REPAY Provides Accounts Payable Automation to Atlanta’s Shepherd Center

REPAY’s technology will enable Shepherd Center to improve operational efficiencies and create a better experience for internal AP teams and hospital vendors

ATLANTA–(BUSINESS WIRE)–Nov. 15, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically integrated payment solutions, today announced that Shepherd Center, an Atlanta-based private, not-for-profit hospital, will implement REPAY’s accounts payable (AP) automation and vendor payment solution.

The solution will provide Shepherd Center with access to a robust payments platform that automates and simplifies vendor payments. Through REPAY’s technology and comprehensive vendor enrollment program, Shepherd Center will be able to improve operational efficiencies, save valuable time, earn rebates through virtual card payments, and create a better overall experience for its internal AP teams and the many vendors and suppliers who partner with Shepherd Center.

REPAY’s AP platform streamlines outbound vendor payments, integrating directly to clients’ existing accounting systems and enabling businesses to digitize and optimize vendor payments to reduce the costs and resources associated with manual, paper-based AP processes.

“Our mission is to help businesses across sectors embrace digital payments and make the payment experience more convenient for their employees and their suppliers,” said Darin Horrocks, EVP, B2B, at REPAY. “By automating the AP process, the team at Shepherd Center can put more resources toward patient care and will no longer need to rely on legacy systems and paper checks to power AP operations.”

“We are thrilled to be working with the team at REPAY to improve operational workflows and streamline payments to our vendors and suppliers. REPAY’s reputation of providing digital payments to other organizations in the healthcare industry made this an easy decision, and we’re looking forward to working together,” said John McDaniel, Director of Finance at Shepherd Center.

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 Shepherd Center

Shepherd Center, located in Atlanta, Georgia, is a private, not-for-profit hospital specializing in medical treatment, research and rehabilitation for people with spinal cord injury, brain injury, multiple sclerosis, spine and chronic pain, and other neuromuscular conditions. Founded in 1975, Shepherd Center is ranked by U.S. News & World Report among the top 10 rehabilitation hospitals in the nation. In its more than four decades, Shepherd Center has grown from a six-bed rehabilitation unit to a world-renowned, 152-bed hospital that treats more than 740 inpatients, nearly 280 day program patients and more than 7,100 outpatients each year in more than 46,000 visits.

Investor Relations Contact for REPAY:
repayIR@icrinc.com

Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY Reports Third Quarter 2022 Financial Results

Q3 2022 Gross Profit Growth of 20% Year-over-Year with Continued Solid Margins

Reaffirms Full Year 2022 Guidance

ATLANTA–(BUSINESS WIRE)–Nov. 9, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of vertically-integrated payment solutions, today reported financial results for its third quarter ended September 30, 2022.

 

“REPAY delivered strong results in the third quarter across both the top and bottom lines, with accelerated growth and expanding margins,” said John Morris, CEO of REPAY. “We remain encouraged by our addressable market opportunity, as the B2B and Consumer payment verticals we target represent over $5 trillion of combined annual payment volume. We also remain very encouraged by the continued tailwinds in our business, including the ongoing secular trends away from cash and check towards digital, embedded payments. We believe those opportunities – along with our unique offering, technology platform, and our exceptional team – position us well for long term, sustainable growth.”

Third 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.

  • 15% year-over-year organic gross profit growth1
  • B2B AP/AR volumes grew approximately 30% year-over-year and represented 20%+ of total volume in the third quarter
  • Added six new integrated software partners to bring the total to 236 ISVs as of the end of the third quarter
  • Expanded AP supplier network to 147,000, an increase of 40% year-over-year
  • Increased instant funding volume by 50% versus the same period last 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.

2022 Outlook

REPAY reiterates its previously provided guidance for full year 2022, as shown below.

Full Year 2022 Outlook

Card Payment Volume

$25.0 – 26.3 billion

Revenue

$268 – 286 million

Gross Profit

$204 – 216 million

Adjusted EBITDA

$118 – 126 million

REPAY does not provide quantitative reconciliation of forward-looking, non-GAAP financial measures, such as forecasted 2022 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 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 third quarter 2022 financial results today, November 9, 2022 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 13732595. 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 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 and nine months ended September 30, 2022 and 2021 (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 made in the applicable prior period or any subsequent period. Adjusted Free Cash Flow is a non-GAAP financial measure that represents net cash flow provided by operating activities less total capital expenditures, as adjusted to add back certain charges deemed to not be part of normal operating expenses and/or non-recurring charges, such as transaction expenses, restructuring and other strategic initiative costs and other non-recurring charges. REPAY believes that Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per share, organic gross profit growth and Adjusted Free Cash Flow provide useful information to investors and others in understanding and evaluating its operating results in the same manner as management. However, Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per share, organic gross profit growth and Adjusted Free Cash Flow 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 Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per share, organic gross profit growth, Adjusted Free Cash Flow, 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 Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per share, organic gross profit growth, and Adjusted Free Cash Flow 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 2022 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, 2021, 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 inflationary pressures, general economic slowdown or recession; the impacts of the ongoing COVID-19 pandemic, including the continued emergence of new variants, and the actions taken to control or mitigate its spread; a delay or failure to integrate and/or realize the benefits of the Company’s recent acquisitions; 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 September 30,

Nine Months ended September 30,

(in $ thousands)

2022

2021

2022

2021

Revenue

$

71,555

$

61,125

$

206,554

$

157,058

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

16,634

15,288

49,930

40,483

Selling, general and administrative

36,032

33,696

107,379

86,632

Depreciation and amortization

24,662

25,907

82,442

63,379

Change in fair value of contingent consideration

(340

)

(1,550

)

(4,290

)

(101

)

Total operating expenses

$

76,988

$

73,341

$

235,461

$

190,393

Loss from operations

$

(5,433

)

$

(12,216

)

$

(28,907

)

$

(33,335

)

Interest expense

(1,130

)

(764

)

(3,170

)

(2,764

)

Loss on extinguishment of debt

(5,941

)

Change in fair value of tax receivable liability

11,411

3,411

55,481

99

Other income

54

19

70

81

Other loss

(4

)

(19

)

(154

)

(9,099

)

Total other income (expense)

10,331

2,647

52,227

(17,624

)

Income (loss) before income tax (expense) benefit

4,898

(9,569

)

23,320

(50,959

)

Income tax (expense) benefit

474

2,261

(6,414

)

12,320

Net income (loss)

$

5,372

$

(7,308

)

$

16,906

$

(38,639

)

Net loss attributable to non-controlling interest

(473

)

(1,042

)

(2,602

)

(4,310

)

Net income (loss) attributable to the Company

$

5,845

$

(6,266

)

$

19,508

$

(34,329

)

Weighted-average shares of Class A common stock outstanding – basic

88,735,518

88,273,194

88,749,417

81,595,128

Weighted-average shares of Class A common stock outstanding – diluted

110,114,054

88,273,194

110,789,646

81,595,128

Income (loss) per Class A share – basic

$

0.07

$

(0.07

)

