ATLANTA--(BUSINESS WIRE)--Nov. 4, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of integrated payment processing solutions, today announced that the Company will be hosting investor meetings and participating in fireside chats at the following upcoming investor conferences:
- On Thursday, November 14, 2024, John Morris, CEO, and Tim Murphy, CFO, will be hosting investor meetings at the Keefe, Bruyette, & Woods FinTech Conference in New York, NY.
- On Wednesday, November 20, 2024, John Morris, CEO, and Tim Murphy, CFO, will be attending the Stephens Investment Conference in Nashville, TN. The fireside chat will begin at 11:00am ET.
- On Wednesday, December 4, 2024, John Morris, CEO, and Tim Murphy, CFO, will be attending the UBS Global Technology Conference in Scottsdale, AZ. The fireside chat will begin at 2:15pm ET.
If you would like to request a meeting, please reach out to the respective conference teams.
The fireside chats will be webcast live from the Company's investor relations website at https://investors.repay.com/ under the “Events” section. An archive of the webcasts will be available at the same location on the website for 90 days.
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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20241029958985/en/
Investor Relations for REPAY:
ir@repay.com
Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: Repay Holdings Corporation
ATLANTA--(BUSINESS WIRE)--Oct. 25, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of integrated payment processing solutions, today announced that the Company will host a conference call to discuss third quarter 2024 financial results on Tuesday, November 12, 2024 at 5:00pm ET. A press release with third quarter 2024 financial results will be issued after the market closes that same day.
The conference call will be webcast live from the Company's investor relations website at https://investors.repay.com/ under the “Events” section. The conference call can also be accessed live over the phone by dialing (877) 407-3982, or for international callers (201) 493-6780. A replay will be available two hours after the call and can be accessed by dialing (844) 512-2921 or (412) 317-6671 for international callers; the conference ID is 13748834. The replay will be available until Tuesday, November 26, 2024. An archive of the webcast will be available at the same location on the website shortly after the call has concluded.
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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20241024317330/en/
Investor Relations for REPAY:
ir@repay.com
Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: Repay Holdings Corporation
ATLANTA--(BUSINESS WIRE)--Sep. 10, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced an embedded integration with Otelier, a hospitality software and performance optimization platform, to create a one-stop shop for their clients to more efficiently execute vendor payments from the same platform they process and manage invoices, DigiPay.
REPAY’s vendor payment automation expands Otelier’s DigiPay capabilities to further optimize accounts payable (AP) for hotels by digitizing the outbound payment process. Otelier DigiPay automates back-office AP operations, eliminating time spent processing invoices and cutting checks to pay vendors while improving financial management.
“Hoteliers are spending too much time and utilizing too many resources each week paying vendors managing the payment process and physically cutting checks,” said Otelier CEO Vic Chynoweth. “We are thrilled to integrate with REPAY to digitize the vendor payment process within DigiPay for faster and more secure payments, allowing our clients to get back to providing exceptional hospitality.”
Together, REPAY and Otelier will enable hoteliers to streamline their operations by automating vendor payments and managing invoices via a single integration. Virtual cards and ACH are available for faster and more secure payment options, and the entire end-to-end payment process is automated. With REPAY’s advanced payment technology and Otelier’s robust performance optimization platform, hotels can now take advantage of a seamless and more efficient solution designed specifically for the hospitality industry.
“Our integration with Otelier represents a significant step forward in our mission to provide innovative payment solutions that meet the unique needs of various industries,” said Darin Horrocks, EVP, Business Payments. “By combining our cutting-edge payment technology with Otelier DigiPay’s powerful platform, we are empowering hotel operators to achieve unparalleled efficiency and focus on providing exceptional hospitality.”
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.
About Otelier
Otelier serves more than 10,000 hotels across the globe by empowering hotel owners and operators with the data and efficiencies they need to get back to delivering exceptional hospitality. The platform enables hoteliers to run world-class operations by automating back-office tasks, improving budget and forecast accuracy, and gaining real-time insights into property and portfolio performance. The Otelier product suite comprises DigiAudit for night audit compliance; TruePlan for modern budgeting and forecasting; IntelliSight for cross-functional business intelligence; DigiPay for automated accounts payable; and Rec for financial reconciliations. Learn more about the hospitality software at otelier.io
View source version on businesswire.com: https://www.businesswire.com/news/home/20240910381298/en/
Investor Relations Contact for REPAY:
IR@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: Repay Holdings Corporation
Gross Profit Growth of 7% in Q2 and 8% YTD (9% YTD on an organic basis1)
Faster Pace of Adjusted EBITDA Growth with Expanding Margins
Reiterates 2024 Outlook, Including an Acceleration in Free Cash Flow Conversion During 2024
ATLANTA--(BUSINESS WIRE)--Aug. 8, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of vertically-integrated payment solutions, today reported financial results for its second quarter ended June 30, 2024.
Second Quarter 2024 Financial Highlights
| (in $ millions) | Q2 2023 | Q3 2023 | Q4 2023 | Q1 2024 | Q2 2024 | YoY Change | |||||
| Revenue | $71.8 | $74.3 | $76.0 | $80.7 | $74.9 | 4% | |||||
| Gross profit (1) | 54.9 | 56.7 | 58.7 | 61.5 | 58.6 | 7% | |||||
| Net loss | (5.3) | (6.5) | (77.7) | (5.4) | (4.2) | 21% | |||||
| Adjusted EBITDA (2) | 30.5 | 31.9 | 33.5 | 35.5 | 33.7 | 10% | |||||
| Net cash provided by operating activities | 20.0 | 28.0 | 34.9 | 24.8 | 31.0 | 55% | |||||
| Free Cash Flow (2) | 10.0 | 13.9 | 21.8 | 13.7 | 19.3 | 93% |
| (1) | Gross profit represents revenue less costs of services (exclusive of depreciation and amortization). | |
| (2) | Adjusted EBITDA and Free Cash Flow are non-GAAP financial measures. See “Non-GAAP Financial Measures” and the reconciliation of Adjusted EBITDA and Free Cash Flow to their most comparable GAAP measure provided below for additional information. |
“We are pleased with our performance in the second quarter and our year-to-date results represent a strong first half to the year as we aim to capture our client’s embedded payment flows,” said John Morris, CEO of REPAY. “Additionally, recent financing transactions have strengthened our balance sheet, giving us more flexibility to address the multi-year growth opportunities across the verticals within Consumer Payments and Business Payments.”
Second Quarter 2024 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.
