Priority Technology Holdings, Inc.

Good morning and welcome to the Priority Technology Holdings second quarter 2023 earnings conference call. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then one on your touch-tone phone. To withdraw from the question queue, please press star then two. Please note this event is being recorded. I would now like to turn the conference over to Chris Kettman. Please go ahead.

Good morning, and thank you for joining us. With me today are Tom Priory, Chairman and Chief Executive Officer of Priority Technology Holdings, and Tim O'Leary, Chief Financial Officer. Before we give our prepared remarks, I would like to remind all participants that our comments today will include forward-looking statements, which involve a number of risks and uncertainties that may cause actual results to differ materially from our forward-looking statements. The company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events, or otherwise. We provide a detailed discussion of the various risk factors in our SEC filings, and we encourage you to review these filings. Additionally, we may refer to non-GAAP measures, including but not limited to EBITDA and adjusted EBITDA, during the call. Reconciliations of our non-GAAP performance and liquidity measures to the appropriate GAAP measures can be found in our press release and SEC filings available in the Investors section of our website. With that, I would like to now turn the call over to our Chairman and CEO, Tom Priori.

Thank you, Chris, and thanks for everyone for joining us for our second quarter 2023 earnings call. I'd like to start today by walking through some of the trends we're currently seeing in the business and then provide an overview of noteworthy developments at Priority including our exciting recent acquisition of Plastic. Consistent with what we saw in the first few months of the year, during the second quarter, we continued to execute in SMB acquiring and delivered strong results in both B2B and enterprise payments. We remain committed to our unified commerce vision combining payments and banking on a single platform, accelerated by the strength of our counter-cyclical business lines that were positioned to benefit from higher interest rates, and weakening macroeconomic trends. We're equally pleased that our third quarter performance remains on a similar trajectory to what we have seen in the first half of the year. As you saw in our announcement earlier today, we continued our positive momentum with a strong second quarter. Our Q2 revenue organically increased 10% from the prior year to $182.3 million. This led to a 20% increase in adjusted gross profit to 67 million and a 21% improvement in adjusted EBITDA to 41.1 million. Adjusted gross margin of 36.8% increased 330 basis points from the prior year quarter, highlighting the strong operating leverage of our purpose-built platform. On a year-to-date basis, revenue has increased 15% to 367.3 million driving a 21% gain in gross profit to $130.1 million. Combined with a 180 basis point increase in adjusted gross profit margin in the first half of 2023 to 35.4%, we achieved a 23% increase in adjusted EBITDA thus far in 2023. As you may have noted on the first page of the supplemental slides, we anticipate that our strong first half performance and established trends in our business channels will continue. As a result, we remain confident in our ability to deliver consistent double-digit top-line and bottom-line growth, projecting full-year revenue to increase to $765 to $780 million, which includes plastics contribution. More significantly, we're reiterating our previous adjusted EBITDA guidance of $160 to $165 million for 2023, despite the drag on EBITDA in the back half of the year from our recent acquisition of Plastic, which will require some investment to bring the division to profitability. These expected results are a testament to the value of our offering and the strength of our performance. For those of you who are new to Priority, slide six highlights the architecture of our proprietary unified commerce platform. that combines robust payments and banking functionality to monetize the merchant and partner networks we serve. Our growing customer base combined with current market conditions continue to reinforce our belief that systems combining features of both payments and banking to accelerate cash flow and distribute funds in multi-party environments will be critical as businesses put greater demands on software and payment solution providers. We're committed to meeting our customers' growing demand by refining the experience for our partners to make working with priority seamless and simple. Partners can choose the application that best fits their business, whether that is a small business operator choosing from the MX merchant POS suite, an FI or middle market customer adopting CPX or now Plastic for automated payables, or an enterprise partner connecting to us via our API They can select the Passport financial tools that best fit their needs and begin to move money. We continue to stay on the cutting edge of payment technology by innovating our SAS payment suite of services and Passport commerce engine to meet the evolving needs of our customers. As further evidence of this, as of the second quarter, we have 13 program managers fully integrated on Passport and nine in the process of implementation with a robust prospect pipeline and have continued to execute the rollout of our MX Merchant POS suite, adding 122 new customers from our direct channels during Q2 with 44 independent reselling partners who joined our MX Merchant POS distributor program, which went live in July, waiting in the wings. In addition to the continued strength of our legacy business, last week we announced that we've closed our acquisition of Plastic, a highly complimentary B2B payments technology platform that will quickly benefit from our operational and revenue synergies that can be captured on our unique payments infrastructure. Plastic provides businesses with instant access to working capital solutions that improve cash flow while automating and enabling control over all aspects of accounts payable and receivables. By adding Plastic, our combined B2B offering will provide businesses supplier- and buyer-funded working capital solutions that optimize their most important vendor relationships while maximizing cash flow flexibility to operate and grow. The addition of Plastic is another example of how Priority is building a differentiated, unified commerce platform for our business and integrated software clients. Our customers can choose the payment acceptance and