$

0.22

$

(0.42

)

Income (loss) per Class A share – diluted

$

0.05

$

(0.07

)

$

0.18

$

(0.42

)

Condensed Consolidated Balance Sheets

(in $ thousands)

September 30,
2022
(Unaudited)

December 31,
2021

Assets

Cash and cash equivalents

$

63,547

$

50,049

Accounts receivable

34,485

33,236

Prepaid expenses and other

15,483

12,427

Total current assets

113,515

95,712

Property, plant and equipment, net

4,703

3,801

Restricted cash

23,179

26,291

Intangible assets, net

523,148

577,694

Goodwill

827,802

824,082

Operating lease right-of-use assets, net

10,775

10,500

Deferred tax assets

134,275

145,260

Other assets

2,500

2,500

Total noncurrent assets

1,526,382

1,590,128

Total assets

$

1,639,897

$

1,685,840

Liabilities

Accounts payable

$

23,251

$

20,083

Related party payable

100

17,394

Accrued expenses

24,715

26,819

Current operating lease liabilities

2,307

1,990

Current tax receivable agreement

24,454

24,496

Other current liabilities

4

1,566

Total current liabilities

74,831

92,348

Long-term debt

450,608

448,485

Noncurrent operating lease liabilities

9,169

9,091

Tax receivable agreement, net of current portion

166,047

221,333

Other liabilities

4,335

1,547

Total noncurrent liabilities

630,159

680,456

Total liabilities

$

704,990

$

772,804

Commitments and contingencies

Stockholders’ equity

Class A common stock, $0.0001 par value; 2,000,000,000 shares authorized, 89,078,338 issued and 88,397,790 outstanding as of September 30, 2022; 2,000,000,000 shares authorized, and 88,502,621 issued and outstanding as of December 31, 2021

9

9

Class V common stock, $0.0001 par value; 1,000 shares authorized and 100 shares issued and outstanding as of September 30, 2022 and December 31, 2021

Additional paid-in capital

1,112,546

1,100,012

Treasury stock, 680,548 and 0 shares as of September 30, 2022 and December 31, 2021, respectively

(6,824

)

Accumulated other comprehensive loss

(2

)

(2

)

Accumulated deficit

(206,508

)

(226,016

)

Total Repay stockholders’ equity

$

899,221

$

874,003

Non-controlling interests

35,686

39,033

Total equity

934,907

913,036

Total liabilities and equity

$

1,639,897

$

1,685,840

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Nine Months Ended September 30,

(in $ thousands)

2022

2021

Cash flows from operating activities

Net income (loss)

$

16,906

$

(38,639

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization

82,442

63,379

Stock based compensation

14,265

16,229

Amortization of debt issuance costs

2,123

1,860

Loss on disposal of property and equipment

57

19

Loss on termination of lease

96

Loss on extinguishment of debt

5,941

Loss on sale of interest rate swaps

9,317

Fair value change in tax receivable agreement liability

(55,481

)

(99

)

Fair value change in contingent consideration

(4,290

)

(101

)

Payment of contingent consideration liability in excess of acquisition-date fair value

(8,896

)

(1,500

)

Deferred tax expense

6,414

(12,320

)

Change in accounts receivable

(246

)

(5,508

)

Change in prepaid expenses and other

(3,055

)

(1,539

)

Change in operating lease ROU assets

(275

)

1,488

Change in accounts payable

3,168

2,664

Change in related party payable

(257

)

1,317

Change in accrued expenses and other

(2,200

)

(2,465

)

Change in operating lease liabilities

394

(820

)

Change in other liabilities

1,227

(7,740

)

Net cash provided by operating activities

52,392

31,483

Cash flows from investing activities

Purchases of property and equipment

(2,623

)

(1,928

)

Purchases of intangible assets

(26,232

)

(14,900

)

Purchase 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

(269,826

)

Acquisition of Kontrol, net of cash and restricted cash acquired

(7,471

)

Net cash used in investing activities

(28,855

)

(296,614

)

Cash flows from financing activities

Issuance of long-term debt

440,000

Payments on long-term debt

(262,654

)

Public issuance of Class A Common Stock

142,098

Shares repurchased under Incentive Plan and ESPP

(1,981

)

(2,976

)

Treasury shares repurchased

(6,831

)

Distributions to Members

(488

)

(62

)

Payment of loan costs

(13,248

)

Payment of contingent consideration liability up to acquisition-date fair value

(3,851

)

(7,449

)

Net cash (used in) provided by financing activities

(13,151

)

295,709

Increase in cash, cash equivalents and restricted cash

10,386

30,578

Cash, cash equivalents and restricted cash at beginning of period

$

76,340

$

106,505

Cash, cash equivalents and restricted cash at end of period

$

86,726

$

137,083

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash paid during the year for:

Interest

$

1,047

$

903

SUPPLEMENTAL SCHEDULE OF NONCASH

INVESTING AND FINANCING ACTIVITIES

Acquisition of Kontrol in exchange for contingent consideration

$

$

500

Key Operating and Non-GAAP Financial Data

Unless otherwise stated, all results compare three and nine month 2022 results to three and nine month 2021 results from continuing operations for the periods ended September 30, respectively.

The following tables and related notes reconcile these non-GAAP measures to GAAP information for the three and nine months ended September 30, 2022 and 2021:

Three Months ended
September 30,

Nine Months ended
September 30,

(in $ thousands)

2022

2021

% Change

2022

2021

% Change

Card payment volume

$

6,416,827

$

5,574,656

15

%

$

19,027,031

$

14,812,161

28

%

Gross profit (1)

54,921

45,837

20

%

156,624

116,575

34

%

Adjusted EBITDA (2)

31,717

24,490

30

%

88,683

65,354

36

%

(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.

Reconciliation of GAAP Net Income to Non-GAAP Adjusted EBITDA

For the Three Months Ended September 30, 2022 and 2021

(Unaudited)

Three Months ended September 30,

(in $ thousands)

2022

2021

Revenue

$

71,555

$

61,125

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

16,634

$

15,288

Selling, general and administrative

36,032

33,696

Depreciation and amortization

24,662

25,907

Change in fair value of contingent consideration

(340

)

(1,550

)

Total operating expenses

$

76,988

$

73,341

Loss from operations

$

(5,433

)

$

(12,216

)

Interest expense

(1,130

)

(764

)

Change in fair value of tax receivable liability

11,411

3,411

Other income

54

19

Other loss

(4

)

(19

)

Total other income (expense)

10,331

2,647

Income (loss) before income tax (expense) benefit

4,898

(9,569

)

Income tax (expense) benefit

474

2,261

Net income (loss)

$

5,372

$

(7,308

)

Add:

Interest expense

1,130

764

Depreciation and amortization (a)

24,662

25,907

Income tax expense (benefit)

(474

)

(2,261

)

EBITDA

$

30,690

$

17,102

Non-cash change in fair value of contingent consideration (b)