- 7% year-over-year gross profit growth in Q2
- Consumer Payments gross profit growth of approximately 7% year-over-year
- Business Payments gross profit growth of approximately 11% year-over-year
- Accelerated AP supplier network to over 300,000, an increase of approximately 55% year-over-year
- Added seven new integrated software partners to bring the total to 273 software relationships as of the end of the second quarter
- Instant funding volumes increased by approximately 21% year-over-year
- Added 9 new credit unions bringing total credit union clients to 300
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.
July Balance Sheet Update
The Company reports its financial results based on two reportable segments.
On July 8, 2024, REPAY issued $287.5 million aggregate principal amount of 2.875% Convertible Senior Notes due 2029 (the “2029 Notes”) in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. $27.5 million aggregate principal amount of the 2029 Notes were sold in connection with the full exercise of the initial purchasers’ option to purchase such additional 2029 Notes offering pursuant to the purchase agreement. The 2029 Notes bear interest at a fixed rate of 2.875% per year, payable semiannually in arrears on January 15 and July 15 of each year, beginning on January 15, 2025. The 2029 Notes will mature on July 15, 2029, unless earlier repurchased, redeemed, or converted in accordance with their terms.
On July 8, 2024, in connection with the issuance of the 2029 Notes, REPAY (i) used approximately $200.0 million of net proceeds and approximately $5.1 million of cash on hand to repurchase $220.0 million in aggregate principal amount of the 2026 Notes, (ii) used approximately $40.0 million of the net proceeds to repurchase approximately 3.9 million shares of common stock, and (iii) used approximately $39.2 million of net proceeds to fund the costs for privately negotiated capped call transactions with certain financial institutions covering the number of shares of common stock underlying the 2029 Notes. The capped call had an initial strike price of $13.02 per share and an initial cap price of $20.42 per share.
On July 10, 2024, REPAY entered into a Second Amended and Restated Revolving Credit Agreement with certain financial institutions, as lenders, and Truist Bank, as administrative agent. The Second Amended Credit Agreement establishes a $250.0 million senior secured revolving credit facility and amends and restates the Amended and Restated Revolving Credit Agreement dated as of February 3, 2021, which previously provided for a $185.0 million senior secured revolving credit facility.
Segments
The Company reports its financial results based on two reportable segments.
Consumer Payments –The Consumer Payments segment provides payment processing solutions (including debit and credit card processing, Automated Clearing House (“ACH”) processing and other electronic payment acceptance solutions, as well as REPAY’s loan disbursement product) that enable REPAY’S clients to collect payments from and disburse funds to consumers and includes its clearing and settlement solutions (“RCS”). RCS is REPAY’s proprietary clearing and settlement platform through which it markets customizable payment processing programs to other ISOs and payment facilitators. The strategic vertical markets served by the Consumer Payments segment primarily include personal loans, automotive loans, receivables management, credit unions, mortgage servicing, consumer healthcare and diversified retail.
Business Payments –The Business Payments segment provides payment processing solutions (including accounts payable automation, debit and credit card processing, virtual credit card processing, ACH processing and other electronic payment acceptance solutions) that enable REPAY’s clients to collect payments from or send payments to other businesses. The strategic vertical markets served within the Business Payments segment primarily include retail automotive, education, field services, governments and municipalities, healthcare, media, homeowner association management and hospitality.
| Segment Revenue, Gross Profit, and Gross Profit Margin | ||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||
| ($ in thousand) | 2024 | 2023 | % Change | 2024 | 2023 | % Change | ||
| Revenue | ||||||||
| Consumer Payments | $69,292 | $65,924 | 5% | $145,428 | $135,865 | 7% | ||
| Business Payments | 10,592 | 9,829 | (8%) | 20,269 | 18,503 | (10%) | ||
| Elimination of Intersegment Revenues | (4,978) | (3,970) | (10,071) | (8,048) | ||||
| Total revenue | $74,906 | $71,783 | 4% | $155,626 | $146,320 | 6% | ||
| Gross profit (1) | ||||||||
| Consumer Payments | $55,546 | $51,704 | 7% | $115,136 | $106,329 | 8% | ||
| Business Payments | 8,017 | 7,209 | 11% | 15,065 | 13,234 | 14% | ||
| Elimination of intersegment revenues | (4,978) | (3,970) | (10,071) | (8,048) | ||||
| Total gross profit | $58,585 | $54,943 | 7% | $120,130 | $111,515 | 8% | ||
| Total gross profit margin (2) | 78% | 77% | 77% | 76% | ||||
| (1) | Gross profit represents revenue less costs of services (exclusive of depreciation and amortization). | |
| (2) | Gross profit margin represents total gross profit / total revenue. |
2024 Outlook
“Our first half results demonstrate our continued success in achieving double-digit Adjusted EBITDA growth and accelerating Free Cash Flow Conversion,” said Tim Murphy, CFO of REPAY. “As we move into the second half of the year, we are reaffirming our 2024 outlook. Our focus on profitable growth and reducing overall capex spending, gives us the confidence to accelerate our Free Cash Flow Conversion during 2024.”
REPAY reiterates its previously provided outlook for full year 2024, as shown below.
| Full Year 2024 Outlook | |
| Revenue | $314 - 320 million |
| Gross Profit | $245 - 250 million |
| Adjusted EBITDA | $139 - 142 million |
| Free Cash Flow Conversion | ~ 60% |
REPAY does not provide quantitative reconciliation of forward-looking, non-GAAP financial measures, such as forecasted 2024 Adjusted EBITDA and Free Cash Flow Conversion, 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 second quarter 2024 financial results today, August 8, 2024 at 5:00 pm ET. Hosting the call will be John Morris, CEO, and Tim Murphy, CFO. The call will be webcast live from REPAY’s investor relations website at https://investors.repay.com/investor-relations. The conference call can also be accessed live over the phone by dialing (877) 407-3982, or for international callers (201) 493-6780. A replay will be available one hour after the call and can be accessed by dialing (844) 512-2921 or (412) 317-6671 for international callers; the conference ID is 13747074. The replay will be available at https://investors.repay.com/investor-relations.
