REPAY Reports Fourth Quarter and Full Year 2022 Financial Results
Repay Holdings Corporation (NASDAQ: RPAY) reported strong Q4 2022 performance with a 22% gross profit growth and 17% revenue increase, achieving $72.7 million in revenue. Card payment volume reached $6.6 billion, up 17% year-over-year. The company highlights the success of its new segments: Consumer Payments and Business Payments, projecting continued growth in 2023. REPAY anticipates double-digit organic gross profit growth and adjusted EBITDA in the range of $122 to $130 million. Strategic investments in sales, marketing, and technology are expected to enhance long-term growth.
- 22% year-over-year gross profit growth.
- 17% revenue increase, totaling $72.7 million.
- 36% growth in Business Payments volumes year-over-year.
- Strong future outlook with expected organic gross profit growth and adjusted EBITDA of $122-$130 million.
- Net loss of $8.2 million in Q4 2022, a significant decline from a net income of $5.4 million in Q3 2022.
- Adjusted net income decreased by 20% year-over-year.
Q4 2022 Gross Profit Growth of
Provides 2023 Outlook for Continued Solid Organic Gross Profit Growth
New Segment Disclosure of Consumer Payments and Business Payments
Fourth Quarter 2022 Financial Highlights
($ in millions) |
|
Q4 2021 |
|
|
Q1 2022 |
|
|
Q2 2022 |
|
|
Q3 2022 |
|
|
Q4 2022 |
|
|
YoY
|
||||||
Card payment volume |
|
$ |
5,643.1 |
|
|
$ |
6,414.0 |
|
|
$ |
6,196.3 |
|
|
$ |
6,416.8 |
|
|
$ |
6,611.8 |
|
|
17 |
% |
Revenue |
|
|
62.2 |
|
|
|
67.6 |
|
|
|
67.4 |
|
|
|
71.6 |
|
|
|
72.7 |
|
|
17 |
% |
Gross profit (1) |
|
|
47.2 |
|
|
|
51.0 |
|
|
|
50.7 |
|
|
|
54.9 |
|
|
|
57.8 |
|
|
22 |
% |
Net (loss) income |
|
|
(17.4 |
) |
|
|
12.9 |
|
|
|
(1.4 |
) |
|
|
5.4 |
|
|
|
(8.2 |
) |
|
53 |
% |
Adjusted EBITDA (2) |
|
|
27.8 |
|
|
|
29.3 |
|
|
|
27.6 |
|
|
|
31.7 |
|
|
|
36.0 |
|
|
29 |
% |
Adjusted Net Income (2) |
|
|
27.2 |
|
|
|
18.6 |
|
|
|
16.6 |
|
|
|
22.8 |
|
|
|
21.8 |
|
|
(20 |
%) |
| (1) | Gross profit represents revenue less costs of services. |
|
| (2) | Adjusted EBITDA and Adjusted Net Income are non-GAAP financial measures. See “Non-GAAP Financial Measures” and the reconciliations of Adjusted EBITDA and Adjusted Net Income to their most comparable GAAP measures provided below for additional information. |
“REPAY delivered strong performance across all key metrics in the fourth quarter, with Revenue and Gross Profit growth of
Fourth Quarter 2022 Business Highlights
The Company's achievements in the quarter, including those highlighted below, reinforce management's belief in the ability of the Company to drive durable and sustained growth across REPAY's diversified business model.
-
17% year-over-year organic gross profit growth1 -
Business Payments volumes grew approximately
36% year-over-year -
Expanded AP supplier network to 160,000, an increase of approximately
45% year-over-year - Added four new integrated software partners to bring the total to 240 software relationships as of the end of the fourth quarter
-
Increased instant funding volume by
50% year-over-year -
The Company now serves over 240 Credit Unions, an increase of approximately
20% year-over-year
1 Organic gross profit growth is a non-GAAP financial measure. See "Non-GAAP Financial Measures" and the reconciliation to its most comparable GAAP measure provided below for additional information.
Segments
Starting from
Consumer Payments – The Consumer Payments segment provides payment processing solutions (including debit and credit card processing, Automated Clearing House (“ACH”) processing and other electronic payment acceptance solutions, as well as REPAY’s loan disbursement product) that enable its clients to collect payments and disburse funds to consumers and includes its clearing and settlement solutions (“RCS”) and
Business Payments – The Business Payments segment provides payment processing solutions (including accounts payable automation, debit and credit card processing, virtual credit card processing, ACH processing and other electronic payment acceptance solutions) that enable REPAY’s clients to collect or send payments to other businesses. The strategic vertical markets served within the Business Payments segment primarily include retail automotive, education, field services, governments and municipalities, healthcare, homeowner association management and hospitality.
