- Full year 2023 revenue of $817.3
million
- Full year 2023 net income of $57.0
million
- Full year 2023 cash flows from operations of $206.1 million
MESA,
Ariz., Feb. 29, 2024 /PRNewswire/ -- Verra
Mobility Corporation (NASDAQ: VRRM), a leading provider of smart
mobility technology solutions, announced today the financial
results for the fourth quarter and full year ended December 31, 2023.
"We delivered fantastic results for the fourth quarter,
highlighted by robust revenue and Adjusted EBITDA performance,"
said David Roberts, President and
CEO, Verra Mobility. "Our strong
results are aligned with three macro trends across our operating
segments: First, we're seeing strong travel demand by both
consumers and businesses, particularly in the United States. The second macro trend is
the continued push for safer roads and communities, which drives
demand for investments in automated safety enforcement. And lastly,
the complexities surrounding university and municipality parking
create opportunities that we address and solve through our
software-enabled parking management solutions."
Fourth Quarter 2023 Financial Highlights
- Revenue: Total revenue for the fourth quarter of 2023
was $211.0 million, an increase of
13% compared to $186.1 million for
the fourth quarter of 2022. Service revenue growth was 13% due to
increases in travel volume and related tolling activity in the
Commercial Services segment which grew 16%, and the growth in
service revenue from our Government Solutions segment, which
increased 10% and was driven by the expansion of speed programs.
Parking Solutions service revenue increased 10% due to increases in
our software as a service (SaaS) product offerings and various
services related to parking management solutions.
- Net income: Net income for the fourth quarter of 2023
was $3.0 million, or $0.02 per share, based on 168.6 million diluted
weighted average shares outstanding. Net income for the comparable
2022 period was $28.2 million, or
$0.13 per share, based on 154.8
million diluted weighted average shares outstanding.
- Adjusted Earnings Per Share (EPS): Adjusted EPS for the
fourth quarter of 2023 was $0.24 per
share compared to $0.25 per share for
the fourth quarter of 2022.
- Adjusted EBITDA: Adjusted EBITDA was $91.3 million for the fourth quarter of 2023
compared to $83.6 million for the
same period last year. Adjusted EBITDA margin was 43% of total
revenue for 2023 and 45% for 2022.
We report our results of operations based on three operating
segments:
- Commercial Services offers automated toll and violations
management and title and registration solutions to rental car
companies, fleet management companies and other large fleet
owners.
- Government Solutions delivers automated safety solutions
to municipalities, school districts and government agencies,
including services and technology that enable photo enforcement
cameras to detect and process traffic violations related to speed,
red-light, school bus and city bus lane management.
- Parking Solutions provides an integrated suite of
parking software, transaction processing and hardware solutions to
universities, municipalities, parking operators, healthcare
facilities and transportation hubs in the
United States and Canada.
Fourth Quarter 2023 Segment Detail
- The Commercial Services segment generated total revenue of
$94.5 million, a 16% increase
compared to $81.6 million in the same
period in 2022. Segment profit was $62.2
million, a 27% increase from $49.0
million in the prior year. The increases in revenue and
profit compared to the prior period resulted from increased travel
volume and the continued adoption of the all-inclusive fee
structure for our rental car company customers as well as the
increase in enrolled vehicles and higher tolling activity for our
fleet management company customers. The segment profit margin was
66% for 2023 and 60% for 2022.
- The Government Solutions segment generated total revenue of
$94.0 million, an 11% increase
compared to $84.6 million in the same
period in 2022. The increase was due to a 10% increase in recurring
service revenue over the prior year quarter, primarily driven by
the expansion of speed programs. The segment profit was
$24.1 million in 2023 compared to
$30.7 million in the prior year with
segment profit margins of 26% for 2023 and 36% for 2022. The
decrease in segment profit is primarily attributable to a
$3.9 million installation and service
parts write-down as well as increased operating expenses associated
with enhancing customer-facing platforms and systems.
- The Parking Solutions segment generated total revenue of
$22.5 million, a 13% increase
compared to $19.9 million in the same
period in 2022 partly due to an increase in one-time product sales
and professional services compared to the prior year quarter. The
segment profit was $5.0 million
compared to $3.9 million in the prior
year with segment profit margins of 22% for 2023 and 20% for 2022.
The increase in segment profit is primarily attributable to an
increase in our gross profit margin for professional services,
software as a service product offerings and citation processing
services related to parking management solutions.
Full Year 2023 Financial Highlights
- Revenue: Total revenue for fiscal year 2023 was
$817.3 million, an increase of 10%
compared to $741.6 million for fiscal
year 2022. Service revenue growth was 13% due to increases in
travel volume and related tolling activity in the Commercial
Services segment, which grew 14%, and the growth in service revenue
from our Government Solutions segment, which increased 12% and was
driven by the expansion of speed programs. Parking Solutions
service revenue increased 8% due to increases in our professional
services and SaaS product offerings related to parking management
solutions.