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 business disposition, non-cash impairment loss, 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, loss on business disposition, non-cash impairment loss, non-cash charges and/or non-recurring charges, such as loss on business disposition, 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 and six months ended June 30, 2024 and 2023 (excluding shares subject to forfeiture). Organic gross profit growth is a non-GAAP financial measure that represents year-on-year gross profit growth that excludes incremental gross profit attributable to acquisitions and divestitures made in the applicable prior period or any subsequent period. Free Cash Flow is a non-GAAP financial measure that represents net cash flow provided by operating activities less total capital expenditures. Free Cash Flow Conversion represents Free Cash Flow divided by Adjusted EBITDA. REPAY believes that Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per share, organic gross profit growth, Free Cash Flow and Free Cash Flow Conversion provide useful information to investors and others in understanding and evaluating its operating results in the same manner as management. However, these non-GAAP financial measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for net income, operating profit, net cash provided by operating activities, or any other operating performance measure calculated in accordance with GAAP. Using these non-GAAP financial measures to analyze REPAY’s business has material limitations because the calculations are based on the subjective determination of management regarding the nature and classification of events and circumstances that investors may find significant. In addition, although other companies in REPAY’s industry may report measures titled as the same or similar measures, such non-GAAP financial measures may be calculated differently from how REPAY calculates its non-GAAP financial measures, which reduces their overall usefulness as comparative measures. Because of these limitations, you should consider REPAY’s non-GAAP financial measures alongside other financial performance measures, including net income, net cash provided by operating activities and REPAY’s other financial results presented in accordance with GAAP.
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 2024 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 U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent Form 10-Qs, and those identified elsewhere in this communication, the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: exposure to economic conditions and political risk affecting the consumer loan market, the receivables management industry and consumer and commercial spending, including bank failures or other adverse events affecting financial institutions, inflationary pressures, general economic slowdown or recession; changes in the payment processing market in which REPAY competes, including with respect to its competitive landscape, technology evolution or regulatory changes; changes in the vertical markets that REPAY targets, including the regulatory environment applicable to REPAY’s clients; the ability to retain, develop and hire key personnel; risks relating to REPAY’s relationships within the payment ecosystem; risk that REPAY may not be able to execute its growth strategies, including identifying and executing acquisitions; risks relating to data security; changes in accounting policies applicable to REPAY; and the risk that REPAY may not be able to maintain effective internal controls.
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
| Condensed Consolidated Statement of Operations (Unaudited) | |||||||
| Three Months Ended June 30, | Six Months ended June 30, | ||||||
| ($ in thousands, except per share data) | 2024 | 2023 | 2024 | 2023 | |||
| Revenue | $74,906 | $71,783 | $155,626 | $146,320 | |||
| Operating expenses | |||||||
| Costs of services (exclusive of depreciation and amortization shown separately below) | 16,321 | 16,840 | 35,496 | 34,805 | |||
| Selling, general and administrative | 35,235 | 38,177 | 72,256 | 76,695 | |||
| Depreciation and amortization | 26,771 | 26,483 | 53,799 | 52,623 | |||
| Loss on business disposition | - | 149 | - | 10,027 | |||
| Total operating expenses | 78,327 | 81,649 | 161,551 | 174,150 | |||
| Loss from operations | (3,421) | (9,866) | (5,925) | (27,830) | |||
| Other income (expense) | |||||||
| Interest income (expense), net | 554 | (388) | 934 | (1,311) | |||
| Change in fair value of tax receivable liability | (3,366) | 4,056 | (6,279) | (482) | |||
| Other income (loss), net | 21 | (183) | (5) | (333) | |||
| Total other income (expense) | (2,791) | 3,485 | (5,350) | (2,126) | |||
| Loss before income tax expense | (6,212) | (6,381) | (11,275) | (29,956) | |||
| Income tax benefit (expense) | 1,975 | 1,051 | 1,673 | (3,306) | |||
| Net income (loss) | ($4,237) | ($5,330) | ($9,602) | ($33,262) | |||
| Net loss attributable to non-controlling interest | (166) | (687) | (319) | (2,227) | |||
| Net loss attributable to the Company | ($4,071) | ($4,643) | ($9,283) | ($31,035) | |||
| Weighted-average shares of Class A common stock outstanding - basic and diluted | 91,821,369 | 89,170,814 | 91,519,789 | 88,894,820 | |||
| Loss per Class A share - basic and diluted | ($0.04) | $0.05 | ($0.10) | $0.35 | |||
Condensed Consolidated Balance Sheets
| (in $ thousands) | June 30, 2024 (Unaudited) | December 31, 2023 | ||||||
| Assets | ||||||||
| Cash and cash equivalents | $147,092 | $118,096 | ||||||
| Accounts receivable | 39,321 | 36,017 | ||||||
| Prepaid expenses and other | 15,522 | 15,209 | ||||||
| Total current assets | 201,935 | 169,322 | ||||||
| Property, plant and equipment, net | 2,913 | 3,133 | ||||||
| Restricted cash | 26,944 | 26,049 | ||||||
| Intangible assets, net | 416,382 | 447,141 | ||||||
| Goodwill | 716,793 | 716,793 | ||||||
| Operating lease right-of-use assets, net | 5,653 | 8,023 | ||||||
| Deferred tax assets | 148,545 | 146,872 | ||||||
| Other assets | 2,500 | 2,500 | ||||||
| Total noncurrent assets | 1,319,730 | 1,350,511 | ||||||
| Total assets | $1,521,655 | $1,519,833 | ||||||
| Liabilities | ||||||||
| Accounts payable | $24,354 | $22,030 | ||||||
| Accrued expenses | 26,528 | 32,906 | ||||||
| Current operating lease liabilities | 1,109 | 1,629 | ||||||
| Current tax receivable agreement | — | 580 | ||||||
| Other current liabilities | 742 | 318 | ||||||