Segment Card Payment Volume, Revenue, Gross Profit, and Gross Profit Margin |
||||||||||||||||||||||||||
|
|
Three Months Ended
|
|
|
|
|
Year Ended
|
|
|
|
||||||||||||||||
($ in thousand) |
|
2022
|
|
|
2021
|
|
|
% Change |
|
2022 |
|
|
2021 |
|
|
% Change |
||||||||||
Card payment volume |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer Payments |
|
$ |
5,008,929 |
|
|
|
$ |
4,465,705 |
|
|
|
12 |
% |
|
$ |
20,154,657 |
|
|
|
$ |
16,109,941 |
|
|
|
25 |
% |
Business Payments |
|
|
1,602,893 |
|
|
|
|
1,177,441 |
|
|
|
36 |
% |
|
|
5,484,197 |
|
|
|
|
4,353,869 |
|
|
|
26 |
% |
Total card payment volume |
|
$ |
6,611,822 |
|
|
|
$ |
5,643,146 |
|
|
|
17 |
% |
|
$ |
25,638,854 |
|
|
|
$ |
20,463,810 |
|
|
|
25 |
% |
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer Payments |
|
$ |
64,300 |
|
|
|
$ |
55,206 |
|
|
|
16 |
% |
|
$ |
248,191 |
|
|
|
$ |
194,044 |
|
|
|
28 |
% |
Business Payments |
|
|
12,334 |
|
|
|
|
9,333 |
|
|
|
32 |
% |
|
|
42,600 |
|
|
|
|
33,818 |
|
|
|
26 |
% |
Elimination of intersegment revenues |
|
|
(3,961 |
) |
|
|
(2,339 |
) |
|
|
|
|
(11,564 |
) |
|
|
(8,604 |
) |
|
|
||||||
Total revenue |
|
$ |
72,673 |
|
|
|
$ |
62,200 |
|
|
|
17 |
% |
|
$ |
279,227 |
|
|
|
$ |
219,258 |
|
|
|
27 |
% |
Gross profit (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Consumer Payments |
|
$ |
53,075 |
|
|
|
$ |
42,916 |
|
|
|
24 |
% |
|
$ |
195,542 |
|
|
|
$ |
148,614 |
|
|
|
32 |
% |
Business Payments |
|
|
8,663 |
|
|
|
|
6,623 |
|
|
|
31 |
% |
|
|
30,423 |
|
|
|
|
23,764 |
|
|
|
28 |
% |
Elimination of intersegment revenues |
|
|
(3,961 |
) |
|
|
(2,339 |
) |
|
|
|
|
(11,564 |
) |
|
|
(8,604 |
) |
|
|
||||||
Total gross profit |
|
$ |
57,777 |
|
|
|
$ |
47,200 |
|
|
|
22 |
% |
|
$ |
214,401 |
|
|
|
$ |
163,774 |
|
|
|
31 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total gross profit margin (2) |
|
80 |
% |
|
|
76 |
% |
|
|
|
|
77 |
% |
|
|
75 |
% |
|
|
|
||||||
| (1) | Gross profit represents revenue less costs of services. |
|
| (2) | Gross profit margin represents total gross profit / total revenue. |
2023 Outlook
“In 2023, we will continue to invest in growth opportunities across our Consumer and Business Payments segments,” said
REPAY expects the following financial results for full year 2023:
|
Full Year 2023 Outlook |
Card Payment Volume |
|
Revenue |
|
Gross Profit |
|
Adjusted EBITDA |
|
REPAY does not provide quantitative reconciliation of forward-looking, non-GAAP financial measures, such as forecasted 2023 Adjusted EBITDA, to the most directly comparable GAAP financial measure, because it is difficult to reliably predict or estimate the relevant components without unreasonable effort due to future uncertainties that may potentially have a significant impact on such calculations, and providing them may imply a degree of precision that would be confusing or potentially misleading.
Conference Call
REPAY will host a conference call to discuss fourth quarter and full year 2022 financial results today,
Non-GAAP Financial Measures
This report includes certain non-GAAP financial measures that management uses to evaluate the Company’s operating business, measure performance, and make strategic decisions. Adjusted EBITDA is a non-GAAP financial measure that represents net income prior to interest expense, tax expense, depreciation and amortization, as adjusted to add back certain charges deemed to not be part of normal operating expenses, non-cash charges and/or non-recurring charges, such as loss on extinguishment of debt, loss on termination of interest rate hedge, non-cash change in fair value of contingent consideration, non-cash change in fair value of assets and liabilities, share-based compensation charges, transaction expenses, restructuring and other strategic initiative costs and other non-recurring charges. Adjusted Net Income is a non-GAAP financial measure that represents net income prior to amortization of acquisition-related intangibles, as adjusted to add back certain charges deemed to not be part of normal operating expenses, non-cash charges and/or non-recurring charges, such as loss on extinguishment of debt, loss on termination of interest rate hedge, non-cash change in fair value of contingent consideration, non-cash change in fair value of assets and liabilities, share-based compensation expense, transaction expenses, restructuring and other strategic initiative costs, other non-recurring charges, non-cash interest expense and net of tax effect associated with these adjustments. Adjusted Net Income is adjusted to exclude amortization of all acquisition-related intangibles as such amounts are inconsistent in amount and frequency and are significantly impacted by the timing and/or size of acquisitions. Management believes that the adjustment of acquisition-related intangible amortization supplements GAAP financial measures because it allows for greater comparability of operating performance. Although REPAY excludes amortization from acquisition-related intangibles from its non-GAAP expenses, management believes that it is important for investors to understand that such intangibles were recorded as part of purchase accounting and contribute to revenue generation. Adjusted Net Income per share is a non-GAAP financial measure that represents Adjusted Net Income divided by the weighted average number of shares of Class A common stock outstanding (on an as-converted basis assuming conversion of the outstanding units exchangeable for shares of Class A common stock) for the three months and years ended
Forward-Looking Statements
This communication 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, REPAY’s plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “guidance,” “will likely result,” “are expected to,” “will continue,” “should,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, REPAY’s 2023 outlook and other financial guidance, expected demand on REPAY’s product offering, including further implementation of electronic payment options and statements regarding REPAY’s market and growth opportunities, and REPAY’s business strategy and the plans and objectives of management for future operations. Such forward-looking statements are based upon the current beliefs and expectations of REPAY’s management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond REPAY’s control.
In addition to factors disclosed in REPAY’s reports filed with the
Actual results, performance or achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those forward-looking statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance. All information set forth herein speaks only as of the date hereof in the case of information about REPAY or the date of such information in the case of information from persons other than REPAY, and REPAY disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication. Forecasts and estimates regarding REPAY’s industry and end markets are based on sources it believes to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results.
About REPAY
REPAY provides integrated payment processing solutions to verticals that have specific transaction processing needs. REPAY’s proprietary, integrated payment technology platform reduces the complexity of electronic payments for clients, while enhancing the overall experience for consumers and businesses.
