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Priority Technology Holdings, Inc. Announces Second Quarter 2023 Financial Results

August 10, 2023  |  Press Release

Strong Second Quarter Growth Driven by Performance Across Diverse Business Segments

ALPHARETTA, Ga.–(BUSINESS WIRE)–Aug. 10, 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 second quarter 2023 financial results including strong quarter-over-quarter diversified revenue growth.

Highlights of Consolidated Results

Second Quarter 2023 Compared with Second Quarter 2022

Financial highlights of the second quarter of 2023 compared with the second quarter of 2022, are as follows:

  • Revenue of $182.3 million increased 9.6% from $166.4 million
  • Adjusted gross profit (a non-GAAP measure1) of $67.0 million increased 20.3% from $55.7 million
  • Adjusted gross profit margin (a non-GAAP measure1) of 36.8% increased 330 basis points from 33.5%
  • Operating income of $19.1 million increased 45.8% from $13.1 million
  • Adjusted EBITDA (a non-GAAP measure1) of $41.1 million increased 21.2% from $33.9 million

“Consistent with the first few months of the year, we continued to deliver strong results as we executed our unified commerce vision combining payments and banking on a single platform, enhanced by the strength of our counter cyclical business lines that were positioned to benefit from higher interest rates and weakening macroeconomic trends,” said Tom Priore, Chairman & CEO of Priority. “We continue to invest thoughtfully, as our recent acquisition of Plastiq demonstrates, to deliver differentiated solutions to our business and integrated software clients that accelerate cash flow and optimize working capital, which will drive consistent long-term performance for our shareholders.”

(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.

Updated Full Year 2023 Financial Guidance

The Company has updated its outlook for the full year 2023 to include the forecasted post-acquisition contribution from the Plastiq business as follows:

  • Revenue forecast revised to range between $765 million to $780 million, a growth rate of 15% to 17%, from $740 million to $755 million
  • Adjusted EBITDA (a non-GAAP measure) forecast remains in range between $160 million to $165 million, a growth rate of 14% to 18%

Conference Call

Priority’s leadership will host a conference call on Thursday, August 10, 2023 at 11:00 a.m. EDT to discuss its second quarter 2023 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/yohu2k4c 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 August 17, 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 2194982. 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 June 30,

2023

2022

Revenues

$

182,290

$

166,430

Cost of revenue (excluding depreciation and amortization)

(115,281

)

(110,749

)

Adjusted gross profit

$

67,009

$

55,681

Adjusted gross profit margin

36.8

%

33.5

%

Depreciation and amortization of revenue generating assets

(3,030

)

(2,538

)

Gross profit

$

63,979

$

53,143

Gross profit margin

35.1

%

31.9

%

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 June 30,

2023

2022

Net loss (income)

$

(612

)

$

287

Interest expense

17,765

12,335

Income tax expense

2,355

467

Depreciation and amortization

17,980

17,505

EBITDA

37,488

30,594

Selling, general and administrative (non-recurring)

1,859

1,743

Non-cash stock-based compensation

1,746

1,542

Adjusted EBITDA

$

41,093

$

33,879

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 June 30,

2023

2022

Selling, general and administrative expenses (non-recurring):

Certain legal fees

$

1,221

$

213

Professional, accounting and consulting fees

509

373

IRS penalty for 2014 and 2015

703

General ledger transition expenses

96

Other expenses

129

358

$

1,859

$

1,743

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 June 30,

Six Months Ended June 30,

2023

2022

2023

2022

Revenues

$

182,290

$

166,430

$

367,318

$

319,669

Operating expenses

Cost of revenue (excludes depreciation and amortization)

115,281

110,749

237,247

212,229

Salary and employee benefits

19,109

15,770

38,157

31,847

Depreciation and amortization

17,980

17,505

36,028

34,858

Selling, general and administrative

10,787

9,346

19,905

16,849

Total operating expenses

163,157

153,370

331,337

295,783

Operating income

19,133

13,060

35,981

23,886

Other (expense) income

Interest expense

(17,765

)