| Total current liabilities | 52,733 | 57,463 | ||||||
| Long-term debt | 435,589 | 434,166 | ||||||
| Noncurrent operating lease liabilities | 5,169 | 7,247 | ||||||
| Tax receivable agreement, net of current portion | 194,610 | 188,331 | ||||||
| Other liabilities | 2,839 | 1,838 | ||||||
| Total noncurrent liabilities | 638,207 | 631,582 | ||||||
| Total liabilities | $690,940 | $689,045 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders' equity | ||||||||
| Class A common stock, $0.0001 par value; 2,000,000,000 shares authorized; 92,987,543 issued and 91,571,033 outstanding as of June 30, 2024; 92,220,494 issued and 90,803,984 outstanding as of December 31, 2023 | 9 | 9 | ||||||
| Class V common stock, $0.0001 par value; 1,000 shares authorized and 100 shares issued and outstanding as of June 30, 2024 and December 31, 2023 | — | — | ||||||
| Treasury stock, 1,416,510 shares as of June 30, 2024 and December 31, 2023 | (12,528) | (12,528) | ||||||
| Additional paid-in capital | 1,160,879 | 1,151,324 | ||||||
| Accumulated deficit | (332,953) | (323,670) | ||||||
| Total REPAY stockholders' equity | $815,407 | $815,135 | ||||||
| Non-controlling interests | 15,318 | 15,653 | ||||||
| Total equity | 830,725 | 830,788 | ||||||
| Total liabilities and equity | $1,521,665 | $1,519,833 | ||||||
Condensed Consolidated Statements of Cash Flows (Unaudited)
| Six Months Ended June 30, | ||||||||
| (in $ thousands) | 2024 | 2023 | ||||||
| Cash flows from operating activities | ||||||||
| Net loss | $(9,602) | $(33,262) | ||||||
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | 53,799 | 52,623 | ||||||
| Stock based compensation | 12,028 | 10,570 | ||||||
| Amortization of debt issuance costs | 1,423 | 1,423 | ||||||
| Loss on business disposition | — | 10,027 | ||||||
| Other Loss | — | 118 | ||||||
| Fair value change in tax receivable agreement liability | 6,279 | 482 | ||||||
| Deferred tax expense | (1,673) | 3,306 | ||||||
| Change in accounts receivable | (3,303) | (1,858) | ||||||
| Change in prepaid expenses and other | (313) | 4,842 | ||||||
| Change in operating lease ROU assets | 2,368 | 87 | ||||||
| Change in accounts payable | 2,325 | (3,338) | ||||||
| Change in accrued expenses and other | (6,378) | (2,957) | ||||||
| Change in operating lease liabilities | (2,599) | (34) | ||||||
| Change in other liabilities | 1,426 | (1,195) | ||||||
| Net cash provided by operating activities | 55,780 | 40,784 | ||||||
| Cash flows from investing activities | ||||||||
| Purchases of property and equipment | (571) | (114) | ||||||
| Capitalized software development costs | (22,249) | (23,600) | ||||||
| Proceeds from sale of business, net of cash retained | — | 40,273 | ||||||
| Net cash provided by (used in) investing activities | (22,820) | 16,559 | ||||||
| Cash flows from financing activities | ||||||||
| Payments on long-term debt | — | (20,000) | ||||||
| Payments for tax withholding related to shares vesting under Incentive Plan | (2,489) | (1,376) | ||||||
| Distributions to Members | — | (609) | ||||||
| Payment of Tax Receivable Agreement | (580) | — | ||||||
| Payment of contingent consideration liability up to acquisition-date fair value | — | (1,000) | ||||||
| Net cash used in financing activities | (3,069) | (22,985) | ||||||
| Increase in cash, cash equivalents and restricted cash | 29,891 | 34,358 | ||||||
| Cash, cash equivalents and restricted cash at beginning of period | $144,145 | $93,563 | ||||||
| Cash, cash equivalents and restricted cash at end of period | $174,036 | $127,921 | ||||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||||||||
| Cash paid during the year for: | ||||||||
| Interest | $397 | $647 | ||||||
| Income Taxes | $1,489 | $797 | ||||||
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA
For the Three Months Ended June 30, 2024 and 2023 (Unaudited)
| Three Months ended June 30, | ||||||||
| (in $ thousands) | 2024 | 2023 | ||||||
| Revenue | $74,906 | $71,783 | ||||||
| Operating expenses | ||||||||
| Costs of services (exclusive of depreciation and amortization shown separately below) | $16,321 | $16,840 | ||||||
| Selling, general and administrative | 35,235 | 38,177 | ||||||
| Depreciation and amortization | 26,774 | 26,483 | ||||||
| Loss on business disposition | — | 149 | ||||||
| Total operating expenses | $78,327 | $81,649 | ||||||
| Loss from operations | ($3,421) | ($9,866) | ||||||
| Other income (expense) | ||||||||
| Interest income (expense), net | 554 | (388) | ||||||
| Change in fair value of tax receivable liability | (3,366) | (4,056) | ||||||
| Other (loss) income, net | 21 | (183) | ||||||
| Total other income (expense) | (2,791) | $3,485 | ||||||
| Loss before income tax expense | (6,212) | (6,381) | ||||||
| Income tax benefit (expense) | 1,975 | 1,051 | ||||||
| Net loss | ($4,237) | ($5,330) | ||||||
| Add: | ||||||||
| Interest (income) expense, net | (554) | 388 | ||||||
| Depreciation and amortization (a) | 26,771 | 26,483 | ||||||
| Income tax expense | (1,975) | (1,051) | ||||||
| EBITDA | $20,005 | $20,490 | ||||||
| Loss on business disposition (b) | — | 149 | ||||||
| Non-cash impairment loss (c) | — | 50 | ||||||
| Non-cash change in fair value of assets and liabilities (d) | 3,366 | (4,056) | ||||||
| Share-based compensation expense (e) | 5,874 | 6,517 | ||||||
| Transaction expenses (f) | 414 | 793 | ||||||
| Restructuring and other strategic initiative costs (g) | 2,584 | 4,041 | ||||||
| Other non-recurring charges (h) | 1,485 | 2,541 | ||||||
| Adjusted EBITDA | $33,728 | $30,525 | ||||||
Quarterly Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA
(Unaudited)
| Three Months ended | ||||||||||
| (in $ thousands) | September 30, 2023 | December 31, 2023 | March 31, 2024 | |||||||
| Net Loss | ($6,484) | ( $77,674) | ($5,365) | |||||||
| Add: | ||||||||||
| Interest expense (income), net | 103 | (365) | (380) | |||||||
| Depreciation and amortization (a) | 26,523 | 24,711 | 27,028 | |||||||
| Income tax (benefit) expense | (1,998) | (3,423) | 302 | |||||||
| EBITDA | $18,144 | ($56,751) | $21,585 | |||||||
| Non-cash impairment loss (c) | — | 75,750 | — | |||||||
| Non-cash change in fair value of assets and liabilities (d) | 3,234 | 3,778 | 2,913 | |||||||
| Share-based compensation expense (e) | 5,686 | 5,899 | 6,9.23 | |||||||
| Transaction expenses (f) | 812 | 921 | 677 | |||||||
| Restructuring and other strategic initiative costs (g) | 3,084 | 3,372 | 2,184 | |||||||