(340

)

(1,550

)

Non-cash change in fair value of assets and liabilities (c)

(11,411

)

(3,411

)

Share-based compensation expense (d)

5,250

5,573

Transaction expenses (e)

4,117

4,425

Restructuring and other strategic initiative costs (f)

1,484

1,362

Other non-recurring charges (g)

1,927

989

Adjusted EBITDA

$

31,717

$

24,490

Reconciliation of GAAP Net Income to Non-GAAP Adjusted EBITDA

For the Nine Months Ended September 30, 2022 and 2021

(Unaudited)

Nine Months ended September 30,

(in $ thousands)

2022

2021

Revenue

$

206,554

$

157,058

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

49,930

$

40,483

Selling, general and administrative

107,379

86,632

Depreciation and amortization

82,442

63,379

Change in fair value of contingent consideration

(4,290

)

(101

)

Total operating expenses

$

235,461

$

190,393

Loss from operations

$

(28,907

)

$

(33,335

)

Interest expense

(3,170

)

(2,764

)

Loss on extinguishment of debt

(5,941

)

Change in fair value of tax receivable liability

55,481

99

Other income

70

81

Other loss

(154

)

(9,099

)

Total other income (expense)

52,227

(17,624

)

Income (loss) before income tax (expense) benefit

23,320

(50,959

)

Income tax (expense) benefit

(6,414

)

12,320

Net income (loss)

$

16,906

$

(38,639

)

Add:

Interest expense

3,170

2,764

Depreciation and amortization (a)

82,442

63,379

Income tax expense (benefit)

6,414

(12,320

)

EBITDA

$

108,932

$

15,184

Loss on extinguishment of debt (h)

5,941

Loss on termination of interest rate hedge (i)

9,080

Non-cash change in fair value of contingent consideration (b)

(4,290

)

(101

)

Non-cash change in fair value of assets and liabilities (c)

(55,481

)

(99

)

Share-based compensation expense (d)

14,542

16,229

Transaction expenses (e)

16,116

13,743

Restructuring and other strategic initiative costs (f)

4,165

2,935

Other non-recurring charges (g)

4,699

2,442

Adjusted EBITDA

$

88,683

$

65,354

Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income

For the Three Months Ended September 30, 2022 and 2021

(Unaudited)

Three Months ended September 30,

(in $ thousands)

2022

2021

Revenue

$

71,555

$

61,125

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

16,634

$

15,288

Selling, general and administrative

36,032

33,696

Depreciation and amortization

24,662

25,907

Change in fair value of contingent consideration

(340

)

(1,550

)

Total operating expenses

$

76,988

$

73,341

Loss from operations

$

(5,433

)

$

(12,216

)

Interest expense

(1,130

)

(764

)

Change in fair value of tax receivable liability

11,411

3,411

Other income

54

19

Other loss

(4

)

(19

)

Total other income (expense)

10,331

2,647

Income (loss) before income tax (expense) benefit

4,898

(9,569

)

Income tax (expense) benefit

474

2,261

Net income (loss)

$

5,372

$

(7,308

)

Add:

Amortization of acquisition-related intangibles (j)

20,847

23,449

Non-cash change in fair value of contingent consideration (b)

(340

)

(1,550

)

Non-cash change in fair value of assets and liabilities (c)

(11,411

)

(3,411

)

Share-based compensation expense (d)

5,250

5,573

Transaction expenses (e)

4,117

4,425

Restructuring and other strategic initiative costs (f)

1,484

1,362

Other non-recurring charges (g)

1,927

989

Non-cash interest expense (k)

712

662

Pro forma taxes at effective rate (l)

(5,152

)

(7,048

)

Adjusted Net Income

$

22,806

$

17,143

Shares of Class A common stock outstanding (on an as-converted basis) (m)

96,618,566

92,581,752

Adjusted Net Income per share

$

0.24

$

0.19

Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income

For the Nine Months Ended September 30, 2022 and 2021

(Unaudited)

Nine Months ended September 30,

(in $ thousands)

2022

2021

Revenue

$

206,554

$

157,058

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

49,930

$

40,483

Selling, general and administrative

107,379

86,632

Depreciation and amortization

82,442

63,379

Change in fair value of contingent consideration

(4,290

)

(101

)

Total operating expenses

$

235,461

$

190,393

Loss from operations

$

(28,907

)

$

(33,335

)

Interest expense

(3,170

)

(2,764

)

Loss on extinguishment of debt

(5,941

)

Change in fair value of tax receivable liability

55,481

99

Other income

70

81

Other loss

(154

)

(9,099

)

Total other income (expense)

52,227

(17,624

)

Income (loss) before income tax (expense) benefit

23,320

(50,959

)

Income tax (expense) benefit

(6,414

)

12,320

Net income (loss)

$

16,906

$

(38,639

)

Add:

Amortization of acquisition-related intangibles(j)

69,924

56,758

Loss on extinguishment of debt (h)

5,941

Loss on termination of interest rate hedge (i)

9,080

Non-cash change in fair value of contingent consideration (b)

(4,290

)

(101

)

Non-cash change in fair value of assets and liabilities (c)

(55,481

)

(99

)

Share-based compensation expense (d)

14,542

16,229

Transaction expenses (e)

16,116

13,743

Restructuring and other strategic initiative costs (f)

4,165

2,935

Other non-recurring charges (g)

4,699

2,442

Non-cash interest expense (k)

2,123

1,860

Pro forma taxes at effective rate (l)

(10,714

)

(23,600

)

Adjusted Net Income

$

57,990

$

46,549

Shares of Class A common stock outstanding (on an as-converted basis) (m)

96,646,974

89,548,106

Adjusted Net Income per share

$

0.60

$

0.52

Reconciliation of Operating Cash Flow to Free Cash Flow and Adjusted Free Cash Flow

For the Three and Nine Months Ended September 30, 2022 and 2021

(Unaudited)

Three Months ended
September 30,

Nine Months ended
September 30,

(in $ thousands)

2022

2021

2022

2021

Net cash provided by operating activities

$

19,409

$

14,615

$

52,392

$

31,482

Capital expenditures

Cash paid for property and equipment

(799

)

(943

)

(2,623

)

(1,928

)

Cash paid for intangible assets (n)

(8,657

)

(5,162

)

(23,482

)

(14,900

)

Total capital expenditures

(9,456

)

(6,105

)

(26,105

)

(16,828

)

Free cash flow

$

9,953

$

8,510

$

26,287

$

14,654

Adjustments

Transaction expenses (e)

4,117

4,425

16,116

13,743

Restructuring and other strategic initiative costs (f)

1,484

1,362

4,165

2,935

Other non-recurring charges (g)

1,927

989

4,699

2,442

Adjusted free cash flow

$

17,481

$

15,286

$

51,267

$

33,774

Reconciliation of Gross Profit Growth to Organic Gross Profit Growth

For the Year-over-Year Change Between the Three Months Ended September 30, 2022 and 2021

(Unaudited)

Q3 YoY Change

Total gross profit growth

20

%

Less: growth from acquisitions

5

%

Organic gross profit growth (o)

15

%

(a)

See footnote (j) 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)

Reflects the changes in management’s estimates of the fair value of the liability relating to the Tax Receivable Agreement.