Consolidated Statement of Operations |
||||||||||||||||
|
|
Three Months ended |
|
|
Year ended |
|
||||||||||
($ in thousands) |
|
2022 (Unaudited) |
|
|
2021 (Unaudited) |
|
|
2022 |
|
|
2021 |
|
||||
Revenue |
|
$ |
72,673 |
|
|
$ |
62,200 |
|
|
$ |
279,227 |
|
|
$ |
219,258 |
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Costs of services (exclusive of depreciation and amortization shown separately below) |
|
$ |
14,896 |
|
|
|
15,000 |
|
|
$ |
64,826 |
|
|
$ |
55,484 |
|
Selling, general and administrative |
|
|
41,682 |
|
|
|
33,421 |
|
|
|
149,061 |
|
|
|
120,053 |
|
Depreciation and amortization |
|
|
25,309 |
|
|
|
26,312 |
|
|
|
107,751 |
|
|
|
89,692 |
|
Change in fair value of contingent consideration |
|
|
990 |
|
|
|
5,947 |
|
|
|
(3,300 |
) |
|
|
5,846 |
|
Impairment loss |
|
|
8,090 |
|
|
|
2,180 |
|
|
|
8,090 |
|
|
|
2,180 |
|
Total operating expenses |
|
$ |
90,967 |
|
|
$ |
82,860 |
|
|
$ |
326,428 |
|
|
$ |
273,255 |
|
Loss from operations |
|
$ |
(18,294 |
) |
|
$ |
(20,660 |
) |
|
$ |
(47,201 |
) |
|
$ |
(53,997 |
) |
Interest expense |
|
|
(1,205 |
) |
|
|
(916 |
) |
|
|
(4,375 |
) |
|
|
(3,679 |
) |
Loss on extinguishment of debt |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(5,941 |
) |
Change in fair value of tax receivable liability |
|
|
11,390 |
|
|
|
(14,208 |
) |
|
|
66,871 |
|
|
|
(14,109 |
) |
Other (expense) income |
|
|
(205 |
) |
|
|
15 |
|
|
|
(135 |
) |
|
|
97 |
|
Other loss |
|
|
(91 |
) |
|
|
— |
|
|
|
(245 |
) |
|
|
(9,099 |
) |
Total other income (expense) |
|
|
9,889 |
|
|
|
(15,109 |
) |
|
|
62,116 |
|
|
|
(32,731 |
) |
Income (loss) before income tax (expense) benefit |
|
|
(8,405 |
) |
|
|
(35,769 |
) |
|
|
14,915 |
|
|
|
(86,728 |
) |
Income tax (expense) benefit |
|
|
240 |
|
|
|
18,371 |
|
|
|
(6,174 |
) |
|
|
30,691 |
|
Net income (loss) |
|
$ |
(8,165 |
) |
|
$ |
(17,398 |
) |
|
$ |
8,741 |
|
|
$ |
(56,037 |
) |
Net loss attributable to non-controlling interest |
|
|
(1,493 |
) |
|
|
(1,642 |
) |
|
|
(4,095 |
) |
|
|
(5,953 |
) |
Net income (loss) attributable to the Company |
|
$ |
(6,672 |
) |
|
$ |
(15,756 |
) |
|
$ |
12,836 |
|
|
$ |
(50,084 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average shares of Class A common stock outstanding - basic |
|
|
88,519,236 |
|
|
|
88,431,186 |
|
|
|
88,792,453 |
|
|
|
83,318,189 |
|
Weighted-average shares of Class A common stock outstanding - diluted |
|
|
88,519,236 |
|
|
|
88,431,186 |
|
|
|
110,671,731 |
|
|
|
83,318,189 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) per Class A share - basic |
|
$ |
(0.08 |
) |
|
$ |
(0.18 |
) |
|
$ |
0.14 |
|
|
$ |
(0.60 |
) |
Income (loss) per Class A share - diluted |
|
$ |
(0.08 |
) |
|
$ |
(0.18 |
) |
|
$ |
0.12 |
|
|
$ |
(0.60 |
) |
Consolidated Balance Sheets |
||||||||
($ in thousands) |
|
|
|
|
|
|
||
Assets |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
64,895 |
|
|
$ |
50,049 |
|
Accounts receivable |
|
|
33,544 |
|
|
|
33,236 |
|
Prepaid expenses and other |
|
|
18,213 |
|
|
|
12,427 |
|
Total current assets |
|
|
116,652 |
|
|
|
95,712 |
|
|
|
|
|
|
|
|
||
Property, plant and equipment, net |
|
|
4,375 |
|
|
|
3,801 |
|
Restricted cash |
|
|
28,668 |
|
|
|
26,291 |
|
Intangible assets, net |
|
|
500,575 |
|
|
|
577,694 |
|
|
|
|
827,813 |
|
|
|
824,081 |
|
Operating lease right-of-use assets, net |
|
|
9,847 |
|
|
|
10,500 |
|
Deferred tax assets |
|
|
136,370 |
|
|
|
145,260 |
|
Other assets |
|
|
2,500 |
|
|
|
2,500 |
|
Total noncurrent assets |
|
|
1,510,148 |
|
|
|
1,590,127 |
|
Total assets |
|
$ |
1,626,800 |
|
|
$ |
1,685,839 |
|
|
|
|
|
|
|
|
||
Liabilities |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
21,781 |
|
|
$ |
20,083 |
|
Related party payable |
|
|
1,000 |
|
|
|
17,394 |
|
Accrued expenses |
|
|
29,016 |
|
|
|
26,819 |
|
Current operating lease liabilities |
|
|
2,263 |
|
|
|
1,990 |
|
Current tax receivable agreement |
|
|
24,454 |
|
|
|
24,495 |
|
Other current liabilities |
|
|
3,593 |
|
|
|
1,566 |
|
Total current liabilities |
|
|
82,107 |
|
|
|
92,347 |
|
|
|
|
|
|
|
|
||
Long-term debt |
|
|
451,319 |
|
|
|
448,485 |
|
Noncurrent operating lease liabilities |
|
|
8,295 |
|
|
|
9,091 |
|
Tax receivable agreement, net of current portion |
|
|
154,673 |
|
|
|
221,333 |
|
Other liabilities |
|
|
2,113 |
|
|
|
1,547 |
|
Total noncurrent liabilities |
|
|
616,400 |
|
|
|
680,456 |
|
Total liabilities |
|
$ |
698,507 |
|
|
$ |
772,803 |
|
|
|
|
|
|
|
|
||
Commitments and contingencies |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Stockholders' equity |
|
|
|
|
|
|
||
Class A common stock, |
|
|
9 |
|
|
|
9 |
|
Class V common stock, |
|
|
— |
|
|
|
— |
|
|
|
|
(10,000 |
) |
|
|
— |
|
Additional paid-in capital |
|
|
1,117,736 |
|
|
|
1,100,012 |
|
Accumulated other comprehensive loss |
|
|
(3 |
) |
|
|
(2 |
) |
Accumulated deficit |
|
|
(213,180 |
) |
|
|
(226,016 |
) |
Total Repay stockholders' equity |