| Other non-recurring charges (h) | 894 | 520 | 1,231 | |||||||
| Adjusted EBITDA | $31,854 | $33,489 | $35,513 | |||||||
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA For the Six Months Ended June 30, 2024 and 2023 (Unaudited)
| Six Months ended June 30, | |||||||||
| (in $ thousands) | 2024 | 2023 | |||||||
| Revenue | $155,626 | $146,320 | |||||||
| Operating Expenses | |||||||||
| Costs of services (exclusive of depreciation and amortization shown separately below) | $35,496 | 34,805 | |||||||
| Selling, general and administrative | 72,256 | 76,695 | |||||||
| Depreciation and amortization | 53,799 | 52,623 | |||||||
| Loss on business disposition | — | 10,027 | |||||||
| Total operating expenses | $161,551 | $174,150 | |||||||
| Loss from operations | ($5,925) | ($27,830) | |||||||
| Other income (expense) | |||||||||
| Interest income (expense), net | 934 | (1,311) | |||||||
| Change in fair value of tax receivable liability | (6,279) | (482) | |||||||
| Other income (loss), net | (5) | (333) | |||||||
| Total other income (expense) | (5,350) | (2,126) | |||||||
| Loss before income tax expense | ($11,275) | ($29,956) | |||||||
| Income tax benefit (expense) | $1,673 | (3,306) | |||||||
| Net loss | ($9,602) | ($33,262) | |||||||
| Add: | |||||||||
| Interest (income) expense, net | (934) | 1,311 | |||||||
| Depreciation and amortization (a) | 53,799 | 52,623 | |||||||
| Income tax (benefit) expense | (1,673) | 3,306 | |||||||
| EBITDA | ($41,590) | ($23,978) | |||||||
| Loss on business disposition (b) | — | 10,027 | |||||||
| Non-cash impairment loss (c) | — | 50 | |||||||
| Non-cash change in fair value of assets and liabilities (d) | 6,279 | 482 | |||||||
| Share-based compensation expense (e) | 12,797 | 10,571 | |||||||
| Transaction expenses (f) | 1,091 | 6,790 | |||||||
| Restructuring and other strategic initiative costs (g) | 4,768 | 5,452 | |||||||
| Other non-recurring charges (h) | 2,716 | 4,113 | |||||||
| Adjusted EBITDA | $69,241 | $61,463 | |||||||
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income
For the Three Months Ended June 30, 2024 and 2023 (Unaudited)
| Three Months ended June 30, | |||||||||
| (in $ thousands) | 2024 | 2023 | |||||||
| Revenue | $74,906 | $71,783 | |||||||
| Operating Expenses | |||||||||
| Costs of services (exclusive of depreciation and amortization shown separately below) | $16,321 | $16,840 | |||||||
| Selling, general and administrative | 35,235 | 38,177 | |||||||
| Depreciation and amortization | 26,771 | 26,483 | |||||||
| Loss on business disposition | — | 149 | |||||||
| Total operating expenses | $78,327 | $81,649 | |||||||
| Loss from operations | ($3,421) | ($9,866) | |||||||
| Interest income (expense), net | 554 | (388) | |||||||
| Change in fair value of tax receivable liability | (3.366) | 4.056 | |||||||
| Other income (loss), net | 21 | (183) | |||||||
| Total other income (expense) | (2,791) | 3,485 | |||||||
| Loss before income tax expense | ($6,212) | ($6,381) | |||||||
| Income tax benefit (expense) | $1,975 | 1,051 | |||||||
| Net loss | ($4,237) | ($5,330) | |||||||
| Add: | |||||||||
| Amortization of acquisition-related intangibles (i) | 19,702 | 20,963 | |||||||
| Loss on business disposition (b) | — | 149 | |||||||
| Non-cash impairment loss (c) | — | 50 | |||||||
| Non-cash change in fair value of assets and liabilities (d) | 3,366 | (4,056) | |||||||
| Share-based compensation expense (e) | 5,874 | 6,517 | |||||||
| Transaction expenses (f) | 414 | 793 | |||||||
| Restructuring and other strategic initiative costs (g) | 2,584 | 4,041 | |||||||
| Other non-recurring charges (h) | 1,485 | 2,541 | |||||||
| Non-cash interest expense (j) | 712 | 712 | |||||||
| Pro forma taxes at effective rate (k) | (8,138) | (6,869) | |||||||
| Adjusted Net Income | $21,762 | $61,463 | |||||||
| Shares of Class A common stock outstanding (on an as-converted basis) (l) | 97,655,464 | 96,796,143 | |||||||
| Adjusted Net Income per share | $0.22 | $0.20 | |||||||
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income
For the Six Months Ended June 30, 2024 and 2023 (Unaudited)
| Six Months ended June 30, | |||||||||
| (in $ thousands) | 2024 | 2023 | |||||||
| Revenue | $155,626 | $146,320 | |||||||
| Operating Expenses | |||||||||
| Costs of services (exclusive of depreciation and amortization shown separately below) | $35,496 | $34,805 | |||||||
| Selling, general and administrative | 72,256 | 76,695 | |||||||
| Depreciation and amortization | 53,799 | 52,623 | |||||||
| Loss on business disposition | — | 10,027 | |||||||
| Total operating expenses | $161,551 | $174,150 | |||||||
| Loss from operations | ($5,925) | ($27,830) | |||||||
| Other Expenses | |||||||||
| Interest income (expense), net | 934 | (1,311) | |||||||
| Change in fair value of tax receivable liability | (6,279) | 485 | |||||||
| Other income (loss), net | (5) | (333) | |||||||
| Total other income (expense) | (5,350) | (2,126) | |||||||
| Loss before income tax expense | ($11,275) | ($29,956) | |||||||
| Income tax benefit (expense) | $1,673 | (3,306) | |||||||
| Net loss | ($9,602) | ($33,262) | |||||||
| Add: | |||||||||
| Amortization of acquisition-related intangibles (i) | 39,438 | 40,887 | |||||||
| Loss on business disposition (b) | — | 10,027 | |||||||
| Non-cash impairment loss (c) | — | 50 | |||||||
| Non-cash change in fair value of assets and liabilities (d) | 6,279 | 482 | |||||||
| Share-based compensation expense (e) | 12,797 | 10,571 | |||||||
| Transaction expenses (f) | 1,091 | 6,790 | |||||||
| Restructuring and other strategic initiative costs (g) | 4,768 | 5,452 | |||||||
| Other non-recurring charges (h) | 2,716 | 4,113 | |||||||
| Non-cash interest expense (j) | 1,424 | 1,424 | |||||||
| Pro forma taxes at effective rate (k) | (14,771) | (7,830) | |||||||
| Adjusted Net Income | $44,140 | $38,704 | |||||||
| Shares of Class A common stock outstanding (on an as-converted basis) (l) | 97,363,884 | 96,639,545 | |||||||
| Adjusted Net Income per share | $0.45 | $0.40 | |||||||
Reconciliation of Operating Cash Flow to Free Cash Flow
For the Three and Six Months Ended June 30, 2024 and 2023 (Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||
| ($ in thousand) | 2024 | 2023 | 2024 | 2023 | ||
| Net cash provided by operating activities | $30,979 | $19,953 | $55,780 | $40,784 | ||
| Capital expenditures | ||||||
| Cash paid for property and equipment | (484) | 414 | (571) | (114) | ||