- Net Income: Net income for fiscal year 2023 was
$57.0 million, or $0.36 per share, based on 160.0 million diluted
weighted average shares outstanding. Net income for the comparable
2022 period was $92.5 million, or
$0.50 per share, based on 159.0
million diluted weighted average shares outstanding.
- Adjusted EPS: Adjusted EPS for fiscal year 2023 was
$1.08 per share compared to
$1.02 per share for the fiscal year
2022.
- Adjusted EBITDA: Adjusted EBITDA was $371.5 million for fiscal year 2023, compared to
$338.5 million for fiscal year 2022.
Adjusted EBITDA margin was 45% of total revenue for fiscal year
2023 and 46% for 2022.
Liquidity: As of December 31,
2023, cash and cash equivalents were $136.3 million, and we generated $206.1 million in cash flows from operations for
the fiscal year ended December 31,
2023.
Interest Rate Swap
In December 2022, we entered into
a cancellable interest rate swap agreement to hedge our exposure to
interest rate fluctuations associated with the LIBOR (now
transitioned to Term Secured Overnight Financing Rate) portion of
the variable interest rate on our 2021 Term Loan. Under the
interest rate swap agreement, we pay a fixed rate of 5.17% and the
counterparty pays a variable interest rate which is net settled.
The notional amount on the interest rate swap is $675.0 million. We have the monthly option to
terminate the interest rate swap agreement until December 2025 in the event interest rates
decrease. Any changes in the fair value of the derivative
instrument (including accrued interest) and related cash payments
are recorded in the condensed consolidated statements of operations
within the loss (gain) on interest rate swap line item. We recorded
a $2.8 million loss during the three
months ended December 31, 2023, of
which approximately $3.0 million is
associated with the derivative instrument re-measured to fair value
at the end of the reporting period, netted by $0.2 million related to the net cash received. We
recorded a $0.8 million loss during
fiscal year 2023, of which approximately $(0.3) million is associated with the derivative
instrument re-measured to fair value at the end of the reporting
period, netted by $1.1 million
related to the monthly cash payments. We recorded a gain of
$1.0 million during fiscal year 2022
associated with the derivative instrument re-measured to fair
value.
Warrants
During fiscal year 2023, we processed the exercise of
approximately 20 million warrants in exchange for the issuance of
16,273,406 shares of Class A Common Stock. There were 14,035,449
shares issued on a cash-basis resulting in the receipt of
$161.4 million in cash proceeds
during fiscal year 2023.
Share Repurchases
In November 2022, our Board of
Directors authorized a share repurchase program for up to an
aggregate amount of $100.0 million of
our outstanding shares of Class A Common Stock over an 18-month
period in open market, accelerated share repurchase ("ASR") or
privately negotiated transactions, each as permitted under
applicable rules and regulations, any of which may use pre-arranged
trading plans that are designed to meet the requirements of Rule
10b5-1 of the Securities Exchange Act of 1934, as amended ( the
"Exchange Act").
We paid $8.1 million to repurchase
449,432 shares of our Class A Common Stock through open market
transactions during the third quarter of fiscal year 2023, which we
subsequently retired. On September 5,
2023, we used the remaining availability under the share
repurchase program for an ASR and paid approximately $91.9 million to receive an initial delivery of
4,131,551 shares of our Class A Common Stock in accordance with an
ASR agreement with a third-party financial institution. The final
settlement occurred on January 12,
2024, at which time, we received 534,499 additional shares
calculated using a volume-weighted average price over the term of
the ASR agreement. We paid a total of $100.0
million for shares repurchases during the year ended
December 31, 2023.
New Share Repurchase Program
In October 2023, our Board of
Directors approved a stock repurchase program, which authorizes us
to repurchase up to $100.0 million of
our Class A Common Stock over an 18-month period from time to time
in open market transactions, ASR or in privately negotiated
transactions, each as permitted under applicable rules and
regulations. Repurchases may be conducted and may be suspended or
terminated at any time without notice. The extent to which we
repurchase shares of our Class A Common Stock and the timing of
such purchases will depend upon market conditions, our capital
position, and other considerations as may be considered by us.
Repurchases may also be made pursuant to a trading plan under Rule
10b5-1 under the Exchange Act, which would permit shares to be
repurchased when we might otherwise be precluded from doing so
because of self-imposed trading blackout periods or other
regulatory restrictions. The timing and actual number of shares
repurchased will depend on a variety of factors, including price,
general business and market conditions, and alternative investment
opportunities. The repurchase program will be executed consistent
with our capital allocation strategy, which will continue to
prioritize investments to grow the business.