automated bill payment tools now including Plastic that best fit their business to optimize their cash flow management all in one place on our native payments and banking as a service platform. We've proven our ability to create value for our shareholders and customers through strategic acquisitions in the past and we see the same value creating opportunity with the addition of Plastic. We look forward to welcoming Plastic's team into the Priority family and integrating the businesses over the next several months to realize the opportunities to grow our B2B customer base through the benefits of our combined offering and the power of our Passport commerce engine. I'm happy to answer any questions you might have on Plastic during the Q&A portion of the call, but at this point, I would like to hand it over to Tim, who will provide further insights into our segment level performance during the second quarter, along with current trends in each that factored into our guidance for the full year. Thank you, Tom, and good morning, everyone. As I review the second quarter financial results, including the segment level contribution to the consolidated results, please refer to the supplemental slides or the MD&A for further details. Our MD&A is included in the Form 10-Q that was filed with the SEC this morning and provides a discussion of our comparative second quarter results. A link to that filing can also be found on our website. Consistent with what we saw in the first quarter, our strong financial performance in the second quarter of 2023 was driven by the diverse mix of our business segments, which continued to demonstrate the ability of priority to perform in a variety of market conditions. Before I go into the segment level results, I want to provide a few other key metrics as it relates to the second quarter consolidated results. For the quarter, bank card dollar volume across all segments was $15.9 billion, in line with Q2 of last year. If you include ACH, debit and other volumes, the total payments volume for the quarter was $30 billion, which is a 5% increase from $28.6 billion in 2022. On a trailing 12-month basis at the end of Q2, Bank card dollar volume was just over $63 billion, and total payments volume was almost $117 billion. If you look at the comparable trailing 12-month period for last year, those same volumes were $58 billion and just over $106 billion, which represent just under 9% and just over 10% year-over-year growth, respectively. Again, those volume metrics are for the consolidated business. I'll now go into more detail on each of the business segments' results for the second quarter. Let's start with SMB payments on slide nine. For the second quarter, SMB generated revenue of $147.9 million, which was a 4% or $5.4 million increase over the prior year's second quarter. This growth was driven by a combination of higher merchant card fees and 10% growth in bank card transaction count to 180.3 million transactions, which offset a 2% decline in bank card dollar volume to $15.1 billion. Bank card dollar volume in the S&B segment was negatively impacted during the quarter by a long-standing reseller partner implementing a planned diversification of their new merchant boarding activity. While we continue to have a strong relationship with this reseller, we also expect that their diversification and boarding activity will continue through 2023. We anticipate, though, that the quarterly impact will lessen in future quarters. We averaged just over 257,000 merchants during the quarter, which is 4% higher than Q2 of 2022. For the quarter, new monthly merchant boards averaged just under 4,000 compared to an average of 4,500 per month in the second quarter of 2022. Consistent with my comments on bank card dollar volumes, merchant boarding trends were also negatively impacted during the quarter by the reseller partner's diversification activity. Continuing with SMB profitability on the next page, adjusted gross profit for the quarter was down by $200,000 to $35.3 million compared to last year. The 1% year-over-year decline in comparative quarterly gross profit was negatively impacted by a non-recurring $1 million billing true-up for certain assessments by one of our sponsor banks. If you exclude that impact, gross profit would have increased by $800,000 in the quarter. Lastly for SMB, quarterly operating income of $11.5 million represents a $2.5 million decline from the prior year's second quarter, Consistent with my comments on gross profit, the comparative quarterly operating profit on a year-over-year basis was negatively impacted by the timing of the billing true-up from one of our sponsor banks. In addition, salaries and benefits in SMB were $1.7 million higher in Q2 compared to last year based on an increase in headcount in the second half of 2022. Moving to B2B payments, revenue of $3 million was a decrease of 44% from the prior year, as we continue to anniversary the previously discussed wind down of the managed services business. We'll continue to see a year-over-year impact from managed services in Q3 before that comparative headwind goes away in Q4. In looking separately at the CPX business, that business grew by 11% in Q2 compared to both last year's second quarter and also sequentially versus Q1 of this year. Looking ahead to Q3, The B segment will include the results of plastic for the months of August and September, so we'll include details on that impact for you on our next quarterly earnings call. With respect to B2B's profitability on slide 12, adjusted gross profit declined to $2.3 million as a result of the managed services wind down, but adjusted gross profit margins continue to increase as the lower margin managed services business rolls off. For the quarter, gross margins were 78.8%, compared to 59.7% last year and 71.4% in Q1 of this year. The B2B segment was a break-even from an operating income standpoint during the quarter, which was down from $700,000 in Q2 last year, but was an improvement from an $800,000 operating loss in Q1 of this year. Moving to the enterprise segment on the next page, Q2 revenue of $31.4 million was an increase of almost $13 million, or 69% from 18.6 million in Q2 of 2022. The themes from the past several quarters have continued as favorable trends in new monthly enrollments, an increase in the number of billed clients, growth in deposit balances, and the higher interest rate environment have all contributed to the strong revenue growth. As shown on the next slide, adjusted gross profit for the enterprise segment increased by 72% to 29.3 million while adjusted gross profit margins expanded by 200 basis points at just over 93%. Operating