| Capitalized software development costs | (11,207) | (10,399) | (22,249) | (23,600) | ||
| Total capital expenditures | (11,691) | (9,985) | (22,820) | (23,714) | ||
| Free cash flow | $19,288 | $9,968 | $32,960 | $17,070 | ||
| Free cash flow conversion | $57% | 33% | 48% | 28% | ||
Quarterly Reconciliation of Operating Cash Flow to Free Cash Flow (Unaudited)
| Three Months ended | ||||||||||
| (in $ thousands) | September 30, 2023 | December 31, 2023 | March 31, 2024 | |||||||
| Net cash provided by operating activities | $27,967 | $34,863 | $24,801 | |||||||
| Capital expenditures | ||||||||||
| Cash paid for property and equipment | (948) | (183) | (87) | |||||||
| Capitalized software development costs | (13,078) | (12,893) | (11,042) | |||||||
| Total capital expenditures | (14,026) | (13,076) | (11,129) | |||||||
| Free cash flow | $13,941 | $21,787 | $13,672 | |||||||
| Free cash flow conversion | 44% | 65% | 38$ | |||||||
Reconciliation of Gross Profit Growth to Organic Gross Profit Growth
For the Year-over-Year Change Between the Six Months Ended June 30, 2024 and 2023 (Unaudited)
| Q2 Year-to-Date YoY Change | ||||||||||||||
| Gross profit growth | 8% | |||||||||||||
| Less: Growth from acquisitions and dispositions | (1%) | |||||||||||||
| Organic gross profit growth (m) | 9% | |||||||||||||
| (a) | See footnote (i) for details on amortization and depreciation expenses. |
| (b) | Reflects the loss recognized related to the disposition of Blue Cow. |
| (c) | For the three and six months ended June 30, 2023, reflects impairment loss related to a trade name write-off of Media Payments. For the three months ended December 31, 2023, reflects non-cash goodwill impairment loss related to the Business Payments segment. |
| (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. |
| (f) | Primarily consists of (i) during the three and six months ended June 30, 2024 and the three months ended March 31, 2024, professional service fees incurred in connection with prior transactions, and (ii) during the three and six months ended June 30, 2023, the three months ended September 30, 2023 and the three months ended December 31, 2023, professional service fees and other costs incurred in connection with the disposition of Blue Cow Software. |
| (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. |
| (h) | For the three and six months ended June 30, 2024 and the three months ended March 31, 2024, reflects franchise taxes and other non-income based taxes, non-recurring legal and other litigation expenses and payments made to third-parties in connection with our IT security and personnel. For the three and six months ended June 30, 2023, the three months ended September 30, 2023 and the three months ended December 31, 2023, reflects non-recurring payments made to third-parties in connection with an expansion of our personnel, one-time payments to certain partners and franchise taxes and other non-income based taxes. |
| (i) | For the three and six months ended June 30, 2024 and 2023, the three months ended September 30, 2023, the three months ended December 31 2023 and the three months ended March 31, 2024, reflects amortization of client relationships, non-compete agreement, software, and channel relationship intangibles acquired through the business combination with Thunder Bridge, and client relationships, non-compete agreement, and software intangibles acquired through REPAY's acquisitions of TriSource Solutions, APS Payments, Ventanex, cPayPlus, CPS Payments, BillingTree, Kontrol Payables and Payix. This adjustment excludes the amortization of other intangible assets which were acquired in the regular course of business, such as capitalized internally developed software and purchased software. See additional information below for an analysis of amortization expenses: |
| Three Months Ended June 30, | Six Months Ended June 30, | |||||
| ($ in thousand) | 2024 | 2023 | 2024 | 2023 | ||
| Acquisition-related intangibles | $19,702 | $20,963 | $39,438 | $40,784 | ||
| Software | 6,856 | 4,772 | 13,569 | 10,247 | ||
| Amortization | $26,558 | $25,735 | $53,007 | $51,134 | ||
| Depreciation | 213 | 748 | 792 | 1,489 | ||
| Total Depreciation and amortization (1) | $26,771 | $26,483 | $53,799 | $52,623 | ||
| Three Months ended | ||||||||||
| (in $ thousands) | September 30, 2023 | December 31, 2023 | March 31, 2024 | |||||||
| Acquisition-related intangibles | $19,786 | $20,969 | $19,736 | |||||||
| Software | 6,391 | 3,150 | 6,713 | |||||||
| Amortization | $26,177 | $24,119 | $26,449 | |||||||
| Depreciation | 346 | 592 | 579 | |||||||
| Total Depreciation and amortization (1) | $26,523 | $24,711 | $27,028 | |||||||
| (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. |
| (j) | Represents amortization of non-cash deferred debt issuance costs. |
| (k) | Represents pro forma income tax adjustment effect associated with items adjusted above. |
| (l) | 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 and six months ended June 30, 2024 and 2023. These numbers do not include any shares issuable upon conversion of the Company’s convertible senior notes due 2026. See the reconciliation of basic weighted average shares outstanding to the non-GAAP Class A common stock outstanding on an as-converted basis for each respective period below: |
| Three Months Ended June 30, | Six Months Ended June 30, | |||||
| 2024 | 2023 | 2024 | 2023 | |||
| Weighted average shares of Class A common stock outstanding - basic | 91,821,369 | 89,170,814 | 91,519,789 | 88,894,820 | ||
| Add: Non-controlling interests | ||||||
| Weighted average Post-Merger REPAY Units exchangeable for Class A common stock | 5,844,095 | 7,625,329 | 5,844,095 | 7,744,725 | ||
| Shares of Class A common stock outstanding (on an as-converted basis) | 97,665,464 | 96,796,143 | 97,363,884 | 96,639,545 | ||
| (m) | Represents year-on-year gross profit growth that excludes incremental gross profit attributable to acquisitions and dispositions made in the applicable prior period or any subsequent period. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20240509424308/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
(404) 637-1665
khoyman@repay.com
Source: Repay Holdings Corporation
ATLANTA--(BUSINESS WIRE)--Aug. 1, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of integrated payment processing solutions, today announced that the Company will attend the Wells Fargo Annual FinTech, Information & Business Services Forum in Newport, RI on Wednesday, August 21, 2024.