Legal Proceedings
On November 2, 2020, PlusPass,
Inc. ("PlusPass") commenced an action in the United States District Court, Central
District of California, against
Verra Mobility, The Gores Group LLC, Platinum Equity LLC, and ATS
Processing Services, Inc., alleging civil violations of Section 7
of the Clayton Antitrust Act of 1914 and Sections 1 and 2 of the
Sherman Act. In February 2024, we
entered into a confidential business arrangement to acquire certain
assets from PlusPass and fully and finally resolve all litigation
and disputes between the parties. We accrued $31.5 million for this matter at December 31, 2023, which is presented within
selling, general and administrative expenses in the condensed
consolidated statements of operations for the year ended
December 31, 2023.
2024 Full Year Guidance
Any guidance that we provide is subject to change as a variety
of factors can affect actual operating results. Certain of the
factors that may impact our actual operating results are identified
below in the safe harbor language included within Forward-Looking
Statements of this press release.
We are providing the following forward-looking guidance, which
includes Adjusted EBITDA, Adjusted EPS, and Adjusted Free Cash
Flow, all of which are non-GAAP financial measures (defined
below):
- Total revenue of $865 million to
$880 million
- Adjusted EBITDA of $395 million
to $405 million
- Adjusted EPS of $1.15 to
$1.20
- Adjusted Free Cash Flow of $155
million to $165 million
Conference Call Details
Date: February 29, 2024
Time: 5:00 p.m. Eastern Time
U.S. and Canadian Callers Dial-in: 1-888-886-7786
Outside of U.S. and Canada Dial-in: 1-416-764-8658 for
international callers with conference ID 36121812
Request a return call: Available by clicking on the
following link and requesting a return
call: callme.viavid.com
Webcast Information: Available live in the "Investor
Relations" section of our website at
http://ir.verramobility.com.
An audio replay of the call will also be available until
11:59 p.m. ET on March 14, 2024, by dialing 1-844-512-2921 for the
U.S. or Canada, and 1-412-317-6671
for international callers and entering passcode 36121812. In
addition, an archived webcast will be available in the "News &
Events" section of the Investor Relations website at
http://ir.verramobility.com.
About Verra Mobility
Verra Mobility is a leading provider of smart mobility
technology solutions that make transportation safer, smarter and
more connected. We sit at the center of the mobility ecosystem,
bringing together vehicles, hardware, software, data and people to
enable safe, efficient solutions for customers globally. Our
transportation safety systems and parking management solutions
protect lives, improve urban and motorway mobility and support
healthier communities. We also solve complex payment, utilization
and compliance challenges for fleet owners and rental car
companies. We are headquartered in Arizona, and operate in North America, Europe, Asia
and Australia. For more
information, please visit www.verramobility.com.
Forward-Looking Statements
This press release contains forward-looking statements which
address our expected future business and financial performance, and
may contain words such as "goal," "target," "future," "estimate,"
"expect," "anticipate," "intend," "plan," "believe," "seek,"
"project," "may," "should," "will" or similar expressions. Examples
of forward-looking statements include, among others, statements
regarding the changes and trends in the market for our products and
services, expected operating results, such as revenue growth,
expansion plans and opportunities, and earnings guidance related to
2024 financial and operational metrics. Forward-looking statements
involve risks and uncertainties and a number of factors could cause
actual results to differ materially from those currently
anticipated. These factors include, but are not limited to,
economic and geopolitical conditions; customer concentration,
demand and spending; new and emerging technologies; cybersecurity
risks; our ability to manage our substantial level of indebtedness;
risks and uncertainties related to our government contracts,
including legislative changes, termination rights, delays in
payments, audits and investigations; legislative changes; our
reliance on a limited number of third-party vendors and service
providers; and other risks and uncertainties indicated from time to
time in documents we filed or will file with the Securities and
Exchange Commission (the "SEC"). In addition, no assurance can be
given that any plan, initiative, projection, goal, commitment,
expectation, or prospect set forth in this release can or will be
achieved. This press release should be read in conjunction with the
information included in our other press releases, reports and other
filings with the SEC. Understanding the information contained in
these filings is important in order to fully understand our
reported financial results and our business outlook for future
periods.
Additional Information
We periodically provide information for investors on our
corporate website, www.verramobility.com, and our investor
relations website, ir.verramobility.com.
We intend to use our website as a means of disclosing material
non-public information and for complying with disclosure
obligations under Regulation FD. Accordingly, investors should
monitor our website, in addition to following our press releases,
SEC filings and public conference calls and webcasts.