(d)

Represents compensation expense associated with equity compensation plans, totaling $5.3 million and $14.5 million for the three and nine months ended September 30, 2022, respectively, and totaling $5.6 million and $16.2 million for the three and nine months ended September 30, 2021, respectively.

(e)

Primarily consists of (i) during the three and nine months ended September 30, 2022, professional service fees and other costs incurred in connection with the acquisitions of BillingTree, Kontrol Payables and Payix, and (ii) during the three and nine months ended September 30, 2021, professional service fees and other costs incurred in connection with the acquisition of Ventanex, cPayPlus, CPS, BillingTree and Kontrol Payables, as well as professional service expenses related to the January 2021 equity and convertible notes offerings.

(f)

Reflects 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 and nine months ended September 30, 2022 and 2021.

(g)

For the three and nine months ended September 30, 2022 and 2021, reflects payments made to third-party recruiters in connection with a significant expansion of our personnel, franchise taxes and other non-income based taxes, extraordinary refunds to clients and other payments related to COVID-19, and non-cash rent expense. Additionally, for the three and nine months ended September 30, 2022, reflects loss on termination of lease and loss on disposal of fixed assets.

(h)

Reflects write-offs of debt issuance costs relating to Hawk Parent’s term loans.

(i)

Reflects realized loss of REPAY’s interest rate hedging arrangement which terminated in conjunction with the repayment of Hawk Parent’s term loans.

(j)

For the three and nine months ended September 30, 2022, 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. For the three and nine months ended September 30, 2021 reflects amortization of client relationships, non-compete agreement, software, and channel relationship intangibles acquired through the business combination, and client relationships, non-compete agreement, and software intangibles acquired through REPAY’s acquisitions of TriSource Solutions, APS Payments, Ventanex, cPayPlus, CPS, BillingTree, and Kontrol Payables. 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
September 30,

Nine Months ended
September 30,

(in $ thousands)

2022

2021

2022

2021

Acquisition-related intangibles

$

20,847

$

23,449

$

69,924

$

56,758

Software

3,209

2,169

10,855

5,749

Amortization

$

24,056

$

25,618

$

80,779

$

62,507

Depreciation

606

289

1,663

872

Total Depreciation and amortization (1)

$

24,662

$

25,907

$

82,442

$

63,379

(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.

(k)

Represents amortization of non-cash deferred debt issuance costs.

(l)

Represents pro forma income tax adjustment effect associated with items adjusted above.

(m)

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 nine months ended September 30, 2022 and 2021. 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
September 30,

Nine Months ended
September 30,

2022

2021

2022

2021

Weighted average shares of Class A common stock outstanding – basic

88,735,518

88,273,194

88,749,417

81,595,128

Add: Non-controlling interests
Weighted average Post-Merger Repay Units exchangeable for Class A common stock

7,883,048

4,308,558

7,897,557

7,952,978

Shares of Class A common stock outstanding (on an as-converted basis)

96,618,566

92,581,752

96,646,974

89,548,106

(n)

Excludes acquisition costs that are capitalized as channel relationships.

(o)

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.

 

Investor Relations Contact for REPAY:
repayIR@icrinc.com

Media Relations Contact for REPAY:
Kristen Hoyman
(404) 637-1665
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY to Attend Upcoming Investor Conferences

ATLANTA–(BUSINESS WIRE)–Nov. 4, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or “the Company”), a leading provider of vertically-integrated payment solutions, today announced that the Company will participate in the following upcoming investor conferences:

  • On Tuesday, November 15, 2022, John Morris, CEO and Tim Murphy, CFO will participate in a fireside chat at the Citi 2022 Global FinTech Conference in New York, NY. The discussion will begin at 1:15pm ET.
  • On Wednesday, November 16, 2022, John Morris, CEO and Tim Murphy, CFO will participate in a fireside chat at the Stephens Annual Investment Conference in Nashville, TN. The discussion will begin at 3:00pm CT (4:00pm ET).
  • On Wednesday, November 30, 2022, John Morris, CEO and Tim Murphy, CFO will participate in a fireside chat at the Credit Suisse 26th Annual Technology Conference in Scottsdale, AZ. The discussion will begin at 1:00pm MT (3:00pm ET).

The discussions 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.

Investor Relations for REPAY:
repayIR@icrinc.com

Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY to Announce Third Quarter 2022 Results on November 9, 2022

ATLANTA–(BUSINESS WIRE)–Oct. 31, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of vertically-integrated payment solutions, today announced that the Company will host a conference call to discuss third quarter 2022 financial results on Wednesday, November 9, 2022 at 5:00pm ET. Hosting the call will be John Morris, CEO, and Tim Murphy, CFO. A press release with third quarter 2022 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 13732595. The replay will be available until Wednesday, November 16, 2022. 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.

Investor Relations for REPAY:
repayIR@icrinc.com

Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

SpendMend Selects REPAY to be Exclusive Provider of Accounts Payable Technology

REPAY will be the exclusive accounts payable solution for SpendMend’s clients across the healthcare sector

ATLANTA–(BUSINESS WIRE)–Oct. 20, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced an exclusive referral partnership with SpendMend, a leading provider of solutions to optimize the cost-cycle for the healthcare industry.

REPAY will provide SpendMend’s clients with advanced automation capabilities for accounts payable disbursements, enabling healthcare providers and hospitals to streamline their internal operations and benefit from a greater degree of control and transparency over money movement in their organization. REPAY’s AP offering eliminates the need for paper-intensive processes and provides virtual card rebates, maximizing efficiency and minimizing both cost and security concerns.

SpendMend supports cost savings initiatives for hospitals and healthcare systems through the delivery of innovative cost-cycle solutions, insightful transaction analysis, and improved visibility into unseen client data. The company’s mission is to help hospitals improve patient care by leveraging the value created by their solutions.

“As we continue to enhance our footprint in the healthcare industry, working with SpendMend and their roster of hospital clients is an extremely exciting opportunity,” said Darin Horrocks, EVP Business Payments, REPAY. “We look forward to delivering exceptional service and advanced solutions that prioritize secure, seamless supplier and vendor payments for hospitals across the country.”

“The team at REPAY has established a strong reputation for understanding and simplifying the payment processes within the healthcare industry,” said Brett Stuebinger, Senior Vice President, Client Value & Innovation at SpendMend. “We are eager to extend the value of their payment automation solutions to our client population and help hospitals reduce costs while streamlining the overall payment process.”

