Priority Technology Holdings, Inc., Files Shelf Registration Statement

Rhea-AI Summary

Priority Technology Holdings (NASDAQ: PRTH) has filed a shelf registration statement on Form S-3 with the SEC for registration of common stock shares. Once effective, this registration will allow the company to offer and sell common stock on a registered basis in the U.S. for up to three years. The company views this move as enhancing financial flexibility to meet long-term strategic goals and improve capital markets liquidity, following the retirement of preferred shares. Specific terms of future offerings would be detailed in separate prospectus supplements.

Positive

• Enhanced financial flexibility through potential access to capital markets
• Strategic preparation for future growth opportunities
• Retirement of preferred shares indicates improved capital structure

Negative

• Potential future dilution of existing shareholders through new stock offerings
• Uncertainty regarding the timing and size of potential future offerings

Insights

Financial Analyst

The shelf registration statement filing signals Priority Technology's strategic move to enhance financial flexibility and market access. With a market cap of $776M, this proactive step allows the company to raise capital efficiently when needed over the next three years. The retirement of preferred shares mentioned by the CEO suggests a broader capital structure optimization strategy.

This development could impact stock liquidity and potentially lead to dilution if new shares are issued. However, the flexibility to quickly access capital markets could support growth initiatives and strategic acquisitions. The key will be management's execution and the terms of any future offerings. Investors should monitor the effective date and subsequent use of this facility.

ALPHARETTA, Ga.--(BUSINESS WIRE)-- Priority Technology Holdings, Inc. (NASDAQ: PRTH) ("Priority" or the "Company"), the payments and banking solution that streamlines collecting, lending and sending money to unlock revenue opportunities, today announced that it has filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission (SEC) for registration of shares of the Company’s common stock.

If and when declared effective by the SEC, the shelf registration statement will allow the Company the flexibility from time to time to offer and sell common stock on a registered basis in the U.S. Once declared effective by the SEC, the shelf registration statement will be in effect for three years, or such shorter period that the securities registered under the shelf registration statement have been issued or sold. The specific securities and terms of each such future offering of securities, if any, along with the intended use of any net proceeds therefrom, would be described in detail under a separate prospectus supplement at the time of any such offering.

“In line with the retirement of our preferred shares, opening a shelf registration will provide us with enhanced financial flexibility to meet our long-term strategic goals,” said Tom Priore, Chairman and CEO of Priority. “This registration will allow for future offerings to improve our capital markets liquidity so that we are positioned to prudently capitalize on opportunities that emerge for Priority to create value for our shareholders."

The registration statement on Form S-3 filed by the Company with the SEC has not yet become effective. Securities may not be sold nor may offers to buy be accepted prior to the time that the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities. Any offers, solicitations of offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

About Priority

Priority is the payments and banking solution that enables businesses to collect, store, lend and send funds through a unified commerce engine. Our platform combines payables, merchant services, and banking and treasury solutions so leaders can streamline financial operations efficiently — and our innovative industry experts help businesses navigate and build momentum on the path to growth. With the Priority Commerce Engine, leaders can accelerate cash flow, optimize working capital, reduce unnecessary costs, and unlock new revenue opportunities. For more information, visit prioritycommerce.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241129875517/en/

Dave Faupel, dave.faupel@prth.com

Source: Priority Technology Holdings, Inc.

FAQ

What is the purpose of Priority Technology Holdings (PRTH) filing a shelf registration?

Priority Technology Holdings filed the shelf registration to gain flexibility in offering and selling common stock, enhance financial flexibility, and improve capital markets liquidity to support long-term strategic goals.

How long will PRTH's shelf registration statement remain effective?

Once declared effective by the SEC, the shelf registration statement will remain in effect for three years, or until all registered securities have been issued or sold.

What type of securities are included in PRTH's shelf registration?

The shelf registration statement covers shares of Priority Technology Holdings' common stock.

Can investors immediately purchase securities under PRTH's shelf registration?

No, securities cannot be sold until the registration statement becomes effective with the SEC. Any future offerings will require separate prospectus supplements.