Non-GAAP Financial Measures
In addition to disclosing financial results that are determined
in accordance with U.S. generally accepted accounting principles
("GAAP"), we also disclose certain non-GAAP financial information
in this press release. These financial measures are not recognized
measures under GAAP and are not intended to be, and should not be,
considered in isolation or as a substitute for, or superior to, the
financial information prepared and presented in accordance with
GAAP. EBITDA, Adjusted EBITDA, Free Cash Flow, Adjusted Free Cash
Flow, Adjusted Net Income, Adjusted EPS and Adjusted EBITDA Margin
are non-GAAP financial measures as defined by SEC rules. These
non-GAAP financial measures may be determined or calculated
differently by other companies. As a result, they may not be
comparable to similarly titled performance measures presented by
other companies. Reconciliations of these non-GAAP measurements to
the most directly comparable GAAP financial measurements have been
provided in the financial statement tables included in this press
release, and investors are encouraged to review the
reconciliations.
We are not providing a quantitative reconciliation of Adjusted
EBITDA, Adjusted EPS, or Adjusted Free Cash Flow which are included
in our 2024 financial guidance above, in reliance on the
"unreasonable efforts" exception for forward-looking non-GAAP
measures set forth in SEC rules because certain financial
information, the probable significance of which cannot be
determined, is not available and cannot be reasonably estimated
without unreasonable effort and expense. In this regard, we are
unable to provide a reconciliation of forward-looking Adjusted
EBITDA to GAAP net income as well as Adjusted EPS to net income per
share, due to the inherent difficulty in forecasting and
quantifying certain amounts that are necessary for such
reconciliation. Due to the uncertainty of estimates and assumptions
used in preparing forward-looking non-GAAP measures, we caution
investors that actual results could differ materially from these
non-GAAP financial projections.
We use these non-GAAP financial metrics to measure our
performance from period to period both at the consolidated level as
well as within our operating segments, to evaluate and fund
incentive compensation programs and to compare our results to those
of our competitors. In addition, we also believe that these
non-GAAP measures provide useful information to investors regarding
financial and business trends related to our results of operations
and that when non-GAAP financial information is viewed with GAAP
financial information, investors are provided with a more
meaningful understanding of our ongoing operating performance.
These non-GAAP measures have certain limitations as analytical
tools and should not be used as substitutes for net income, cash
flows from operations, earnings per share or other consolidated
income or cash flow data prepared in accordance with GAAP.
EBITDA and Adjusted EBITDA
We define EBITDA as net income adjusted to exclude interest
expense, net, income taxes, depreciation and amortization. Adjusted
EBITDA further excludes certain non-cash expenses and other
transactions that management believes are not indicative of our
ongoing operating performance. EBITDA and Adjusted EBITDA, as
defined, exclude some but not all items that affect our cash flow
from operating activities.
Free Cash Flow
We define "Free Cash Flow" as cash flow from
operations less capital expenditures.
Adjusted Free Cash Flow
We define Adjusted Free Cash Flow as Free Cash Flow which
further excludes certain one-time and non-recurring items (for
example, the PlusPass legal settlement).
Adjusted Net Income
We define "Adjusted Net Income" as net income adjusted to
exclude amortization of intangibles and certain non-cash or
non-recurring expenses.
Adjusted EPS
We define "Adjusted EPS" as Adjusted Net Income divided by the
diluted weighted average shares for the period.
Adjusted EBITDA Margin
We define "Adjusted EBITDA Margin" as Adjusted EBITDA as a
percentage of total revenue.