About SpendMend
SpendMend is a leading provider of tech-enabled, cost-savings solutions in the healthcare industry. Combining the use of data, proprietary technology, and rigorous analytics with its healthcare focus and expertise, SpendMend partners with healthcare networks to expose the dark data to improve and optimize their costs in meaningful and collaborative ways. SpendMend’s mission is to help its clients improve their patient care through innovative cost-savings solutions.

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 for REPAY:
repayIR@icrinc.com

Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY Hires Erik Skinner as Senior Vice President of the Mortgage Vertical

With extensive experience in the mortgage servicing industry, Skinner brings a wealth of knowledge in developing exceptional customer experiences

ATLANTA–(BUSINESS WIRE)–Sep. 13, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced the addition of Erik Skinner as Senior Vice President, Mortgage Vertical Executive. In his new role, Skinner will focus on enhancing REPAY’s mortgage offerings through business development opportunities and strategic product development.

Throughout his career, Skinner has worked in a number of roles across the mortgage servicing industry, arming him with expert knowledge of all parts of the sector. Prior to joining REPAY, Skinner served as Senior Vice President, Servicing Product Strategy Director, at Black Knight, Inc., where he was responsible for MSP and back-office customer experience modernization. Before Black Knight, Skinner served as Senior Vice President of Performing Mortgage Servicing at Fifth Third Bank, after serving as Vice President of Customer Advocacy at PHH. Skinner also served in various roles at ING DIRECT and Capital One, including Head of Loan Processing, Head of Loss Mitigation, Head of Customer Experience, and Regional Head of Default Servicing. Additionally, as the founder of Skyfire Advisory, Skinner worked with several leading mortgage servicing providers to better understand the impact of the pandemic and how in-house servicing could provide an enhanced customer experience.

“Erik joins us with vast experience working in the mortgage servicing industry throughout different times in the market,” said Mike Jackson, COO, REPAY. “With Skinner’s deep knowledge of the space and his unique product perspective, along with our client-centric approach to developing solutions and delivering results, we’re excited to have our mortgage servicing business enter new heights.”

“As the mortgage servicing industry continues the digital transformation to drive a more frictionless consumer experience, REPAY is uniquely positioned with the financial technology solutions to deliver and support a superior payment experience,” said Erik Skinner. “It’s an exciting time to be in both the payments and mortgage servicing industries, as customers and regulators are demanding greater transparency, increased functionality and enhanced omni-channel capabilities for mortgage payments. I’m looking forward to collaborating with the team to drive growth and strengthen REPAY’s offerings within the mortgage vertical.”

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 REPAY’s plans, objectives, expectations and intentions with respect to market and growth opportunities, future operations, products and services. 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 U.S. Securities and Exchange Commission. 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.

Investor Relations for REPAY:
repayIR@icrinc.com

Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY to Power Digital Payments for Jones Healthcare Group

Canadian healthcare packaging company to leverage REPAY’s payment acceptance and accounts receivable solutions in Canada and U.S.

ATLANTA–(BUSINESS WIRE)–Sep. 8, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced Jones Healthcare Group, a market leader in advanced packaging and medication dispensing solutions, has selected REPAY to modernize the Canadian company’s payment experience, initially focusing on payment acceptance capabilities.

A leader in healthcare packaging manufacturing and distribution since 1882, Jones Healthcare Group plans to update its legacy payments architecture with REPAY to create a one-stop-shop payment ecosystem, enabling its pharmacy customers to self-serve and pay invoices online. Once the transactions are completed, the data will automatically update within Jones Healthcare Group’s ERP software, creating operational efficiencies and improving the payment experience for both their customers and staff.

“We’re very excited to partner with Jones Healthcare Group to enhance their payment experience to help them better serve their customers and continue to grow,” said Susan Perlmutter, Chief Revenue Officer of REPAY. “Jones Healthcare Group is a highly regarded brand, and we look forward to a long and successful relationship.”

“By partnering with REPAY, we will be able to offer the modern payment solutions we need to provide the level of service and experience we’ve been known for since 1882,” said Scott Thibodeau, Vice President – Market Growth. “REPAY’s integrated solutions offer our customers a new payment option that’s fast, smooth and secure, while positioning our business for growth.”

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 Jones Healthcare Group

Jones Healthcare Group is a world-class provider of progressive packaging and medication dispensing solutions. For over a century the company’s partnerships, knowledge and expertise across healthcare sectors have provided insights and opportunities for clients in response to evolving market needs.

Jones has been a long-time, trusted partner to some of the most recognized global pharmaceutical and wellness brands and the largest pharmacy groups across the world. The company’s full-service and integrated offering includes graphic and CAD design, print and conversion for folding cartons, pressure sensitive labels and smart packaging, blistering, bottling, pouching, convenience vial filling and secondary packaging services, as well as a range of medication dispensing and delivery products.

From packaging that protects and informs, to new platforms that improve consumer outcomes and sustainability – Jones Healthcare Group is packaging the future of healthcare. For more information, please visit www.joneshealthcaregroup.com.

Investor Relations Contact for REPAY:
repayIR@icrinc.com

Media Relations Contact for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY Expands Integrated B2B Payment Offerings with Sage

REPAY’s payment platform functionality is now integrated with Sage Intacct cloud financial management software to facilitate faster, more convenient invoice payments

ATLANTA–(BUSINESS WIRE)–Aug. 16, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced a technology integration with Sage Intacct, enabling small to midsize businesses to accept payments and further automate their accounts receivable processes. This adds to REPAY’s existing integrations with the Sage 100, Sage 300 and Sage X3 solutions.

The Sage Intacct cloud financial management system delivers deep accounting capabilities, across multiple industries, designed with a single aim—to accelerate customer success. Through the integration, REPAY’s payment solution will strive to expand the platform’s full financial management potential, offering a simple and secure way to accept payments. Sage Intacct users can accept payments from customers by ACH or credit card within Sage Intacct on Order Entry Sales Orders, Order Entry Sales Invoices or AR Invoices.

“Expanding our integration with Sage is a clear indication of our commitment to providing top quality solutions for a variety of B2B transactions across several sectors, while continuing to service our clients with a high-degree of customer care,” says Darin Horrocks, EVP, B2B, REPAY. “We’re thrilled to continue our partnership with Sage and remain committed to helping businesses streamline their workflows, improve operational efficiencies, and automate their accounts receivable processes.”

The integration with Sage Intacct is available at no cost to current users, and merchants can easily tokenize credit card data via REPAY’s proprietary technology, including a PCI DSS compliant gateway with secure data encryption and powerful reporting tools for reconciliation. Merchants utilizing the integration will benefit from Level 3 data and processing rates for B2B transactions, offering greater payment control and saving businesses valuable time and money.

REPAY is now featured in the Sage Intacct Marketplace. Learn how REPAY helps Sage Intacct users get paid faster with an integrated payment solution.

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 for REPAY:
repayIR@icrinc.com

Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY Reports Second Quarter 2022 Financial Results

ATLANTA–(BUSINESS WIRE)–Aug. 9, 2022– 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, 2022.