(12,335

)

(35,464

)

(23,870

)

Other income, net

375

29

587

80

Total other expense, net

(17,390

)

(12,306

)

(34,877

)

(23,790

)

Income before income taxes

1,743

754

1,104

96

Income tax expense

2,355

467

2,222

142

Net (loss) income

(612

)

287

(1,118

)

(46

)

Less: Dividends and accretion attributable to redeemable senior preferred stockholders

(11,765

)

(8,549

)

(23,060

)

(16,949

)

Loss attributable to common stockholders

(12,377

)

(8,262

)

$

(24,178

)

$

(16,995

)

Other comprehensive income (loss)

Foreign currency translation adjustments

7

31

Comprehensive loss

$

(12,370

)

$

(8,262

)

$

(24,147

)

$

(16,995

)

Loss per common share:

Basic and diluted

$

(0.16

)

$

(0.11

)

$

(0.31

)

$

(0.22

)

Weighted-average common shares outstanding:

Basic and diluted

78,292

78,603

78,213

78,600

Priority Technology Holdings, Inc.

Unaudited Consolidated Balance Sheets

(in thousands)

June 30, 2023

December 31, 2022

Assets

Current assets:

Cash and cash equivalents

$

17,567

$

18,454

Restricted cash

12,357

10,582

Accounts receivable, net of allowances

60,130

78,113

Prepaid expenses and other current assets

14,608

11,832

Current portion of notes receivable

2,530

1,471

Settlement assets and customer/subscriber account balances

710,705

532,018

Total current assets

817,897

652,470

Notes receivable, less current portion

3,018

3,191

Property, equipment and software, net

38,984

34,687

Goodwill

368,740

369,337

Intangible assets, net

269,428

288,794

Deferred income taxes, net

26,066

16,447

Other noncurrent assets

8,147

8,437

Total assets

$

1,532,280

1,373,363

Liabilities, Redeemable Senior Preferred Stock and Stockholders’ Deficit

Current liabilities:

Accounts payable and accrued expenses

$

59,839

$

51,864

Accrued residual commissions

34,614

35,979

Customer deposits and advance payments

3,253

2,618

Current portion of long-term debt

6,200

6,200

Settlement and customer/subscriber account obligations

710,551

533,340

Total current liabilities

814,457

630,001

Long-term debt, net of current portion, discounts and debt issuance costs

589,932

598,926

Other noncurrent liabilities

11,752

11,643

Total noncurrent liabilities

601,684

610,569

Total liabilities

1,416,141

1,240,570

Redeemable senior preferred stock

240,731

235,579

Stockholders’ deficit:

Preferred stock

Common stock

76

76

Treasury stock, at cost

(12,577

)

(11,559

)

Additional paid-in capital

9,650

Accumulated other comprehensive income

31

Accumulated deficit

(112,974

)

(102,208

)

Total stockholders’ deficit attributable to stockholders of PRTH

(125,444

)

(104,041

)

Non-controlling interest

852

1,255

Total stockholders’ deficit

(124,592

)

(102,786

)

Total liabilities, redeemable senior preferred stock and stockholders’ deficit

$

1,532,280

$

1,373,363

Priority Technology Holdings, Inc.

Unaudited Consolidated Statements of Cash Flows

(in thousands)

Six Months Ended June 30,

2023

2022

Cash flows from operating activities:

Net loss

$

(1,118

)

$

(46

)

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization of assets

36,028

34,858

Stock-based compensation

3,682

3,100

Amortization of debt issuance costs and discounts

1,826

1,719

Deferred income tax

(9,619

)

(3,053

)

Change in contingent consideration

346

Other non-cash items, net

(461

)

Change in operating assets and liabilities:

Accounts receivable

18,066

(12,015

)

Prepaid expenses and other current assets

(3,560

)

(4,445

)

Income taxes (receivable) payable

498

(304

)

Notes receivable

(389

)

297

Accounts payable and other accrued liabilities

1,306

14,792

Customer deposits and advance payments

635

(3,957

)