VERRA MOBILITY
CORPORATION
CONDENSED
CONSOLIDATED BALANCE SHEETS
(Unaudited)
|
|
|
|
(In thousands,
except per share data)
|
|
|
December 31,
2023
|
|
|
December 31,
2022
|
|
Assets
|
|
|
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
|
$
|
136,309
|
|
|
$
|
105,204
|
|
Restricted
cash
|
|
|
|
3,413
|
|
|
|
3,911
|
|
Accounts receivable
(net of allowance for credit losses of $18.5 million and $15.9
million at December 31, 2023 and 2022, respectively)
|
|
|
|
197,824
|
|
|
|
163,786
|
|
Unbilled
receivables
|
|
|
|
37,065
|
|
|
|
30,782
|
|
Inventory
|
|
|
|
17,966
|
|
|
|
19,307
|
|
Prepaid expenses and
other current assets
|
|
|
|
46,961
|
|
|
|
39,604
|
|
Total current
assets
|
|
|
|
439,538
|
|
|
|
362,594
|
|
Installation and
service parts, net
|
|
|
|
22,895
|
|
|
|
22,923
|
|
Property and equipment,
net
|
|
|
|
123,248
|
|
|
|
109,775
|
|
Operating lease
assets
|
|
|
|
33,523
|
|
|
|
37,593
|
|
Intangible assets,
net
|
|
|
|
301,025
|
|
|
|
377,420
|
|
Goodwill
|
|
|
|
835,835
|
|
|
|
833,480
|
|
Other non-current
assets
|
|
|
|
33,919
|
|
|
|
12,484
|
|
Total assets
|
|
|
$
|
1,789,983
|
|
|
$
|
1,756,269
|
|
Liabilities and
Stockholders' Equity
|
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
|
|
Accounts
payable
|
|
|
$
|
78,749
|
|
|
$
|
79,869
|
|
Deferred
revenue
|
|
|
|
28,788
|
|
|
|
31,164
|
|
Accrued
liabilities
|
|
|
|
93,119
|
|
|
|
48,847
|
|
Tax receivable
agreement liability, current portion
|
|
|
|
5,098
|
|
|
|
4,994
|
|
Current portion of
long-term debt
|
|
|
|
9,019
|
|
|
|
21,935
|
|
Total current
liabilities
|
|
|
|
214,773
|
|
|
|
186,809
|
|
Long-term debt, net of
current portion
|
|
|
|
1,029,113
|
|
|
|
1,190,045
|
|
Operating lease
liabilities, net of current portion
|
|
|
|
29,124
|
|
|
|
33,362
|
|
Tax receivable
agreement liability, net of current portion
|
|
|
|
48,369
|
|
|
|
50,900
|
|
Private placement
warrant liabilities
|
|
|
|
—
|
|
|
|
24,066
|
|
Asset retirement
obligations
|
|
|
|
14,580
|
|
|
|
12,993
|
|
Deferred tax
liabilities, net
|
|
|
|
18,360
|
|
|
|
21,149
|
|
Other long-term
liabilities
|
|
|
|
14,197
|
|
|
|
5,875
|
|
Total
liabilities
|
|
|
|
1,368,516
|
|
|
|
1,525,199
|
|
Commitments and
contingencies
|
|
|
|
|
|
|
|
Stockholders'
equity
|
|
|
|
|
|
|
|
Preferred stock,
$0.0001 par value
|
|
|
—
|
|
|
|
—
|
|
Common stock, $0.0001
par value
|
|
|
17
|
|
|
|
15
|
|
Common stock contingent
consideration
|
|
|
—
|
|
|
|
36,575
|
|
Additional paid-in
capital
|
|
|
|
557,513
|
|
|
|
305,423
|
|
Accumulated
deficit
|
|
|
|
(125,887)
|
|
|
|
(98,078)
|
|
Accumulated other
comprehensive loss
|
|
|
|
(10,176)
|
|
|
|
(12,865)
|
|
Total stockholders'
equity
|
|
|
|
421,467
|
|
|
|
231,070
|
|
Total liabilities and
stockholders' equity
|
|
|
$
|
1,789,983
|
|
|
$
|
1,756,269
|
|
VERRA MOBILITY
CORPORATION
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE
INCOME
(Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
|
Year Ended December
31,
|
|
(In thousands,
except per share data)
|
|
2023
|
|
|
2022
|
|
|
2023
|
|
|
2022
|
|
Service
revenue
|
|
$
|
201,818
|
|
|
$
|
178,965
|
|
|
$
|
783,595
|
|
|
$
|
695,218
|
|
Product
sales
|
|
|
9,195
|
|
|
|
7,105
|
|
|
|
33,715
|
|
|
|
46,380
|
|
Total
revenue
|
|
|
211,013
|
|
|
|
186,070
|
|
|
|
817,310
|
|
|
|
741,598
|
|
Cost of service
revenue, excluding depreciation and amortization
|
|
|
4,514
|
|
|
|