“In the second quarter, we experienced card payment volume and gross profit growth of 34% and 42%, respectively, compared to the second quarter of 2021,” said John Morris, CEO of REPAY. “We continue to see growth across many areas of our business, especially our B2B payments business where our supplier network has reached 135,000, and this growth is aided by strong secular tailwinds and the digitization of business payments. While we continue to believe there is a large and underserved consumer lending opportunity, our clients are experiencing varying degrees of loan growth on the personal loan side. Therefore, we expect that the recovery for this business will take longer than we originally anticipated. In the second half of the year, we will remain focused on executing our strategy by increasing card penetration across our verticals, optimizing our processing infrastructure, developing the best software and payments solutions and practicing thoughtful capital allocation. This approach will help us continue to deliver sustainable, durable growth with strong unit economics.”

Three Months Ended June 30, 2022 Highlights

  • Card payment volume was $6.2 billion, an increase of 34% over the second quarter of 2021
  • Total revenue was $67.4 million, a 39% increase over the second quarter of 2021
  • Gross profit was $50.7 million, an increase of 42% over the second quarter of 2021
  • Net loss was ($1.4) million, as compared to a net loss of ($13.4) million in the second quarter of 2021
  • Adjusted EBITDA was $27.6 million, an increase of 35% over the second quarter of 2021
  • Adjusted Net Income was $16.1 million, an increase of 15% over the second quarter of 2021
  • Adjusted Net Income per share was $0.17

Gross profit represents total revenue less cost of services. Adjusted EBITDA, Adjusted Net Income, and Adjusted Net Income per share 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.

2022 Outlook Update

REPAY now expects the following financial results for full year 2022, which replaces previously provided guidance.

Full Year 2022 Outlook

Card Payment Volume

$25.0 – 26.3 billion

Total Revenue

$268 – 286 million

Gross Profit

$204 – 216 million

Adjusted EBITDA

$118 – 126 million

This range assumes no further unforeseen COVID-related impacts, which could create substantial economic duress in the remainder of 2022. REPAY does not provide quantitative reconciliation of forward-looking, non-GAAP financial measures, such as forecasted 2022 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 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 2022 financial results today, August 9, 2022 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 13730957. 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 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, employee recruiting costs, other taxes, 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, employee recruiting costs, 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, 2022 and 2021 (excluding shares subject to forfeiture). REPAY believes that Adjusted EBITDA, Adjusted Net Income, and Adjusted Net Income per share provide useful information to investors and others in understanding and evaluating its operating results in the same manner as management. However, Adjusted EBITDA, Adjusted Net Income, and Adjusted Net Income per share are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for net income, operating profit, 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 Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per share, 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 Adjusted EBITDA, Adjusted Net Income, and Adjusted Net Income per share alongside other financial performance measures, including net income 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 2022 revised 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, 2021, 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 inflationary pressures, general economic slowdown or recession; the impacts of the ongoing COVID-19 pandemic, including the continued emergence of new variants, and the actions taken to control or mitigate its spread; a delay or failure to integrate and/or realize the benefits of the Company’s recent acquisitions; 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.

Consolidated Statement of Operations (Unaudited)

Three Months ended June 30,

Six Months ended June 30,

(in $ thousands)

2022

2021

2022

2021

Revenue

$

67,435

$

48,412

$

134,999

$

95,932

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

16,731

12,721

33,296

25,196

Selling, general and administrative

39,130

29,542

71,348

52,935

Depreciation and amortization

29,191

19,679

57,780

37,472

Change in fair value of contingent consideration

(1,050

)

(1,200

)

(3,950

)

1,449

Total operating expenses

$

84,002

$

60,742

$

158,474

$

117,052

Loss from operations

$

(16,567

)

$

(12,330

)

$

(23,475

)

$

(21,120

)

Interest expense

(1,051

)

(817

)

(2,040

)

(2,000

)

Loss on extinguishment of debt

(5,941

)

Change in fair value of tax receivable liability

19,450

(4,355

)

44,070

(3,312

)

Other income

10

34

17

63

Other loss

(150

)

(150

)

(9,080

)

Total other income (expense)

18,259

(5,138

)

41,897

(20,270

)

Income (loss) before income tax (expense) benefit

1,692

(17,468

)

18,422

(41,390

)

Income tax (expense) benefit

(3,045

)

4,117

(6,888

)

10,059

Net income (loss)

$

(1,353

)

$

(13,351

)

$

11,534

$

(31,331

)

Net loss attributable to non-controlling interest

(1,362

)

(1,081

)

(2,129

)

(3,268

)

Net income (loss) attributable to the Company

$

9

$

(12,270

)

$

13,663

$

(28,063

)

Weighted-average shares of Class A common stock outstanding – basic

88,903,674

79,781,185

88,756,482

78,200,752

Weighted-average shares of Class A common stock outstanding – diluted

113,250,564

79,781,185

112,866,991

78,200,752

Income (loss) per Class A share – basic

$

0.00

$

(0.15

)

$

0.15

$

(0.36

)

Income (loss) per Class A share – diluted

$

0.00

$

(0.15

)

$

0.12

$

(0.36

)

Consolidated Balance Sheets

(in $ thousands)

June 30, 2022
(Unaudited)

December 31,
2021

Assets

Cash and cash equivalents

$

60,375

$

50,049

Accounts receivable

32,401

33,236

Prepaid expenses and other

13,599

12,427

Total current assets

106,375

95,712

Property, plant and equipment, net

4,514

3,801

Restricted cash

19,154

26,291

Intangible assets, net

535,796

577,694

Goodwill

827,802

824,082

Operating lease right-of-use assets, net

11,327

10,500

Deferred tax assets

133,813

145,260

Other assets

2,500

2,500

Total noncurrent assets

1,534,906

1,590,128

Total assets

$

1,641,281

$

1,685,840

Liabilities

Accounts payable

$

21,573

$

20,083

Related party payable

775

17,394

Accrued expenses

21,568

26,819

Current operating lease liabilities

2,207

1,990

Current tax receivable agreement

24,454

24,496

Other current liabilities

91

1,566

Total current liabilities

70,668

92,348

Long-term debt

449,896

448,485

Noncurrent operating lease liabilities

9,766

9,091

Tax receivable agreement, net of current portion

177,470

221,333

Other liabilities

3,266

1,547

Total noncurrent liabilities

640,398

680,456

Total liabilities

$

711,066

$

772,804

Commitments and contingencies

Stockholders’ equity

Class A common stock, $0.0001 par value; 2,000,000,000 shares authorized, 88,993,722 issued and 88,892,919 outstanding as of June 30, 2022; 2,000,000,000 shares authorized, and 88,502,621 issued and outstanding as of December 31, 2021

9

9

Class V common stock, $0.0001 par value; 1,000 shares authorized and 100 shares issued and outstanding as of June 30, 2022 and December 31, 2021

Additional paid-in capital

1,107,432

1,100,012

Treasury stock, 100,803 and 0 shares as of June 30, 2022 and December 31, 2021, respectively

(1,152

)

Accumulated other comprehensive loss

(2

)

(2

)

Accumulated deficit

(212,353

)

(226,016

)

Total Repay stockholders’ equity

$

893,934

$

874,003

Non-controlling interests

36,281

39,033

Total equity

930,215

913,036

Total liabilities and equity

$

1,641,281

$

1,685,840

Key Operating and Non-GAAP Financial Data

Unless otherwise stated, all results compare three and six month 2022 results to three and six month 2021 results from continuing operations for the period ended June 30, respectively.

