging its payments and embedded finance technology to deliver solutions that power modern commerce. The Company’s approach is simple – Priority handles the complexities of payments and embedded finance to free its partners to focus on their core business objectives. Priority’s solutions are offered via API or proprietary applications with nationwide money transmission licenses, providing end-to-end operational support including automated risk management and underwriting, full compliance and industry leading customer service. Additional information can be found at www.prioritycommerce.com.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services, and other statements identified by words such as “may,” “will,” “should,” “anticipates,” “believes,” “expects,” “plans,” “future,” “intends,” “could,” “estimate,” “predict,” “projects,” “targeting,” “potential” or “contingent,” “guidance,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, our 2023 outlook and statements regarding our market and growth opportunities. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive risks, trends and uncertainties that could cause actual results to differ materially from those projected, expressed, or implied by such forward-looking statements. Our actual results could differ materially, and potentially adversely, from those discussed or implied herein.
We caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results. All forward-looking statements are expressly qualified in their entirety by these cautionary statements. You should evaluate all forward-looking statements made in this press release in the context of the risks and uncertainties disclosed in our SEC filings, including our most recent Annual Report on Form 10-K filed with the SEC on March 23, 2023. These filings are available online at www.sec.gov or www.prioritycommerce.com.
We caution you that the important factors referenced above may not contain all of the factors that are important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences we anticipate or affect us or our operations in the way we expect. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance. The forward-looking statements included in this press release are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law. If we do update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements. We qualify all of our forward-looking statements by these cautionary statements.
Priority Technology Holdings, Inc. | |||||||||||||||
Unaudited Consolidated Statements of Operations | |||||||||||||||
(in thousands, except per share amounts) | Three Months Ended December 31, | Years Ended December 31, | |||||||||||||
2022 | 2021 | 2022 | 2021 | ||||||||||||
Revenues | $ | 177,555 | $ | 144,048 | $ | 663,641 | $ | 514,901 | |||||||
Operating expenses | |||||||||||||||
Cost of revenue (excludes depreciation and amortization) | 116,566 | 95,358 | 436,753 | 359,885 | |||||||||||
Salary and employee benefits | 16,846 | 12,010 | 65,077 | 43,818 | |||||||||||
Depreciation and amortization | 18,006 | 17,574 | 70,681 | 49,697 | |||||||||||
Selling, general and administrative | 7,938 | 6,195 | 34,965 | 28,408 | |||||||||||
Total operating expenses | 159,356 | 131,137 | 607,476 | 481,808 | |||||||||||
Operating income | 18,199 | 12,911 | 56,165 | 33,093 | |||||||||||
Other (expense) income | |||||||||||||||
Interest expense | (16,272 | ) | (11,877 | ) | (53,554 | ) | (36,485 | ) | |||||||
Debt extinguishment and modification costs | — | — | — | (8,322 | ) | ||||||||||