4,694
|
|
|
|
18,232
|
|
|
|
16,330
|
|
Cost of product
sales
|
|
|
7,022
|
|
|
|
5,294
|
|
|
|
25,231
|
|
|
|
30,932
|
|
Operating
expenses
|
|
|
76,915
|
|
|
|
59,529
|
|
|
|
273,288
|
|
|
|
226,324
|
|
Selling, general and
administrative expenses
|
|
|
73,056
|
|
|
|
40,220
|
|
|
|
198,550
|
|
|
|
163,133
|
|
Depreciation,
amortization and (gain) loss on disposal of assets, net
|
|
|
26,177
|
|
|
|
34,293
|
|
|
|
113,195
|
|
|
|
140,174
|
|
Total costs and
expenses
|
|
|
187,684
|
|
|
|
144,030
|
|
|
|
628,496
|
|
|
|
576,893
|
|
Income from
operations
|
|
|
23,329
|
|
|
|
42,040
|
|
|
|
188,814
|
|
|
|
164,705
|
|
Interest expense,
net
|
|
|
20,859
|
|
|
|
20,348
|
|
|
|
86,701
|
|
|
|
69,372
|
|
Change in fair value of
private placement warrants
|
|
|
—
|
|
|
|
(9,267)
|
|
|
|
24,966
|
|
|
|
(14,400)
|
|
Tax receivable
agreement liability adjustment
|
|
|
(3,077)
|
|
|
|
245
|
|
|
|
(3,077)
|
|
|
|
(720)
|
|
Loss (gain) on interest
rate swap
|
|
|
2,764
|
|
|
|
(996)
|
|
|
|
817
|
|
|
|
(996)
|
|
Loss (gain) on
extinguishment of debt
|
|
|
—
|
|
|
|
—
|
|
|
|
3,533
|
|
|
|
(3,005)
|
|
Other income,
net
|
|
|
1,643
|
|
|
|
(3,287)
|
|
|
|
(11,123)
|
|
|
|
(12,654)
|
|
Total other
expenses
|
|
|
22,189
|
|
|
|
7,043
|
|
|
|
101,817
|
|
|
|
37,597
|
|
Income before income
taxes
|
|
|
1,140
|
|
|
|
34,997
|
|
|
|
86,997
|
|
|
|
127,108
|
|
Income tax (benefit)
provision
|
|
|
(1,882)
|
|
|
|
6,779
|
|
|
|
29,982
|
|
|
|
34,633
|
|
Net
income
|
|
$
|
3,022
|
|
|
$
|
28,218
|
|
|
$
|
57,015
|
|
|
$
|
92,475
|
|
Other comprehensive
income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in foreign
currency translation adjustment
|
|
|
6,250
|
|
|
|
8,069
|
|
|
|
2,689
|
|
|
|
(7,771)
|
|
Total comprehensive
income
|
|
$
|
9,272
|
|
|
$
|
36,287
|
|
|
$
|
59,704
|
|
|
$
|
84,704
|
|
Net income per
share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.02
|
|
|
$
|
0.19
|
|
|
$
|
0.36
|
|
|
$
|
0.61
|
|
Diluted
|
|
$
|
0.02
|
|
|
$
|
0.13
|
|
|
$
|
0.36
|
|
|
$
|
0.50
|
|
Weighted average
shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
166,437
|
|
|
|
149,227
|
|
|
|
158,777
|
|
|
|
152,848
|
|
Diluted
|
|
|
168,585
|
|
|
|
154,825
|
|
|
|
160,017
|
|
|
|
159,026
|
|
VERRA MOBILITY
CORPORATION
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
($ in
thousands)
|
|
2023
|
|
|
2022
|
|
Cash Flows from
Operating Activities:
|
|
|
|
|
|
|
Net income
|
|
$
|
3,022
|
|
|
$
|
28,218
|
|
Adjustments to
reconcile net income to net cash provided by operating
activities:
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
26,232
|
|
|
|
33,390
|
|
Amortization of
deferred financing costs and discounts
|
|
|
1,079
|
|
|
|
1,350
|
|
Change in fair value
of private placement warrants
|
|
|
—
|
|
|
|
(9,267)
|
|
Tax receivable
agreement liability adjustment
|
|
|
(3,077)
|
|
|
|
245
|
|
Loss (gain) on
interest rate swap
|
|
|
3,041
|
|
|
|
(996)
|
|
Credit loss
expense
|
|
|
1,501
|
|
|
|
3,589
|
|
Deferred income
taxes
|
|
|
(19,801)
|
|
|
|
(45)
|
|
Stock-based
compensation
|
|
|
5,130
|
|
|
|
3,007
|
|
Impairment of
long-lived assets and ROU assets
|
|
|
4,280
|
|
|
|
—
|
|
Impairment on a
privately-held equity investment
|
|
|
—
|
|
|
|
1,340
|
|
Other
|
|
|
53
|
|
|
|
1,030
|
|
Changes in operating
assets and liabilities:
|
|
|
|
|
|
|
Accounts
receivable
|
|
|
(6,605)
|
|
|
|
8,161
|
|
Unbilled
receivables
|