income of $16.1 million for the enterprise segment also benefited from operating leverage in the business, as exemplified by profit growth significantly outpacing revenue growth for the quarter. Moving on to corporate costs on slide 15, operating expenses totaled $47.9 million for the quarter, an increase of 12% from the prior year. Salaries and benefits of $19.1 million increased 21% from Q2 of last year, but was consistent with our spend during Q1 as we continue to maintain our expense discipline after investing in the business and the team during 2022. We finished Q2 with approximately 940 employees, including 346 at our India Development Center, which is compared to approximately 870 at the end of Q2 in 2022. SG&A of $10.8 million increased 15% from $9.3 million in Q2 2022, while depreciation and amortization of $18 million for the quarter increased modestly from the comparable quarter last year and was consistent with our Q1 levels. Moving to the next slide, adjusted EBITDA for the quarter was $41.1 million, which was an increase of 21% from $33.9 million in Q2 of 2022. Interest expense of $17.8 million for the quarter increased $5.3 million from Q2 2022 levels as a result of the impact of the rising interest rate environment. As mentioned on prior calls, we have a natural hedge in place for the floating rate debt given the interest income we generate on our deposits. At the end of Q2, that natural hedge covered over 115% of the debt as deposit balances grew throughout the quarter. If you include the floating rate component of our preferred stock, the natural hedge at the end of Q2 covered 83% of our floating rate liabilities. While not listed on the slide for the LTM period into June 30th, adjusted EBITDA of $153.6 million represents over $7 million of growth from $146.4 million at the end of Q1. Moving to the outstanding debt slide on page 17, Our debt levels have continued to decline and we finished the quarter with 612.7 million of gross debt, which is down from 615.7 million at the end of Q1. Net debt of 595.1 million is also down by 4.7 million compared to the balance at the end of Q1. From a liquidity standpoint, we ended the quarter with 49.5 million of borrowing capacity under our revolving credit facility, which includes a $15 million increase to the facility as part of an amendment that we closed on June 30th. In addition, we finished with $17.6 million of unrestricted cash on the balance sheet at quarter end. Subsequent to quarter end, and in conjunction with the closing of the plastic acquisition, we increased the capacity on our revolving credit facility by an additional $10 million, which brought the total facility size to $65 million. On slide 18, The preferred stock on our balance sheet totaled $240.7 million at June 30th and is net of $19.5 million of unaccreted discounts and issuance costs. The second quarter preferred dividend of $11.8 million is comprised of approximately $6.5 million paid in cash and $4.5 million of a PIC component. This is supplemented on our income statement with the accretion of discounts and issuance costs of just over $800,000. Before turning the call back over to Tom, I wanted to address our revised revenue adjusted EBITDA guidance for the full year. Based on a combination of first half results, our expectations for the second half of 2023, and the impact of plastic, which will require some investment over the next couple of quarters to reach profitability, we continue to forecast adjusted EBITDA in the range of 160 to 165 for the full year. We are increasing our revenue guidance range to $765 to $780 million. With that, I'll now turn the call back over to Tom for his closing comments. Thank you, Tim. As we wrap up our review of the second quarter, I wanted to reinforce one of the more important qualities of priority referenced in last quarter's earnings call that we believe will continue to propel us and differentiate us from others in the fintech and payment sector. During that discussion, I described priority as an organization that endeavors to operationalize vision. This is to say that we make dedicated effort as an organization to embed into our people and our workflow a mentality that invests our financial and human capital consistently and cost efficiently to stay at the forefront, leaving both industry and customer trends well ahead of our competitors. We would submit that there is a growing body of evidence to support our capabilities. Consider that as early as 2020, we positioned priority to build out countercyclical business lines and focus on sectors that were early in their conversion from non-digital to digital payment methods to insulate our stakeholders from the impending risk of declining growth trends and rising inflation. That vision led to strong results through the height of COVID, as well as the sale of part of our real estate technology holdings in a transaction with MRI Software who remains a key integrated partner. That monetization resulted in approximately a 120% return on capital in a little over a year and the pay down of $106 million in debt. Similarly, in 2021, we had already initiated a refined strategy to add banking as a service through the FinCERA acquisition. and have since developed its limited roots into our high growth passport, collect store and send engine, well ahead of today's fast growing demand for embedded finance solutions. The guiding thesis driving our vision and innovation is that modern commerce demands speed and flexibility to move money that can only be achieved through a combination of payments and banking features that are harmonized on a single platform for all payment routes, and the real-time movement, posting, and settlement of money as businesses of all sizes look to accelerate cash flow and optimize working capital, particularly in today's rising interest rate environment. We're confident that our acquisition of plastic will be another example of our operationalized vision and demonstrate why priority is uniquely positioned to deliver the solutions businesses need. At priority, businesses can collect their sales and accounts receivables on our merchant acquiring applications, quickly fund their money to their linked passport accounts, and send it to vendors through our supplier-funded CPX or buyer-funded plastic payment applications. Simply put, priority is a one-stop shop for businesses to accelerate cash flow, maximize their working capital options, to monetize payment flows that grow their business. We appreciate you all taking the time to participate in today's call and the ongoing support of our investors and analysts. Operator, we now open the call for questions.