Gain on sale of business and investment | — | 7,643 | — | 7,643 | |||||||||||
Other income, net | 278 | 110 | 589 | 202 | |||||||||||
Total other expense, net | (15,994 | ) | (4,124 | ) | (52,965 | ) | (36,962 | ) | |||||||
Income (loss) before income taxes | 2,205 | 8,787 | 3,200 | (3,869 | ) | ||||||||||
Income tax expense (benefit) | 3,517 | (5,307 | ) | 5,350 | (5,258 | ) | |||||||||
Net (loss) income | (1,312 | ) | 14,094 | (2,150 | ) | 1,389 | |||||||||
Less: Dividends and accretion attributable to redeemable senior preferred stockholders | (10,465 | ) | (8,285 | ) | (36,880 | ) | (18,009 | ) | |||||||
Less: Non-controlling interest preferred unit redemptions | — | 2,756 | — | (8,021 | ) | ||||||||||
Net (loss) income attributable to common stockholders | $ | (11,777 | ) | $ | 8,565 | $ | (39,030 | ) | $ | (24,641 | ) | ||||
(Loss) earnings per common share: | |||||||||||||||
Basic | $ | (0.15 | ) | $ | 0.11 | $ | (0.50 | ) | $ | (0.34 | ) | ||||
Diluted | $ | (0.15 | ) | $ | 0.11 | $ | (0.50 | ) | $ | (0.34 | ) | ||||
Weighted-average common shares outstanding: | |||||||||||||||
Basic and diluted | 77,984 | 78,467 | 78,233 | 71,902 | |||||||||||
Diluted | 77,984 | 79,013 | 78,233 | 71,902 | |||||||||||
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Priority Technology Holdings, Inc. | |||||||
Unaudited Consolidated Balance Sheets | |||||||
(in thousands) | |||||||
December 31, 2022 | December 31, 2021 | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 18,454 | $ | 20,300 | |||
Restricted cash | 10,582 | 28,859 | |||||
Accounts receivable, net of allowances | 78,113 | 58,423 | |||||
Prepaid expenses and other current assets | 11,832 | 15,807 | |||||
Current portion of notes receivable | 1,471 | 272 | |||||
Settlement assets and customer/subscriber account balances | 532,018 | 479,471 | |||||
Total current assets | 652,470 | 603,132 | |||||
Notes receivable, less current portion | 3,191 | 105 | |||||
Property, equipment and software, net | 34,687 | 25,233 | |||||
Goodwill | 369,337 | 365,740 | |||||
Intangible assets, net | 288,794 | 340,211 | |||||
Deferred income taxes, net | 16,447 | 8,265 | |||||
Other noncurrent assets | 8,437 | 9,256 | |||||
Total assets | $ | 1,373,363 | $ | 1,351,942 | |||
Liabilities, Redeemable Senior Preferred Stock and Stockholders’ Deficit | |||||||
Current liabilities: | |||||||
Accounts payable and accrued expenses | $ | 51,864 | $ | 42,523 | |||
Accrued residual commissions | 35,979 | 29,532 | |||||
Customer deposits and advance payments | 2,618 | 5,021 | |||||
Current portion of long-term debt | 6,200 | 6,200 | |||||
Settlement and customer/subscriber account obligations | 533,340 | 500,291 | |||||
Total current liabilities | 630,001 | 583,567 | |||||
Long-term debt, net of current portion, discounts and debt issuance costs | 598,926 | 604,105 | |||||
Other noncurrent liabilities | 11,643 | 18,349 | |||||
Total noncurrent liabilities | 610,569 | 622,454 | |||||
Total liabilities | 1,240,570 | 1,206,021 | |||||
Redeemable senior preferred stock | 235,579 | 210,158 | |||||
Stockholders’ deficit: | |||||||
Preferred stock | — | — | |||||
Common stock | 76 | 77 | |||||
Additional paid-in capital | 9,650 | 39,835 | |||||
Treasury stock, at cost | (11,559 | ) | (4,091 | ) | |||
Accumulated deficit | (102,208 | ) | (100,058 | ) | |||
Total stockholders’ deficit attributable to stockholders of PRTH | (104,041 | ) | (64,237 | ) | |||
Non-controlling interest | 1,255 | — | |||||
Total stockholders’ deficit | (102,786 | ) | (64,237 | ) | |||