|
|
3,277
|
|
|
|
2,269
|
|
Inventory
|
|
|
2,209
|
|
|
|
(1,254)
|
|
Prepaid expenses and
other assets
|
|
|
(5,109)
|
|
|
|
(4,099)
|
|
Deferred
revenue
|
|
|
(5,875)
|
|
|
|
(1,700)
|
|
Accounts payable and
other current liabilities
|
|
|
23,453
|
|
|
|
8,491
|
|
Other
liabilities
|
|
|
2,920
|
|
|
|
(4,168)
|
|
Net cash provided by
operating activities
|
|
|
35,730
|
|
|
|
69,561
|
|
Cash Flows from
Investing Activities:
|
|
|
|
|
|
|
Payments for interest
rate swap
|
|
|
277
|
|
|
|
—
|
|
Purchase of
intellectual property
|
|
|
(500)
|
|
|
|
—
|
|
Purchases of
installation and service parts and property and
equipment
|
|
|
(16,484)
|
|
|
|
(12,259)
|
|
Cash proceeds from the
sale of assets
|
|
|
110
|
|
|
|
101
|
|
Net cash used in
investing activities
|
|
|
(16,597)
|
|
|
|
(12,158)
|
|
Cash Flows from
Financing Activities:
|
|
|
|
|
|
|
Repayment of long-term
debt
|
|
|
(2,255)
|
|
|
|
(2,255)
|
|
Payment of debt
issuance costs
|
|
|
(97)
|
|
|
|
(37)
|
|
Proceeds from exercise
of stock options
|
|
|
3,074
|
|
|
|
337
|
|
Payment of employee
tax withholding related to RSUs and PSUs vesting
|
|
|
(65)
|
|
|
|
(3,452)
|
|
Net cash provided by
(used in) financing activities
|
|
|
657
|
|
|
|
(5,407)
|
|
Effect of exchange rate
changes on cash and cash equivalents
|
|
|
1,602
|
|
|
|
1,490
|
|
Net increase in cash,
cash equivalents and restricted cash
|
|
|
21,392
|
|
|
|
53,486
|
|
Cash, cash equivalents
and restricted cash - beginning of period
|
|
|
118,330
|
|
|
|
55,629
|
|
Cash, cash equivalents
and restricted cash - end of period
|
|
$
|
139,722
|
|
|
$
|
109,115
|
|
VERRA MOBILITY
CORPORATION
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
|
For the Year Ended
December 31,
|
|
($ in
thousands)
|
|
2023
|
|
|
2022
|
|
Cash Flows from
Operating Activities:
|
|
|
|
|
|
|
Net income
|
|
$
|
57,015
|
|
|
$
|
92,475
|
|
Adjustments to
reconcile net income to net cash provided by operating
activities:
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
|
113,067
|
|
|
|
138,684
|
|
Amortization of
deferred financing costs and discounts
|
|
|
4,679
|
|
|
|
5,472
|
|
Change in fair value
of private placement warrants
|
|
|
24,966
|
|
|
|
(14,400)
|
|
Tax receivable
agreement liability adjustment
|
|
|
(3,077)
|
|
|
|
(720)
|
|
Gain on interest rate
swap
|
|
|
(320)
|
|
|
|
(996)
|
|
Loss (gain) on
extinguishment of debt
|
|
|
3,533
|
|
|
|
(3,005)
|
|
Credit loss
expense
|
|
|
9,054
|
|
|
|
14,481
|
|
Deferred income
taxes
|
|
|
(27,037)
|
|
|
|
(17,355)
|
|
Stock-based
compensation
|
|
|
17,476
|
|
|
|
16,663
|
|
Impairment of
long-lived assets and ROU assets
|
|
|
4,280
|
|
|
|
—
|
|
Impairment on a
privately-held equity investment
|
|
|
—
|
|
|
|
1,340
|
|
Other
|
|
|
359
|
|
|
|
1,654
|
|
Changes in operating
assets and liabilities:
|
|
|
|
|
|
|
Accounts
receivable
|
|
|
(42,459)
|
|
|
|
(17,685)
|
|
Unbilled
receivables
|
|
|
(6,252)
|
|
|
|
(1,936)
|
|
Inventory
|
|
|
1,148
|
|
|
|
(10,310)
|
|
Prepaid expenses and
other assets
|
|
|
(2,161)
|
|
|
|
4,306
|
|
Deferred
revenue
|
|
|
(2,400)
|
|
|
|
4,591
|
|
Accounts payable and
other current liabilities
|
|
|
50,512
|
|
|
|
6,513
|
|
Other
liabilities
|
|
|
3,718
|
|
|
|
(1,435)
|
|
Net cash provided by
operating activities
|
|
|
206,101
|
|
|
|
218,337
|
|
Cash Flows from
Investing Activities:
|
|
|
|
|
|
|
Payment of contingent
consideration
|
|
|