|
|
894,562 |
|
|
|
874,003 |
|
Non-controlling interests |
|
|
33,731 |
|
|
|
39,033 |
|
Total equity |
|
$ |
928,293 |
|
|
$ |
913,036 |
|
Total liabilities and equity |
|
$ |
1,626,800 |
|
|
$ |
1,685,839 |
|
Consolidated Statements of Cash Flows |
||||||||
|
|
Year Ended |
|
|||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
||
Cash flows from operating activities |
|
|
|
|
|
|
||
Net income (loss) |
|
$ |
8,741 |
|
|
$ |
(56,037 |
) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
107,751 |
|
|
|
89,692 |
|
Stock based compensation |
|
|
20,255 |
|
|
|
22,311 |
|
Amortization of debt issuance costs |
|
|
2,834 |
|
|
|
2,536 |
|
Loss on disposal of property and equipment |
|
|
245 |
|
|
|
19 |
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
5,941 |
|
Loss on sale of interest rate swaps |
|
|
— |
|
|
|
9,316 |
|
Fair value change in tax receivable agreement liability |
|
|
(66,871 |
) |
|
|
14,109 |
|
Fair value change in contingent consideration |
|
|
(3,300 |
) |
|
|
5,846 |
|
Impairment loss |
|
|
8,090 |
|
|
|
2,180 |
|
Payments of contingent consideration in excess of acquisition date fair value |
|
|
(8,896 |
) |
|
|
(1,500 |
) |
Deferred tax expense (benefit) |
|
|
4,192 |
|
|
|
(30,728 |
) |
Change in accounts receivable |
|
|
696 |
|
|
|
(6,518 |
) |
Change in prepaid expenses and other |
|
|
(5,786 |
) |
|
|
(3,801 |
) |
Change in operating lease ROU assets |
|
|
653 |
|
|
|
2,013 |
|
Change in accounts payable |
|
|
1,698 |
|
|
|
4,771 |
|
Change in related party payable |
|
|
(347 |
) |
|
|
1,336 |
|
Change in accrued expenses and other |
|
|
2,197 |
|
|
|
637 |
|
Change in operating lease liabilities |
|
|
(523 |
) |
|
|
(1,323 |
) |
Change in other liabilities |
|
|
2,594 |
|
|
|
(7,470 |
) |
Net cash provided by operating activities |
|
|
74,223 |
|
|
|
53,330 |
|
|
|
|
|
|
|
|
||
Cash flows from investing activities |
|
|
|
|
|
|
||
Purchases of property and equipment |
|
|
(3,176 |
) |
|
|
(2,863 |
) |
Purchases of intangible assets |
|
|
(36,365 |
) |
|
|
(20,643 |
) |
Purchases of equity investment |
|
|
— |
|
|
|
(2,500 |
) |
Acquisition of CPS, net of cash and restricted cash acquired |
|
|
— |
|
|
|
11 |
|
Acquisition of BillingTree, net of cash and restricted cash acquired |
|
|
— |
|
|
|
(269,003 |
) |
Acquisition of Kontrol, net of cash and restricted cash acquired |
|
|
— |
|
|
|
(7,439 |
) |
Acquisition of Payix, net of cash and restricted cash acquired |
|
|
— |
|
|
|
(94,898 |
) |
Net cash used in investing activities |
|
|
(39,541 |
) |
|
|
(397,335 |
) |
|
|
|
|
|
|
|
||
Cash flows from financing activities |
|
|
|
|
|
|
||
Issuance of long-term debt |
|
|
— |
|
|
|
460,000 |
|
Payments on long-term debt |
|
|
— |
|
|
|
(262,654 |
) |
Public issuance of Class A Common Stock |
|
|
— |
|
|
|
142,098 |
|
Shares repurchased under Incentive Plan and ESPP |
|
|
(2,657 |
) |
|
|
(4,042 |
) |
|
|
|
(10,000 |
) |
|
|
— |
|
Distributions to Members |
|
|
(951 |
) |
|
|
(62 |
) |
Payment of loan costs |
|
|
— |
|
|
|
(14,051 |
) |
Payments of contingent consideration up to acquisition date fair value |
|
|
(3,851 |
) |
|
|
(7,449 |
) |
Net cash provided by (used in) financing activities |
|
|
(17,459 |
) |
|
|
313,840 |
|
|
|
|
|
|
|
|
||
Increase (decrease) in cash, cash equivalents and restricted cash |
|
|
17,223 |
|
|
|
(30,165 |
) |
Cash, cash equivalents and restricted cash at beginning of period |
|
$ |
76,340 |
|
|
$ |
106,505 |
|
Cash, cash equivalents and restricted cash at end of period |
|
$ |
93,563 |
|
|
$ |
76,340 |
|
|
|
|
|
|
|
|
||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION |
|
|
|
|
|
|
||
Cash paid during the year for: |
|
|
|
|
|
|
||
Interest |
|
$ |
1,540 |
|
|
$ |
1,143 |
|
|
|
|
|
|
|
|
||
SUPPLEMENTAL SCHEDULE OF NONCASH |
|
|
|
|
|
|
||
INVESTING AND FINANCING ACTIVITIES |
|
|
|
|
|
|
||
Acquisition of BillingTree in exchange for Class A Common Stock |
|
$ |
— |
|
|
$ |
228,250 |
|
Acquisition of Kontrol in exchange for contingent consideration |
|
$ |
— |
|
|
$ |
500 |
|
Acquisition of Payix in exchange for contingent consideration |
|
$ |
— |
|
|
$ |
2,850 |
|
Key Operating and Non-GAAP Financial Data
Unless otherwise stated, all results compare fourth quarter and year ended 2022 results to fourth quarter and year ended 2021 results from continuing operations for the periods ended
The following tables and related notes reconcile these non-GAAP measures to GAAP information for the three-months and years ended
|
|
Three months ended
|
|
|
|
|
Year ended
|
|
|
|
||||||||||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
|
% Change |
|
2022 |
|
|
2021 |
|
|
% Change |
||||||
Card payment volume |
|
$ |
6,611,822 |
|
|
$ |
5,643,146 |
|
|
17 |
% |
|
$ |
25,638,854 |
|
|
$ |
20,463,810 |
|
|
25 |
% |
Gross profit (1) |
|
|
57,777 |
|
|
|
47,200 |
|
|
22 |
% |
|
|
214,401 |
|
|
|
163,774 |
|
|
31 |
% |