The following tables and related notes reconcile these non-GAAP measures to GAAP information for the three and six months ended June 30, 2022 and 2021:

Three months ended June 30,

Six months ended June 30,

(in $ thousands)

2022

2021

%
Change

2022

2021

%
Change

Card payment volume

$

6,196,253

$

4,623,964

34

%

$

12,610,205

$

9,237,966

37

%

Gross profit1

50,704

35,691

42

%

101,703

70,736

44

%

Adjusted EBITDA2

27,636

20,403

35

%

56,965

40,864

39

%

(1)

Gross profit represents total revenue less other 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.

Reconciliation of GAAP Net Income to Non-GAAP Adjusted EBITDA

For the Three Months Ended June 30, 2022 and 2021

(Unaudited)

Three Months ended June 30,

(in $ thousands)

2022

2021

Revenue

$

67,435

$

48,412

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

16,731

$

12,721

Selling, general and administrative

39,130

29,542

Depreciation and amortization

29,191

19,679

Change in fair value of contingent consideration

(1,050

)

(1,200

)

Total operating expenses

$

84,002

$

60,742

Loss from operations

$

(16,567

)

$

(12,330

)

Interest expense

(1,051

)

(817

)

Change in fair value of tax receivable liability

19,450

(4,355

)

Other income

10

34

Other loss

(150

)

Total other income (expense)

18,259

(5,138

)

Income (loss) before income tax (expense) benefit

1,692

(17,468

)

Income tax (expense) benefit

(3,045

)

4,117

Net income (loss)

$

(1,353

)

$

(13,351

)

Add:

Interest expense

1,051

817

Depreciation and amortization (a)

29,191

19,679

Income tax expense (benefit)

3,045

(4,117

)

EBITDA

$

31,934

$

3,028

Non-cash change in fair value of contingent consideration (b)

(1,050

)

(1,200

)

Non-cash change in fair value of assets and liabilities (c)

(19,450

)

4,355

Share-based compensation expense (d)

5,934

5,505

Transaction expenses (e)

7,069

6,978

Employee recruiting costs (f)

259

38

Other taxes (g)

548

420

Restructuring and other strategic initiative costs (h)

1,435

945

Other non-recurring charges (i)

957

334

Adjusted EBITDA

$

27,636

$

20,403

Reconciliation of GAAP Net Income to Non-GAAP Adjusted EBITDA

For the Six Months Ended June 30, 2022 and 2021

(Unaudited)

Six Months ended June 30,

(in $ thousands)

2022

2021

Revenue

$

134,999

$

95,932

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

33,296

$

25,196

Selling, general and administrative

71,348

52,935

Depreciation and amortization

57,780

37,472

Change in fair value of contingent consideration

(3,950

)

1,449

Total operating expenses

$

158,474

$

117,052

Loss from operations

$

(23,475

)

$

(21,120

)

Interest expense

(2,040

)

(2,000

)

Loss on extinguishment of debt

(5,941

)

Change in fair value of tax receivable liability

44,070

(3,312

)

Other income

17

63

Other loss

(150

)

(9,080

)

Total other income (expense)

41,897

(20,270

)

Income (loss) before income tax (expense) benefit

18,422

(41,390

)

Income tax (expense) benefit

(6,888

)

10,059

Net income (loss)

$

11,534

$

(31,331

)

Add:

Interest expense

2,040

2,000

Depreciation and amortization (a)

57,780

37,472

Income tax expense (benefit)

6,888

(10,059

)

EBITDA

$

78,242

$

(1,918

)

Loss on extinguishment of debt (j)

5,941

Loss on termination of interest rate hedge (k)

9,080

Non-cash change in fair value of contingent consideration (b)

(3,950

)

1,449

Non-cash change in fair value of assets and liabilities (c)

(44,070

)

3,312

Share-based compensation expense (d)

9,292

10,656

Transaction expenses (e)

11,999

9,318

Employee recruiting costs (f)

459

174

Other taxes (g)

698

559

Restructuring and other strategic initiative costs (h)

2,681

1,573

Other non-recurring charges (i)

1,614

720

Adjusted EBITDA

$

56,965

$

40,864

Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income

For the Three Months Ended June 30, 2022 and 2021

(Unaudited)

Three Months ended June 30,

(in $ thousands)

2022

2021

Revenue

$

67,435

$

48,412

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

16,731

$

12,721

Selling, general and administrative

39,130

29,542

Depreciation and amortization

29,191

19,679

Change in fair value of contingent consideration

(1,050

)

(1,200

)

Total operating expenses

$

84,002

$

60,742

Loss from operations

$

(16,567

)

$

(12,330

)

Interest expense

(1,051

)

(817

)

Change in fair value of tax receivable liability

19,450

(4,355

)

Other income

10

34

Other loss

(150

)

Total other income (expense)

18,259

(5,138

)

Income (loss) before income tax (expense) benefit

1,692

(17,468

)

Income tax (expense) benefit

(3,045

)

4,117

Net income (loss)

$

(1,353

)

$

(13,351

)

Add:

Amortization of acquisition-related intangibles (l)

25,941

17,270

Non-cash change in fair value of contingent consideration (b)

(1,050

)

(1,200

)

Non-cash change in fair value of assets and liabilities (c)

(19,450

)

4,355

Share-based compensation expense (d)

5,934

5,505

Transaction expenses (e)

7,069

6,978

Employee recruiting costs (f)

259

38

Restructuring and other strategic initiative costs (h)

1,435

945

Other non-recurring charges (i)

957

334

Non-cash interest expense (m)

709

802

Pro forma taxes at effective rate (n)

(4,368

)

(7,693

)

Adjusted Net Income

$

16,083

$

13,983

Shares of Class A common stock outstanding (on an as-converted basis) (o)

96,787,200

87,734,237

Adjusted Net income per share

$

0.17

$

0.16

Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income

For the Six Months Ended June 30, 2022 and 2021

(Unaudited)

Six Months ended June 30,

(in $ thousands)

2022

2021

Revenue

$

134,999

$

95,932

Operating expenses

Costs of services (exclusive of depreciation and amortization shown separately below)

$

33,296

$

25,196

Selling, general and administrative

71,348

52,935

Depreciation and amortization

57,780

37,472

Change in fair value of contingent consideration

(3,950

)

1,449

Total operating expenses

$

158,474

$

117,052

Loss from operations

$

(23,475

)