Total liabilities, redeemable senior preferred stock and stockholders’ deficit | $ | 1,373,363 | $ | 1,351,942 |
Priority Technology Holdings, Inc. | |||||||
Unaudited Consolidated Statements of Cash Flows | |||||||
(in thousands) | Years Ended December 31, | ||||||
2022 | 2021 | ||||||
Cash flows from operating activities: | |||||||
Net (loss) income | $ | (2,150 | ) | $ | 1,389 | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||
Gain and transaction costs recognized on sale of business and investment | — | (7,643 | ) | ||||
Depreciation and amortization of assets | 70,681 | 49,697 | |||||
Stock-based compensation | 6,228 | 3,213 | |||||
Amortization of debt issuance costs and discounts | 3,521 | 2,305 | |||||
Write-off of deferred loan costs and discount | — | 2,580 | |||||
Deferred income tax | (8,183 | ) | (2,559 | ) | |||
Change in contingent consideration | 2,059 | — | |||||
PIK interest (paid) | — | (23,715 | ) | ||||
Other non-cash items, net | 74 | 462 | |||||
Change in operating assets and liabilities: | |||||||
Accounts receivable | (19,580 | ) | (16,694 | ) | |||
Prepaid expenses and other current assets | (160 | ) | (1,597 | ) | |||
Income taxes (receivable) payable | 6,260 | (5,107 | ) | ||||
Notes receivable | 377 | 333 | |||||
Accounts payable and other accrued liabilities | 19,794 | 7,018 | |||||
Customer deposits and advance payments | (2,403 | ) | 2,138 | ||||
Other assets and liabilities, net | (6,000 | ) | (2,443 | ) | |||
Net cash provided by operating activities | 70,518 | 9,377 | |||||
Cash flows from investing activities: | |||||||
Acquisitions of businesses, net of cash acquired | (4,976 | ) | (407,129 | ) | |||
Proceeds from sale of business and investment | — | 15,278 | |||||
Additions to property, equipment and software | (18,882 | ) | (9,719 | ) | |||
Notes receivable loan funding | (4,662 | ) | — | ||||
Acquisitions of assets and other investing activities | (7,983 | ) | (49,463 | ) | |||
Net cash (used in) provided by investing activities | (36,503 | ) | (451,033 | ) | |||
Cash flows from financing activities: | |||||||
Proceeds from issuance of long-term debt, net of issue discount | — | 607,318 | |||||
Debt issuance and modification costs paid | — | (9,073 | ) | ||||
Repayments of long-term debt | (6,200 | ) | (361,425 | ) | |||
Borrowings under revolving credit facility | 29,500 | 30,000 | |||||
Repayments of borrowings under revolving credit facility | (32,000 | ) | (15,000 | ) | |||
Proceeds from the issuance of redeemable senior preferred stock, net of discount | — | 219,062 | |||||
Redeemable senior preferred stock issuance fees and costs | — | (8,098 | ) | ||||
Repurchases of Common Stock and shares withheld for taxes | (7,468 | ) | (1,703 | ) | |||
Dividends paid to redeemable senior preferred stockholders | (11,459 | ) | (7,460 | ) | |||
Profit distributions to redeemable NCIs of subsidiaries | — | (815 | ) | ||||
Proceeds from exercise of stock options | — | 1,196 | |||||
Settlement and customer/subscriber accounts obligations, net | 43,143 | 417,627 | |||||
Payment of contingent consideration | (7,014 | ) | — | ||||
Net cash (used in) provided by financing activities | 8,502 | 871,629 | |||||
Net change in cash and cash equivalents, and restricted cash: | |||||||
Net increase in cash and cash equivalents, and restricted cash | 42,517 | 429,973 | |||||
Cash and cash equivalents, and restricted cash at beginning of period | 518,093 | 88,120 | |||||
Cash and cash equivalents, and restricted cash equivalents at end of period | $ | 560,610 | $ | 518,093 | |||