Adjusted EBITDA (2) |
|
|
35,970 |
|
|
|
27,846 |
|
|
29 |
% |
|
|
124,649 |
|
|
|
93,200 |
|
|
34 |
% |
| (1) | Gross profit represents revenue less costs of services. |
|
| (2) | Adjusted EBITDA is a non-GAAP financial measure that represents net income adjusted for interest expense, depreciation and amortization and certain other charges deemed to not be part of normal operating expenses, non-cash charges and/or non-recurring items. See “Non-GAAP Financial Measures” above and the reconciliation of Adjusted EBITDA to its most comparable GAAP measure below. |
Quarterly Segment Card Payment Volume, Revenue, Gross Profit, and Gross Profit Margin (Unaudited) |
||||||||||||||||||||||||||||||||||||||||||||||||
|
|
Three Months Ended |
|
|||||||||||||||||||||||||||||||||||||||||||||
($ in thousands) |
|
|
|
|
|
|
|
September
|
|
|
December
|
|
|
|
|
|
|
|
|
September
|
|
|
December
|
|
|
|
|
|
|
|
|
September
|
|
|
December
|
|
||||||||||||
Card payment volume |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Consumer Payments |
|
$ |
3,357,611 |
|
|
$ |
3,126,568 |
|
|
$ |
3,121,932 |
|
|
$ |
3,006,412 |
|
|
$ |
3,694,138 |
|
|
$ |
3,523,419 |
|
|
$ |
4,426,679 |
|
|
$ |
4,465,705 |
|
|
$ |
5,290,032 |
|
|
$ |
4,918,253 |
|
|
$ |
4,937,443 |
|
|
$ |
5,008,929 |
|
Business Payments |
|
|
503,853 |
|
|
|
486,252 |
|
|
|
643,789 |
|
|
|
948,522 |
|
|
|
919,865 |
|
|
|
1,100,127 |
|
|
|
1,156,436 |
|
|
|
1,177,441 |
|
|
|
1,123,920 |
|
|
|
1,278,000 |
|
|
|
1,479,384 |
|
|
|
1,602,893 |
|
Total card payment volume |
|
$ |
3,861,464 |
|
|
$ |
3,612,820 |
|
|
$ |
3,765,721 |
|
|
$ |
3,954,934 |
|
|
$ |
4,614,003 |
|
|
$ |
4,623,546 |
|
|
$ |
5,583,115 |
|
|
$ |
5,643,146 |
|
|
$ |
6,413,952 |
|
|
$ |
6,196,253 |
|
|
$ |
6,416,827 |
|
|
$ |
6,611,822 |
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Consumer Payments |
|
$ |
36,619 |
|
|
$ |
33,415 |
|
|
$ |
34,270 |
|
|
$ |
36,540 |
|
|
$ |
42,359 |
|
|
$ |
41,999 |
|
|
$ |
54,478 |
|
|
$ |
55,206 |
|
|
$ |
61,081 |
|
|
$ |
59,833 |
|
|
$ |
62,977 |
|
|
$ |
64,300 |
|
Business Payments |
|
|
4,438 |
|
|
|
4,578 |
|
|
|
4,840 |
|
|
|
6,764 |
|
|
|
7,136 |
|
|
|
8,458 |
|
|
|
8,891 |
|
|
|
9,333 |
|
|
|
8,892 |
|
|
|
9,934 |
|
|
|
11,440 |
|
|
|
12,334 |
|
Elimination of intersegment revenues |
|
|
(1,594 |
) |
|
|
(1,492 |
) |
|
|
(1,475 |
) |
|
|
(1,866 |
) |
|
|
(1,975 |
) |
|
|
(2,045 |
) |
|
|
(2,244 |
) |
|
|
(2,339 |
) |
|
|
(2,409 |
) |
|
|
(2,332 |
) |
|
|
(2,862 |
) |
|
|
(3,961 |
) |
Total revenue |
|
$ |
39,463 |
|
|
$ |
36,501 |
|
|
$ |
37,635 |
|
|
$ |
41,438 |
|
|
$ |
47,520 |
|
|
$ |
48,412 |
|
|
$ |
61,125 |
|
|
$ |
62,200 |
|
|
$ |
67,564 |
|
|
$ |
67,435 |
|
|
$ |
71,555 |
|
|
$ |
72,673 |
|
Gross profit (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Consumer Payments |
|
$ |
27,216 |
|
|
$ |
26,397 |
|
|
$ |
25,532 |
|
|
$ |
26,870 |
|
|
$ |
32,165 |
|
|
$ |
31,662 |
|
|
$ |
41,869 |
|
|
$ |
42,916 |
|
|
$ |
47,118 |
|
|
$ |
45,747 |
|
|
$ |
49,602 |
|
|
$ |
53,075 |
|
Business Payments |
|
|
3,069 |
|
|
|
2,869 |
|
|
|
3,086 |
|
|
|
4,977 |
|
|
|
4,855 |
|
|
|
6,074 |
|
|
|
6,212 |
|
|
|
6,623 |
|
|
|
6,290 |
|
|
|
7,289 |
|
|
|
8,181 |
|
|
|
8,663 |
|
Elimination of intersegment revenues |
|
|
(1,594 |
) |
|
|
(1,492 |
) |
|
|
(1,475 |
) |
|
|
(1,866 |
) |
|
|
(1,975 |
) |
|
|
(2,045 |
) |
|
|
(2,244 |
) |
|
|
(2,339 |
) |
|
|
(2,409 |
) |
|
|
(2,332 |
) |
|
|
(2,862 |
) |
|
|
(3,961 |
) |
Total gross profit |
|
$ |
28,691 |
|
|
$ |
27,774 |
|
|
$ |
27,143 |
|
|
$ |
29,981 |
|
|
$ |
35,045 |
|
|
$ |
35,691 |
|
|
$ |
45,837 |
|
|
$ |
47,200 |
|
|
$ |
50,999 |
|
|
$ |
50,704 |
|
|
$ |
54,921 |
|
|
$ |
57,777 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total gross profit margin (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
| (1) | Gross profit represents revenue less costs of services. |
|
| (2) | Gross profit margin represents total gross profit / total revenue. |
Reconciliation of GAAP Net Income to Non-GAAP Adjusted EBITDA
For the Three Months Ended (Unaudited) |
||||||||
|
|
Three Months Ended |
|
|||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
||
Revenue |
|
$ |
72,673 |
|
|
$ |
62,200 |
|
Operating expenses |
|
|
|
|
|
|
||
Costs of services (exclusive of depreciation and amortization shown separately below) |
|
$ |
14,896 |
|
|
$ |
15,000 |
|
Selling, general and administrative |
|
|
41,682 |
|
|
|
33,421 |
|
Depreciation and amortization |
|
|
25,309 |
|
|
|
26,312 |
|
Change in fair value of contingent consideration |
|
|
990 |
|
|
|
5,947 |
|
Impairment loss |
|
|
8,090 |
|
|
|
2,180 |
|
Total operating expenses |
|
$ |
90,967 |
|
|
$ |
82,860 |
|
Loss from operations |
|
$ |
(18,294 |
) |
|
$ |
(20,660 |
) |
Other (expense) income |
|
|
|
|
|
|
||
Interest expense |
|
|
(1,205 |
) |
|
|
(916 |
) |
Change in fair value of tax receivable liability |
|
|
11,390 |
|
|
|
(14,208 |
) |
Other (expense) income |