$

(21,120

)

Interest expense

(2,040

)

(2,000

)

Loss on extinguishment of debt

(5,941

)

Change in fair value of tax receivable liability

44,070

(3,312

)

Other income

17

63

Other loss

(150

)

(9,080

)

Total other income (expense)

41,897

(20,270

)

Income (loss) before income tax (expense) benefit

18,422

(41,390

)

Income tax (expense) benefit

(6,888

)

10,059

Net income (loss)

$

11,534

$

(31,331

)

Add:

Amortization of acquisition-related intangibles(l)

49,077

33,309

Loss on extinguishment of debt (j)

5,941

Loss on termination of interest rate hedge (k)

9,080

Non-cash change in fair value of contingent consideration (b)

(3,950

)

1,449

Non-cash change in fair value of assets and liabilities (c)

(44,070

)

3,312

Share-based compensation expense (d)

9,292

10,656

Transaction expenses (e)

11,999

9,318

Employee recruiting costs (f)

459

174

Restructuring and other strategic initiative costs (h)

2,681

1,573

Other non-recurring charges (i)

1,614

720

Non-cash interest expense (m)

1,411

1,338

Pro forma taxes at effective rate (n)

(5,562

)

(16,473

)

Adjusted Net Income

$

34,485

$

29,066

Shares of Class A common stock outstanding (on an as-converted basis) (o)

96,661,414

86,165,128

Adjusted Net income per share

$

0.36

$

0.34

(a) See footnote (l) for details on our 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) Reflects the changes in management’s estimates of the fair value of the liability relating to the Tax Receivable Agreement.
(d) Represents compensation expense associated with equity compensation plans, totaling $5.9 million and $9.3 million for the three and six months ended June 30, 2022, respectively, and totaling $5.5 million and $10.7 million for the three and six months ended June 30, 2021, respectively.
(e) Primarily consists of (i) during the three and six months ended June 30, 2022, professional service fees and other costs incurred in connection with the acquisitions of BillingTree, Kontrol Payables and Payix, and (ii) during the three and six months ended June 30, 2021, professional service fees and other costs incurred in connection with the acquisition of Ventanex, cPayPlus, CPS, BillingTree and Kontrol Payables, as well as professional service expenses related to the January 2021 equity and convertible notes offerings.
(f) Represents payments made to third-party recruiters in connection with a significant expansion of personnel, which REPAY expects will become more moderate in subsequent periods.
(g) Reflects franchise taxes and other non-income based taxes.
(h) Reflects 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 and six months ended June 30, 2022 and 2021.
(i) For the three and six months ended June 30, 2022 and 2021, reflects extraordinary refunds to clients and other payments related to COVID-19 and non-cash rent expense. Additionally, for the three and six months ended June 30, 2022, reflects loss on termination of lease and loss on disposal of fixed assets.
(j) Reflects write-offs of debt issuance costs relating to Hawk Parent’s term loans.
(k) Reflects realized loss of REPAY’s interest rate hedging arrangement which terminated in conjunction with the repayment of Term Loans.
(l)

For the three and six months ended June 30, 2022, reflects amortization of client relationships, non-compete agreement, software, and channel relationship intangibles acquired through the Business Combination, 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. For the three and six months ended June 30, 2021 reflects amortization of client relationships, non-compete agreement, software, and channel relationship intangibles acquired through the Business Combination, and client relationships, non-compete agreement, and software intangibles acquired through REPAY’s acquisitions of TriSource Solutions, APS Payments, Ventanex, cPayPlus, CPS, BillingTree, and Kontrol Payables. 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 $ thousands)

2022

2021

2022

2021

Acquisition-related intangibles

$

25,941

$

17,270

$

49,077

$

33,309

Software

2,700

2,120

7,646

3,291

Amortization

$

28,641

$

19,390

$

56,723

$

36,600

Depreciation

550

289

1,057

872

Total Depreciation and amortization (1)

$

29,191

$

19,679

$

57,780

$

37,472

(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 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 and six months ended June 30, 2022 and 2021. 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,

2022

2021

2022

2021

Weighted average shares of Class A common stock outstanding – basic

88,903,674

79,781,185

88,756,482

78,200,752

Add: Non-controlling interests
Weighted average Post-Merger Repay Units exchangeable for Class A common stock

7,883,526

7,953,052

7,904,932

7,964,376

Shares of Class A common stock outstanding (on an as-converted basis)

96,787,200

87,734,237

96,661,414

86,165,128

 

Investor Relations Contact for REPAY:
repayIR@icrinc.com

Media Relations Contact for REPAY:
Kristen Hoyman
(404) 637-1665
khoyman@repay.com

Source: Repay Holdings Corporation

REPAY Hires Payments Veteran Michael Cottrell as Senior Vice President of Clearing & Settlement

Former President of ProPay brings decades of experience working in PayFac as a Service and the wider payments industry

ATLANTA–(BUSINESS WIRE)–Aug. 2, 2022– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced the addition of Michael Cottrell as Senior Vice President, Clearing & Settlement. In his new role, Cottrell will focus on growing and scaling operations, integrating processing technologies via mergers and acquisitions, and enhancing the offering of REPAY’s Clearing & Settlement platform.

Throughout Cottrell’s career, he has served in various roles that have equipped him with extensive knowledge of the fintech and payments industry. Prior to joining REPAY, Cottrell served as the President of Metrics Global, where he was responsible for the development, augmentation and customization of the company’s suite of payment technology solutions. Before Metrics Global, Cottrell served as the Vice President of Product at Global Payments, and before the merger of TSYS and Global Payments, he served as President of ProPay, a TSYS company. Cottrell also served as President and Senior Vice President Global Sales at ProPay, where he led efforts to bring ProPay’s Payment Facilitator (PayFac) offering to market. Prior to ProPay, he was Chief Business Development Officer for TriSource Solutions, an ISO and clearing processor, which REPAY acquired in 2019.

“Our goal is to power the end-to-end payment experience, from payment acceptance to back-end processing and payouts,” said Shaler Alias, President at REPAY. “As we look to expand our clearing and settlement platform, it’s clear that Michael is the ideal leader. With his extensive background working with PayFacs, gateways and authorization platforms, Michael is equipped to develop strategies and cement the relationships necessary to lead our team to the next level.”

“Joining the team at REPAY is almost second nature after working with TriSource Solutions ahead of the acquisition,” said Michael Cottrell. “It’s an exciting time to be in the payments industry, and I’m looking forward to sharing my experiences driving product and knowledge of the greater payments processing ecosystem. Together, we’ll be able to strengthen REPAY’s offerings and deliver even better service to our clients.”

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 REPAY’s plans, objectives, expectations and intentions with respect future operations, products and services. 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 U.S. Securities and Exchange Commission. 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.

Investor Relations for REPAY:
repayIR@icrinc.com

Media Relations for REPAY:
Kristen Hoyman
khoyman@repay.com

Source: Repay Holdings Corporation