Reconciliation of cash and cash equivalents, and restricted cash: | |||||||
Cash and cash equivalents | $ | 18,454 | $ | 20,300 | |||
Restricted cash | 10,582 | 28,859 | |||||
Cash and cash equivalents included in settlement assets and customer/subscriber account balances | 531,574 | 468,934 | |||||
Total cash and cash equivalents, and restricted cash | $ | 560,610 | $ | 518,093 |
Priority Technology Holdings, Inc. | ||||||||||||||||
Unaudited Reportable Segments’ Results | ||||||||||||||||
(in thousands) | Three Months Ended December 31, | Years Ended December 31, | ||||||||||||||
2022 | 2021 | 2022 | 2021 | |||||||||||||
SMB Payments: | ||||||||||||||||
Revenue | $ | 149,880 | $ | 121,482 | $ | 562,237 | $ | 475,630 | ||||||||
Operating expenses | 134,942 | 110,978 | 507,371 | 422,746 | ||||||||||||
Operating income | $ | 14,938 | $ | 10,504 | $ | 54,866 | $ | 52,884 | ||||||||
Operating margin | 10.0 | % | 8.6 | % | 9.8 | % | 11.1 | % | ||||||||
Depreciation and amortization | $ | 11,081 | $ | 11,014 | $ | 43,925 | $ | 41,144 | ||||||||
Key indicators: | ||||||||||||||||
Merchant bankcard processing dollar value | $ | 14,862,635 | $ | 13,847,825 | $ | 59,440,491 | $ | 53,411,622 | ||||||||
Merchant bankcard transaction volume | 160,492 | 147,138 | 636,576 | 578,102 | ||||||||||||
B2B Payments: | ||||||||||||||||
Revenue | $ | 2,802 | $ | 5,416 | $ | 18,890 | $ | 17,138 | ||||||||
Operating expenses | 3,883 | 4,865 | 18,682 | 17,003 | ||||||||||||
Operating income (loss) | $ | (1,081 | ) | $ | 551 | $ | 208 | $ | 135 | |||||||
Operating margin | (38.6 | )% | 10.2 | % | 1.1 | % | 0.8 | % | ||||||||
Depreciation and amortization | $ | 303 | $ | 74 | $ | 744 | $ | 294 | ||||||||
Key indicators: | ||||||||||||||||
Merchant bankcard processing dollar value | $ | 146,595 | $ | 97,447 | $ | 526,812 | $ | 323,502 | ||||||||
Merchant bankcard transaction volume | 65 | 77 | 304 | 220 | ||||||||||||
Enterprise Payments: | ||||||||||||||||
Revenue | $ | 24,873 | $ | 17,150 | $ | 82,514 | $ | 22,133 | ||||||||
Operating expenses | 13,440 | 11,952 | 51,577 | 15,370 | ||||||||||||
Operating income | $ | 11,433 | $ | 5,198 | $ | 30,937 | $ | 6,763 | ||||||||
Operating margin | 46.0 | % | 30.3 | % | 37.5 | % | 30.6 | % | ||||||||
Depreciation and amortization | $ | 6,293 | $ | 6,219 | $ | 24,892 | $ | 7,158 | ||||||||
Key indicators: | ||||||||||||||||
Merchant bankcard processing dollar value | $ | 571,485 | $ | 13,573 | $ | 1,760,518 | $ | 52,376 | ||||||||
Merchant bankcard transaction volume | 756 | 144 | 2,779 | 549 | ||||||||||||
Average billed clients | 424,601 | 341,339 | 380,233 | 345,828 | ||||||||||||
Operating income of reportable segments | $ | 25,290 | $ | 16,253 | $ | 86,011 | $ | 59,782 | ||||||||
Less: Corporate expense | (7,091 | ) | (3,342 | ) | (29,846 | ) | (26,689 | ) | ||||||||
Consolidated operating income | $ | 18,199 | $ | 12,911 | $ | 56,165 | $ | 33,093 | ||||||||
Corporate depreciation and amortization | $ | 329 | $ | 267 | $ | 1,120 | $ | 1,101 | ||||||||
Key indicators: | ||||||||||||||||
Merchant bankcard processing dollar value | $ | 15,580,715 | $ | 13,958,845 | $ | 61,727,821 | $ | 53,787,500 | ||||||||
Merchant bankcard transaction volume | 161,313 | 147,359 | 639,659 | 578,871 | ||||||||||||
Average number of billed clients | 424,601 | 341,339 | 380,233 | 345,828 |
View source version on businesswire.com: https://www.businesswire.com/news/home/20230323005235/en/
Priority Investor Inquiries:
Chris Kettmann
ckettmann@lincolnchurchilladvisors.com
(773) 497-7575
Source: Priority Technology Holdings, Inc.