|
|
(205 |
) |
|
|
15 |
|
Other loss |
|
|
(91 |
) |
|
|
— |
|
Total other income (expense) |
|
|
9,889 |
|
|
|
(15,109 |
) |
Income (loss) before income tax (expense) benefit |
|
|
(8,405 |
) |
|
|
(35,769 |
) |
Income tax (expense) benefit |
|
|
240 |
|
|
|
18,371 |
|
Net income (loss) |
|
$ |
(8,165 |
) |
|
$ |
(17,398 |
) |
|
|
|
|
|
|
|
||
Add: |
|
|
|
|
|
|
||
Interest expense |
|
|
1,205 |
|
|
|
916 |
|
Depreciation and amortization (a) |
|
|
25,309 |
|
|
|
26,312 |
|
Income tax expense (benefit) |
|
|
(240 |
) |
|
|
(18,371 |
) |
EBITDA |
|
$ |
18,109 |
|
|
$ |
(8,541 |
) |
|
|
|
|
|
|
|
||
Non-cash change in fair value of contingent consideration (b) |
|
|
990 |
|
|
|
5,947 |
|
Non-cash impairment loss (c) |
|
|
8,090 |
|
|
|
2,180 |
|
Non-cash change in fair value of assets and liabilities (d) |
|
|
(11,390 |
) |
|
|
14,208 |
|
Share-based compensation expense (e) |
|
|
5,990 |
|
|
|
6,082 |
|
Transaction expenses (f) |
|
|
2,877 |
|
|
|
5,507 |
|
Restructuring and other strategic initiative costs (g) |
|
|
3,705 |
|
|
|
1,643 |
|
Other non-recurring charges (h) |
|
|
7,599 |
|
|
|
820 |
|
Adjusted EBITDA |
|
$ |
35,970 |
|
|
$ |
27,846 |
|
Reconciliation of GAAP Net Income to Non-GAAP Adjusted EBITDA
For the Years Ended (Unaudited) |
||||||||
|
|
Year Ended |
|
|||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
||
Revenue |
|
$ |
279,227 |
|
|
$ |
219,258 |
|
Operating expenses |
|
|
|
|
|
|
||
Costs of services (exclusive of depreciation and amortization shown separately below) |
|
|
64,826 |
|
|
|
55,484 |
|
Selling, general and administrative |
|
|
149,061 |
|
|
|
120,053 |
|
Depreciation and amortization |
|
|
107,751 |
|
|
|
89,692 |
|
Change in fair value of contingent consideration |
|
|
(3,300 |
) |
|
|
5,846 |
|
Impairment loss |
|
|
8,090 |
|
|
|
2,180 |
|
Total operating expenses |
|
$ |
326,428 |
|
|
$ |
273,255 |
|
Loss from operations |
|
$ |
(47,201 |
) |
|
$ |
(53,997 |
) |
Interest expense |
|
|
(4,375 |
) |
|
|
(3,679 |
) |
Loss on extinguishment of debt |
|
|
— |
|
|
|
(5,941 |
) |
Change in fair value of tax receivable liability |
|
|
66,871 |
|
|
|
(14,109 |
) |
Other (expense) income |
|
|
(135 |
) |
|
|
97 |
|
Other loss |
|
|
(245 |
) |
|
|
(9,099 |
) |
Total other income (expense) |
|
|
62,116 |
|
|
|
(32,731 |
) |
Income (loss) before income tax (expense) benefit |
|
|
14,915 |
|
|
|
(86,728 |
) |
Income tax (expense) benefit |
|
|
(6,174 |
) |
|
|
30,691 |
|
Net income (loss) |
|
$ |
8,741 |
|
|
$ |
(56,037 |
) |
|
|
|
|
|
|
|
||
Add: |
|
|
|
|
|
|
||
Interest expense |
|
|
4,375 |
|
|
|
3,679 |
|
Depreciation and amortization (a) |
|
|
107,751 |
|
|
|
89,692 |
|
Income tax expense (benefit) |
|
|
6,174 |
|
|
|
(30,691 |
) |
EBITDA |
|
$ |
127,041 |
|
|
$ |
6,643 |
|
|
|
|
|
|
|
|
||
Loss on extinguishment of debt (i) |
|
|
— |
|
|
|
5,941 |
|
Loss on termination of interest rate hedge (j) |
|
|
— |
|
|
|
9,080 |
|
Non-cash change in fair value of warrant liabilities (k) |
|
|
— |
|
|
|
— |
|
Non-cash change in fair value of contingent consideration (b) |
|
|
(3,300 |
) |
|
|
5,846 |
|
Non-cash impairment loss (c) |
|
|
8,090 |
|
|
|
2,180 |
|
Non-cash change in fair value of assets and liabilities (d) |
|
|
(66,871 |
) |
|
|
14,109 |
|
Share-based compensation expense (e) |
|
|
20,532 |
|
|
|
22,311 |
|
Transaction expenses (f) |
|
|
18,993 |
|
|
|
19,250 |
|
Restructuring and other strategic initiative costs (g) |
|
|
7,870 |
|
|
|
4,578 |
|
Other non-recurring charges (h) |
|
|
12,294 |
|
|
|
3,262 |
|
Adjusted EBITDA |
|
$ |
124,649 |
|
|
$ |
93,200 |
|
Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income
For the Three Months Ended (Unaudited) |
||||||||
|
|
|
|
|||||
|
|
Three Months Ended |
|
|||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
||
Revenue |
|
$ |
72,673 |
|
|
$ |
62,200 |
|
Operating expenses |
|
|
|
|
|
|
||
Costs of services (exclusive of depreciation and amortization shown separately below) |
|
$ |
14,896 |
|
|
$ |
15,000 |
|
Selling, general and administrative |
|
|
41,682 |
|
|
|
33,421 |
|
Depreciation and amortization |
|
|
25,309 |
|
|
|
26,312 |
|
Change in fair value of contingent consideration |
|
|
990 |
|
|
|
5,947 |
|
Impairment loss |
|
|
8,090 |
|
|
|
2,180 |
|
Total operating expenses |
|
$ |
90,967 |
|
|
$ |
82,860 |
|
Loss from operations |
|
$ |
(18,294 |
) |
|
$ |
(20,660 |
) |
Interest expense |
|
|
(1,205 |
) |
|
|
(916 |
) |
Change in fair value of tax receivable liability |
|
|
11,390 |
|
|
|
(14,208 |
) |
Other (expense) income |
|
|
(205 |
) |
|
|
15 |
|
Other loss |
|
|
(91 |
) |
|
|
— |
|
Total other income (expense) |
|
|
9,889 |
|
|
|
(15,109 |
) |
Income (loss) before income tax (expense) benefit |
|
|
(8,405 |
) |
|
|
(35,769 |
) |
Income tax (expense) benefit |
|
|
240 |
|
|
|
18,371 |
|
Net income (loss) |
|
$ |
(8,165 |
) |
|
$ |
(17,398 |
) |
|
|
|
|
|
|
|
||
Add: |
|
|
|
|
|
|
||