Alex Cohen, EVP of Corporate Strategy & Development, and Stewart Grisante, Head of Investor Relations, will be hosting investor meetings. If you would like to request a meeting, please reach out to the Wells Fargo conference team.
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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240801137850/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
(404) 637-1665
khoyman@repay.com
Source: Repay Holdings Corporation
ATLANTA--(BUSINESS WIRE)--Jul. 25, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of integrated payment processing solutions, today announced that the Company will host a conference call to discuss second quarter 2024 financial results on Thursday, August 8, 2024 at 5:00pm ET. A press release with second quarter 2024 financial results will be issued after the market closes that same day.
The conference call will be webcast live from the Company's investor relations website at https://investors.repay.com/ under the “Events” section. The conference call can also be accessed live over the phone by dialing (877)-407-3982, or for international callers (201)-493-6780. A replay will be available two hours after the call and can be accessed by dialing (844) 512-2921 or (412) 317-6671 for international callers; the conference ID is 13747074. The replay will be available until Thursday, August 22, 2024. An archive of the webcast will be available at the same location on the website shortly after the call has concluded.
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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240725966169/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
(404) 637-1665
khoyman@repay.com
Source: Repay Holdings Corporation
Technology integration allows mortgage lenders to meet borrowers’ preferences for payment convenience
ATLANTA--(BUSINESS WIRE)--Jul. 18, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced a technology integration with ICE Mortgage Technology, a leading global provider of technology and data, that will allow mortgage servicers to accept debit card payments from borrowers. This enhancement allows mortgage servicers to provide borrowers with faster, more secure payment options, improving the overall borrower experience, lender-borrower relationships and operational efficiency.
REPAY’s integration allows borrowers to make mortgage payments via debit card throughServicing DigitalTM, ICE’s innovative, customer-centric solution designed to help servicers improve retention and more easily establish continuous customer engagement. Debit card acceptance provides a seamless, secure payment option that is more convenient than traditional paper check or wire transfer payment methods and allows funds to be immediately pulled from the borrower’s account and posted to the mortgage servicer, providing real-time payment confirmation to all parties.
Debit card acceptance capabilities expand payment options for borrowers, allowing them to make payments during month-end and grace periods, which enhances their overall ability to manage finances efficiently. This feature also improves the resolution of collection accounts by increasing the ability to promptly address them, and it reduces the need for slower and often costlier methods like wires or overnight payments. The faster processing times and immediate posting of funds into the ICE MSP® servicing system minimize the risk of late fees and improve overall borrower satisfaction. Additionally, lenders can leverage stored payment data for future transactions while ensuring compliance with the Payment Card Industry Data Security Standard (PCI DSS).
“Providing borrowers with the ability to make secure debit card payments at their convenience benefits all stakeholders by improving payment experiences and accounting processes,” said Jeffrey Osheka, SVP, Mortgage Vertical Leader at REPAY. “Our integrated payment capabilities and modern technology will help strengthen the relationships between mortgage servicers and their customers.”
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.
Investor Relations Contact for REPAY:
IR@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com
Servicing Digital allows servicers to integrate third-party products and services within the application. ICE does not own, control, nor endorse any specific industry participant or the product/service provided. Loan originators and servicers are responsible for vetting, selecting, and contracting with the providers of their choosing.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240718458198/en/
Investor Relations Contact for REPAY:
IR@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: Repay Holdings Corporation
ATLANTA--(BUSINESS WIRE)--Jul. 10, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of integrated payment processing solutions, today announced the closing of an undrawn $250 million senior secured revolving credit facility. The revolving credit facility renews and expands the Company’s prior undrawn $185 million senior secured revolving credit facility.
John Morris, Co-founder and CEO of REPAY, said, “We are pleased to successfully extend and upsize our revolving credit facility, which in addition to our recently completed convertible notes offering, is intended to provide REPAY with financial flexibility to continue focusing on profitable growth and cash generation.”
Truist Securities, Inc. acted as lead arranger, and Truist Bank will serve as the administrative agent for the revolving credit facility.
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.
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 performance and other statements identified by words such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "believe," "intend," "plan," "projection," "outlook" or words of similar meaning. 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, including, without limitation, the factors described in REPAY’s reports filed with the SEC. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.
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 we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240709459996/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: REPAY
ATLANTA--(BUSINESS WIRE)--Jul. 8, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of integrated payment processing solutions, today announced the successful closing of its offering of $287.5 million aggregate principal amount of its 2.875% convertible senior notes due 2029 (the “Convertible Notes”), which includes the exercise in full of the $27.5 million principal amount option granted to the initial purchasers of the Convertible Notes.
John Morris, Co-founder and CEO of REPAY, said, “We are pleased to successfully close this important financing for the Company, and we greatly appreciate the tremendous support from both existing and new investors. The transaction fortifies our balance sheet by addressing $220.0 million principal amount of our 2026 maturities, while providing us with financial flexibility to continue focusing on profitable growth and cash generation.”
“We designed this transaction to minimize the future dilution for our shareholders," said Tim Murphy, CFO of REPAY. "Our repurchase of approximately 3.9 million shares concurrently with the offering and our commitment to repay the principal amount of the new Convertible Notes in cash are expected to further reduce potential share dilution even beyond the $20.42 capped call strike price."
Overview of the Transaction:
- Offering Size: $287.5 million aggregate principal amount, including the full exercise of the initial purchasers' $27.5 million principal amount option
- Interest Rate: 2.875% per annum, payable semiannually, beginning on January 15, 2025
- Initial Conversion Rate: 76.8182 shares of the Company’s Class A common stock (the “common stock”) per $1,000 principal amount of Convertible Notes
- Initial Conversion Price: Approximately $13.02 per share, representing a premium of approximately 27.5% over the closing price of the common stock on July 2, 2024
- Capped Call Cap Price: Initially set at $20.42 which represents a 100% premium over the closing price of the common stock on July 2, 2024
Uses of Net Proceeds:
- Repurchase of 2026 Convertible Senior Notes: Approximately $200.0 million of the net proceeds, combined with approximately $5.1 million of cash on hand, were used to repurchase $220.0 million in aggregate principal amount of the Company’s outstanding convertible senior notes due 2026
- Capped Call Transactions: Approximately $39.2 million of the net proceeds were used to fund the cost of the capped call transactions
- Share Repurchase: Approximately $40.0 million of the net proceeds were used to repurchase approximately 3.9 million shares of the common stock
The Convertible Notes were offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The offer and sale of the Convertible Notes and any shares of common stock issuable upon conversion of the Convertible Notes have not been, and will not be, registered under the Securities Act or any other securities laws, and the notes and any such shares cannot be offered or sold absent registration or except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, the notes or any shares of common stock issuable upon conversion of the Convertible Notes, nor will there be any sale of the Convertible Notes or any such shares, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful.