Other assets and liabilities, net

(383

)

(612

)

Net cash provided by operating activities

46,857

30,334

Cash flows from investing activities:

Additions to property, equipment and software

(9,869

)

(6,011

)

Notes receivable, net

(498

)

(2,750

)

Acquisitions of assets and other investing activities

(2,715

)

(3,974

)

Net cash used in investing activities

(13,082

)

(12,735

)

Cash flows from financing activities:

Repayments of long-term debt

(3,525

)

(3,100

)

Borrowings under revolving credit facility

5,000

12,000

Repayments of borrowings under revolving credit facility

(12,000

)

(12,500

)

Repurchases of common stock and shares withheld for taxes

(1,018

)

(2,079

)

Dividends paid to redeemable senior preferred stockholders

(17,908

)

(7,076

)

Settlement and customer/subscriber accounts obligations, net

175,548

15,180

Payment of contingent consideration related to business combination

(1,959

)

(1,863

)

Net cash provided by financing activities

144,138

562

Net change in cash and cash equivalents, and restricted cash:

Net increase in cash and cash equivalents, and restricted cash

177,913

18,161

Cash and cash equivalents, and restricted cash at beginning of period

560,610

518,093

Cash and cash equivalents, and restricted cash equivalents at end of period

$

738,523

$

536,254

Reconciliation of cash and cash equivalents, and restricted cash:

Cash and cash equivalents

$

17,567

$

22,162

Restricted cash

12,357

11,717

Cash and cash equivalents included in settlement assets and customer/subscriber account balances

708,599

502,375

Total cash and cash equivalents, and restricted cash

$

738,523

$

536,254

Priority Technology Holdings, Inc.

Unaudited Reportable Segments’ Results

(in thousands)

Three Months Ended June 30,

Six Months Ended June 30,

2023

2022

2023

2022

SMB Payments:

Revenue

$

147,895

$

142,506

$

302,828

$

272,465

Operating expenses

136,353

128,511

279,275

245,984

Operating income

$

11,542

$

13,995

$

23,553

$

26,481

Operating margin

7.8

%

9.8

%

7.8

%

9.7

%

Depreciation and amortization

$

10,769

$

10,980

$

21,615

$

21,804

Key indicators:

Merchant bankcard processing dollar value

$

15,111,781

$

15,402,560

$

30,332,495

$

29,479,407

Merchant bankcard transaction count

180,343

164,341

343,749

310,289

B2B Payments:

Revenue

$

2,971

$

5,295

$

5,757

$

11,220

Operating expenses

2,990

4,632

6,625

10,148

Operating (loss) income

$

(19

)

$

663

$

(868

)

$

1,072

Operating margin

(0.6

)%

12.5

%

(15.1

)%

9.6

%

Depreciation and amortization

$

127

$

73

$

252

$

146

Key indicators:

B2B issuing dollar volume

$

216,358

$

214,085

$

414,904

$

383,580

B2B issuing transaction count

282

247

562

435

Enterprise Payments:

Revenue

$

31,424

$

18,629

$

58,733

$

35,984

Operating expenses

15,345

12,931

29,991

25,792

Operating income

$

16,079

$

5,698

$

28,742

$

10,192

Operating margin

51.2

%

30.6

%

48.9

%

28.3

%

Depreciation and amortization

$

6,713

$

6,199

$

13,403

$

12,396

Key indicators:

Average billed clients

520,028

362,552

492,622

354,473

Average new enrollments

53,374

28,251

49,661

25,846

Operating income of reportable segments

$

27,602

$

20,356

$

51,427

$

37,745

Less: Corporate expense

(8,469

)

(7,296

)

(15,446

)

(13,859

)

Consolidated operating income

$

19,133

$

13,060

$

35,981

$

23,886

Corporate depreciation and amortization

$

371

$

253

$

758

$

512

Priority Investor Inquiries:

Chris Kettmann

chris.kettmann@dentonsglobaladvisors.com

(773) 497-7575

Source: Priority Technology Holdings, Inc.