Amortization of acquisition-related intangibles (l) |
|
|
19,549 |
|
|
|
23,174 |
|
Non-cash change in fair value of contingent consideration (b) |
|
|
990 |
|
|
|
5,947 |
|
Non-cash impairment loss (c) |
|
|
8,090 |
|
|
|
2,180 |
|
Non-cash change in fair value of assets and liabilities(d) |
|
|
(11,390 |
) |
|
|
14,208 |
|
Share-based compensation expense (e) |
|
|
5,990 |
|
|
|
6,082 |
|
Transaction expenses (f) |
|
|
2,877 |
|
|
|
5,507 |
|
Restructuring and other strategic initiative costs (g) |
|
|
3,705 |
|
|
|
1,643 |
|
Other non-recurring charges (h) |
|
|
7,599 |
|
|
|
820 |
|
Non-cash interest expense (m) |
|
|
712 |
|
|
|
676 |
|
Pro forma taxes at effective rate (n) |
|
|
(8,157 |
) |
|
|
(15,614 |
) |
Adjusted Net Income |
|
$ |
21,800 |
|
|
$ |
27,225 |
|
|
|
|
|
|
|
|
||
Shares of Class A common stock outstanding (on an as-converted basis) (o) |
|
|
96,388,127 |
|
|
|
96,357,762 |
|
Adjusted Net Income per share |
|
$ |
0.23 |
|
|
$ |
0.28 |
|
Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income
For the Years Ended (Unaudited) |
||||||||
|
|
Year Ended |
|
|||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
||
Revenue |
|
$ |
279,227 |
|
|
$ |
219,258 |
|
Operating expenses |
|
|
|
|
|
|
||
Costs of services (exclusive of depreciation and amortization shown separately below) |
|
|
64,826 |
|
|
|
55,484 |
|
Selling, general and administrative |
|
|
149,061 |
|
|
|
120,053 |
|
Depreciation and amortization |
|
|
107,751 |
|
|
|
89,692 |
|
Change in fair value of contingent consideration |
|
|
(3,300 |
) |
|
|
5,846 |
|
Impairment loss |
|
|
8,090 |
|
|
|
2,180 |
|
Total operating expenses |
|
$ |
326,428 |
|
|
$ |
273,255 |
|
Loss from operations |
|
$ |
(47,201 |
) |
|
$ |
(53,997 |
) |
Interest expense |
|
|
(4,375 |
) |
|
|
(3,679 |
) |
Loss on extinguishment of debt |
|
|
— |
|
|
|
(5,941 |
) |
Change in fair value of tax receivable liability |
|
|
66,871 |
|
|
|
(14,109 |
) |
Other (expense) income |
|
|
(135 |
) |
|
|
97 |
|
Other loss |
|
|
(245 |
) |
|
|
(9,099 |
) |
Total other income (expense) |
|
|
62,116 |
|
|
|
(32,731 |
) |
Income (loss) before income tax (expense) benefit |
|
|
14,915 |
|
|
|
(86,728 |
) |
Income tax (expense) benefit |
|
|
(6,174 |
) |
|
|
30,691 |
|
Net income (loss) |
|
$ |
8,741 |
|
|
$ |
(56,037 |
) |
|
|
|
|
|
|
|
||
Add: |
|
|
|
|
|
|
||
Amortization of acquisition-related intangibles (l) |
|
|
89,473 |
|
|
|
79,932 |
|
Loss on extinguishment of debt (i) |
|
|
— |
|
|
|
5,941 |
|
Loss on extinguishment of interest rate hedge (j) |
|
|
— |
|
|
|
9,080 |
|
Non-cash change in fair value of warrant liabilities (k) |
|
|
— |
|
|
|
— |
|
Non-cash change in fair value of contingent consideration (b) |
|
|
(3,300 |
) |
|
|
5,846 |
|
Non-cash goodwill impairment loss (c) |
|
|
8,090 |
|
|
|
2,180 |
|
Non-cash change in fair value of assets and liabilities (d) |
|
|
(66,871 |
) |
|
|
14,109 |
|
Share-based compensation expense (e) |
|
|
20,532 |
|
|
|
22,311 |
|
Transaction expenses (f) |
|
|
18,993 |
|
|
|
19,250 |
|
Restructuring and other strategic initiative costs (g) |
|
|
7,870 |
|
|
|
4,578 |
|
Other non-recurring charges (h) |
|
|
12,294 |
|
|
|
3,262 |
|
Non-cash interest expense (m) |
|
|
2,835 |
|
|
|
2,536 |
|
Pro forma taxes at effective rate (n) |
|
|
(18,871 |
) |
|
|
(39,219 |
) |
Adjusted Net Income |
|
$ |
79,786 |
|
|
$ |
73,769 |
|
|
|
|
|
|
|
|
||
Shares of Class A common stock outstanding (on an as-converted basis) (o) |
|
|
96,684,629 |
|
|
|
91,264,512 |
|
Adjusted Net Income per share |
|
$ |
0.83 |
|
|
$ |
0.81 |
|
Reconciliation of Operating Cash Flow to Free Cash Flow and Adjusted Free Cash Flow
For the Three Months and Years Ended (Unaudited) |
||||||||||||||||
|
|
Three Months ended
|
|
|
Year Ended
|
|
||||||||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Net cash provided by operating activities |
|
$ |
21,831 |
|
|
$ |
21,848 |
|
|
$ |
74,223 |
|
|
$ |
53,330 |
|
Capital expenditures |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cash paid for property and equipment |
|
|
(553 |
) |
|
|
(935 |
) |
|
|
(3,176 |
) |
|
|
(2,863 |
) |
Cash paid for intangible assets (p) |
|
|
(7,383 |
) |
|
|
(5,743 |
) |
|
|
(33,615 |
) |
|
|
(20,643 |
) |
Total capital expenditures |
|
|
(7,936 |
) |
|
|
(6,678 |
) |
|
|
(36,791 |
) |
|
|
(23,506 |
) |
Free cash flow |
|
$ |
13,895 |
|
|
$ |
15,170 |
|
|
$ |
37,432 |
|
|
$ |
29,824 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Transaction expenses (f) |
|
|
2,877 |
|
|
|
5,507 |
|
|
|
18,993 |
|
|
|
19,250 |
|
Restructuring and other strategic initiative costs (g) |
|
|
3,705 |
|
|
|
1,643 |
|
|
|
7,870 |
|
|
|
4,578 |
|
Other non-recurring charges (h) |
|
|
7,599 |
|
|
|
820 |
|
|
|
12,294 |
|
|
|
3,262 |
|
Adjusted free cash flow |
|
$ |
28,076 |
|
|
$ |
23,140 |
|
|
$ |
76,589 |
|
|
$ |
56,914 |
|
Reconciliation of Gross Profit Growth to Organic Gross Profit Growth