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.
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 potential share dilution and other effects of the offering and the use of proceeds and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. 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, including, without limitation, the factors described in REPAY’s reports filed with the SEC. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.
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 we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240708068863/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: Repay Holdings Corporation
ATLANTA--(BUSINESS WIRE)--Jul. 2, 2024-- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”) today announced that it intends to offer, subject to market and other conditions, $260 million aggregate principal amount of its convertible senior notes due 2029 (the “Convertible Notes”).
The Company also intends to grant to the initial purchasers of the Convertible Notes an option to purchase up to an additional $27.5 million aggregate principal amount of the Convertible Notes for settlement within a 13-day period beginning on, and including, the first day on which the Convertible Notes are issued.
The Company intends to use a portion of the net proceeds from the offering to pay the cost of the capped call transactions described below and to use the remainder of the net proceeds from the offering to purchase a portion of its outstanding convertible senior notes due 2026 (the “2026 notes”) and shares of the Company’s Class A common stock (the “common stock”) as described below and for general corporate purposes.
In connection with the pricing of the Convertible Notes, the Company expects to enter into privately negotiated capped call transactions with one or more of the initial purchasers of the Convertible Notes or their respective affiliates and/or other financial institutions (the “option counterparties”). If the initial purchasers of the Convertible Notes exercise their option to purchase additional Convertible Notes, the Company expects to use a portion of the net proceeds from the sale of the additional Convertible Notes to enter into additional capped call transactions with the option counterparties.
The Convertible Notes will be senior unsecured obligations of the Company, and will accrue interest payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2025. The Convertible Notes will mature on July 15, 2029, unless earlier repurchased, redeemed or converted. Prior to April 15, 2029, the Convertible Notes will be convertible only upon satisfaction of certain conditions and during certain periods, and thereafter, the Convertible Notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.
The Convertible Notes will be convertible, on the terms set forth in the indenture governing the Convertible Notes, into cash up to the aggregate principal amount of the Convertible Notes to be converted and cash, shares of the common stock or a combination of cash and shares of the common stock, at the Company’s election, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the Convertible Notes being converted.
The Company may not redeem the Convertible Notes prior to July 20, 2027. The Company may redeem for cash all or any portion of the Convertible Notes, at its option, on or after July 20, 2027, if certain liquidity conditions are satisfied and if the last reported sale price of the common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.
The capped call transactions are expected generally to reduce potential dilution to the common stock upon conversion of any Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Convertible Notes, as the case may be, with such reduction and/or offset subject to a cap.
In connection with establishing their initial hedges of the capped call transactions, the Company expects the option counterparties or their respective affiliates to purchase shares of the common stock and/or enter into various derivative transactions with respect to the common stock concurrently with or shortly after the pricing of the Convertible Notes. This activity could increase (or reduce the size of any decrease in) the market price of the common stock or the Convertible Notes at that time. In addition, the option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to the common stock and/or purchasing or selling shares of the common stock or other securities of the Company in secondary market transactions following the pricing of the Convertible Notes and prior to the maturity of the Convertible Notes (and are likely to do so on each exercise date for the capped call transactions or following any termination of any portion of the capped call transactions in connection with any repurchase, redemption or early conversion of the Convertible Notes). This activity could also cause or avoid an increase or decrease in the market price of the common stock or the Convertible Notes, which could affect holders of the Convertible Notes’ ability to convert the Convertible Notes and, to the extent the activity occurs following conversion of the Convertible Notes or during any observation period related to a conversion of the Convertible Notes, it could affect the amount and value of the consideration that holders of the Convertible Notes will receive upon conversion of such Convertible Notes.
Contemporaneously with the pricing of the Convertible Notes, the Company expects to enter into one or more separate and individually negotiated transactions with one or more holders of the 2026 notes to use a portion of the net proceeds of the offering to repurchase a portion of the 2026 notes on terms to be negotiated with each holder of the 2026 notes. The terms of each note repurchase are anticipated to be individually negotiated with each holder of the 2026 notes and will depend on several factors, including the market price of the common stock and the trading price of the 2026 notes at the time of each such note repurchase. No assurance can be given as to how much, if any, of these 2026 notes will be repurchased or the terms on which they will be repurchased. The Company may also repurchase outstanding 2026 notes following completion of the offering. The Company is negotiating these repurchases through one of the initial purchasers or its affiliate, for which such initial purchaser or affiliate may receive a customary commission.
The Company expects that holders of the 2026 notes that sell their 2026 notes to it in any note repurchase transaction may enter into or unwind various derivatives with respect to the common stock and/or purchase or sell shares of the common stock in the market to hedge their exposure in connection with these transactions. In particular, the Company expects that many holders of the 2026 notes employ a convertible arbitrage strategy with respect to the 2026 notes and have a short position with respect to the common stock that they would close, through purchases of shares of the common stock and/or the entry into or unwind of economically equivalent derivatives transactions with respect to the common stock, in connection with the Company’s repurchase of their 2026 notes for cash. This activity could increase (or reduce the size of any decrease in) the market price of the common stock or the Convertible Notes at that time and could result in a higher effective conversion price for the Convertible Notes.
In addition, the Company intends to use a portion of the net proceeds from the offering to repurchase shares of the common stock. The Company expects to repurchase such shares from purchasers of the Convertible Notes in privately negotiated transactions effected with or through one of the initial purchasers or its affiliate concurrently with the pricing of the Convertible Notes, and the Company expects the purchase price per share of the common stock repurchased in such transactions to equal the closing price per share of the common stock on the date the offering of the Convertible Notes is priced. The Company is negotiating these repurchases through one of the initial purchasers or its affiliate, for which such initial purchaser or affiliate may receive a customary commission. These repurchases could increase, or prevent a decrease in, the market price of the common stock or the Convertible Notes, which could result in a higher effective conversion price for the Convertible Notes.
The Convertible Notes and any shares of common stock issuable upon conversion of the Convertible Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act and any applicable state securities laws. The Convertible Notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, nor shall there be any sale of the Convertible Notes or common stock in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
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.
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 the timing and terms of the offering and the proposed use of proceeds and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. 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, including, without limitation, the factors described in REPAY’s reports filed with the SEC. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.
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 we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240702718373/en/
Investor Relations Contact for REPAY:
ir@repay.com
Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com
Source: Repay Holdings Corporation