For the Year-over-Year Change Between the Three Months Ended (Unaudited) |
|||||
|
|
Q4 YoY Change |
|
|
|
Total gross profit growth |
|
|
22 |
% |
|
Less: growth from acquisitions |
|
|
5 |
% |
|
Organic gross profit growth (q) |
|
|
17 |
% |
|
| (a) | See footnote (l) for details on amortization and depreciation expenses. |
|
| (b) | Reflects the changes in management’s estimates of future cash consideration to be paid in connection with prior acquisitions from the amount estimated as of the most recent balance sheet date. |
|
| (c) |
For the three months and the year ended |
|
| (d) | Reflects the changes in management’s estimates of the fair value of the liability relating to the Tax Receivable Agreement. |
|
| (e) |
Represents compensation expense associated with equity compensation plans, totaling |
|
| (f) |
Primarily consists of (i) during the three months and year ended |
|
| (g) |
Reflects costs associated with reorganization of operations, consulting fees related to processing services and other operational improvements, including restructuring and integration activities related to acquired businesses, that were not in the ordinary course during the three months and years ended |
|
| (h) |
For the three months and year ended |
|
| (i) | Reflects write-offs of debt issuance costs relating to Hawk Parent’s term loans. |
|
| (j) | Reflects realized loss of REPAY's interest rate hedging arrangement which terminated in conjunction with the repayment of Hawk Parent’s term loans. |
|
| (k) | Reflects the mark-to-market fair value adjustments of the warrant liabilities. |
|
| (l) |
For the three months and years ended |
|
|
Three months ended
|
|
|
Year ended
|
|
||||||||||
($ in thousands) |
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Acquisition-related intangibles |
|
$ |
19,549 |
|
|
$ |
23,174 |
|
|
$ |
89,473 |
|
|
$ |
79,932 |
|
Software |
|
|
5,067 |
|
|
|
2,714 |
|
|
|
15,921 |
|
|
|
8,464 |
|
Amortization |
|
$ |
24,616 |
|
|
$ |
25,888 |
|
|
$ |
105,394 |
|
|
$ |
88,396 |
|
Depreciation |
|
|
693 |
|
|
|
424 |
|
|
|
2,357 |
|
|
|
1,296 |
|
Total Depreciation and amortization (1) |
|
$ |
25,309 |
|
|
$ |
26,312 |
|
|
$ |
107,751 |
|
|
$ |
89,692 |
|
| (1) | Adjusted Net Income is adjusted to exclude amortization of all acquisition-related intangibles as such amounts are inconsistent in amount and frequency and are significantly impacted by the timing and/or size of acquisitions (see corresponding adjustments in the reconciliation of net income to Adjusted Net Income presented above). Management believes that the adjustment of acquisition-related intangible amortization supplements GAAP financial measures because it allows for greater comparability of operating performance. Although REPAY excludes amortization from acquisition-related intangibles from its non-GAAP expenses, management believes that it is important for investors to understand that such intangibles were recorded as part of purchase accounting and contribute to revenue generation. Amortization of intangibles that relate to past acquisitions will recur in future periods until such intangibles have been fully amortized. Any future acquisitions may result in the amortization of additional intangibles. |
|
| (m) | Represents amortization of non-cash deferred debt issuance costs. |
|
| (n) | Represents pro forma income tax adjustment effect associated with items adjusted above. |
|
| (o) |
Represents the weighted average number of shares of Class A common stock outstanding (on an as-converted basis assuming conversion of outstanding Post-Merger Repay Units) for the three months and years ended |
|
|
Three Months Ended
|
|
Year Ended
|
||||
|
|
2022 |
|
2021 |
|
2022 |
|
2021 |
Weighted average shares of Class A common stock outstanding - basic |
|
88,519,236 |
|
88,431,186 |
|
88,792,453 |
|
83,318,189 |
Add: Non-controlling interests |
||||||||
Weighted average Post-Merger Repay Units exchangeable for Class A common stock |
|
7,868,891 |
|
7,926,576 |
|
7,892,176 |
|
7,946,323 |
Shares of Class A common stock outstanding (on an as-converted basis) |
|
96,388,127 |
|
96,357,762 |
|
96,684,629 |
|
91,264,512 |
| (p) | Excludes acquisition costs that are capitalized as channel relationships. |
|
| (q) | Represents year‐on-year gross profit growth that excludes incremental gross profit attributable to acquisitions made in the applicable prior period or any subsequent period. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20230301005985/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
(404) 637-1665
khoyman@repay.com
Source:
FAQ
What were Repay Holdings' financial results for Q4 2022?
What is Repay Holdings' projected outlook for 2023?
What contributed to Repay Holdings' gross profit growth in Q4 2022?
Did Repay Holdings experience any losses in Q4 2022?
How much did Repay Holdings' adjusted EBITDA grow in Q4 2022?