—
|
|
|
|
(647)
|
|
Payments for interest
rate swap
|
|
|
(1,137)
|
|
|
|
—
|
|
Purchase of
intellectual property
|
|
|
(500)
|
|
|
|
—
|
|
Purchases of
installation and service parts and property and
equipment
|
|
|
(56,985)
|
|
|
|
(48,186)
|
|
Cash proceeds from the
sale of assets
|
|
|
332
|
|
|
|
241
|
|
Net cash used in
investing activities
|
|
|
(58,290)
|
|
|
|
(48,592)
|
|
Cash Flows from
Financing Activities:
|
|
|
|
|
|
|
Repayment on
revolver
|
|
|
—
|
|
|
|
(25,000)
|
|
Repayment of long-term
debt
|
|
|
(181,519)
|
|
|
|
(9,019)
|
|
Payment of debt
issuance costs
|
|
|
(459)
|
|
|
|
(447)
|
|
Proceeds from the
exercise of warrants
|
|
|
161,408
|
|
|
|
—
|
|
Share repurchases and
retirement
|
|
|
(100,000)
|
|
|
|
(125,071)
|
|
Proceeds from exercise
of stock options
|
|
|
5,919
|
|
|
|
1,334
|
|
Payment of employee
tax withholding related to RSUs and PSUs vesting
|
|
|
(3,142)
|
|
|
|
(6,524)
|
|
Payment of contingent
consideration
|
|
|
—
|
|
|
|
(205)
|
|
Net cash used in
financing activities
|
|
|
(117,793)
|
|
|
|
(164,932)
|
|
Effect of exchange rate
changes on cash and cash equivalents
|
|
|
589
|
|
|
|
(130)
|
|
Net increase in cash,
cash equivalents and restricted cash
|
|
|
30,607
|
|
|
|
4,683
|
|
Cash, cash equivalents
and restricted cash - beginning of period
|
|
|
109,115
|
|
|
|
104,432
|
|
Cash, cash equivalents
and restricted cash - end of period
|
|
$
|
139,722
|
|
|
$
|
109,115
|
|
VERRA MOBILITY
CORPORATION
ADJUSTED EBITDA
RECONCILIATION (Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
|
For the Year Ended
December 31,
|
|
($ in
thousands)
|
|
2023
|
|
|
2022
|
|
|
2023
|
|
|
2022
|
|
Net
income
|
|
$
|
3,022
|
|
|
$
|
28,218
|
|
|
$
|
57,015
|
|
|
$
|
92,475
|
|
Interest expense,
net
|
|
|
20,859
|
|
|
|
20,348
|
|
|
|
86,701
|
|
|
|
69,372
|
|
Income tax (benefit)
provision
|
|
|
(1,882)
|
|
|
|
6,779
|
|
|
|
29,982
|
|
|
|
34,633
|
|
Depreciation and
amortization
|
|
|
26,232
|
|
|
|
33,390
|
|
|
|
113,067
|
|
|
|
138,684
|
|
EBITDA
|
|
|
48,231
|
|
|
|
88,735
|
|
|
|
286,765
|
|
|
|
335,164
|
|
Transaction and other
related expenses
|
|
|
145
|
|
|
|
(76)
|
|
|
|
629
|
|
|
|
3,381
|
|
Transformation
expenses
|
|
|
935
|
|
|
|
604
|
|
|
|
3,241
|
|
|
|
1,113
|
|
Change in fair value of
private placement warrants (i)
|
|
|
—
|
|
|
|
(9,267)
|
|
|
|
24,966
|
|
|
|
(14,400)
|
|
Legal settlement
(ii)
|
|
|
31,500
|
|
|
|
—
|
|
|
|
31,500
|
|
|
|
—
|
|
Tax settlement payment
related to a prior acquisition (iii)
|
|
|
5,652
|
|
|
|
—
|
|
|
|
5,652
|
|
|
|
—
|
|
Tax receivable
agreement liability adjustment (iv)
|
|
|
(3,077)
|
|
|
|
245
|
|
|
|
(3,077)
|
|
|
|
(720)
|
|
Loss (gain) on interest
rate swap (v)
|
|
|
2,764
|
|
|
|
(996)
|
|
|
|
817
|
|
|
|
(996)
|
|
Loss (gain) on
extinguishment of debt (vi)
|
|
|
—
|
|
|
|
—
|
|
|
|
3,533
|
|
|
|
(3,005)
|
|
Stock-based
compensation (vii)
|
|
|
5,130
|
|
|
|
3,007
|
|
|
|
17,476
|
|
|
|
16,663
|
|
Impairment on
privately-held equity investment
|
|
|
—
|
|
|
|
1,340
|
|
|
|
—
|
|
|
|
1,340
|
|
Adjusted
EBITDA
|
|
$
|
91,280
|
|
|
$
|
83,592
|
|
|
$
|
371,502
|
|
|
$
|
338,540
|
|
|
|
(i)
|
This consists of
adjustments to the private placement warrants liability from the
re-measurement to fair value at the end of each reporting period,
or a final re-measurement upon their exercise.
|
(ii)
|
This relates to the
PlusPass legal settlement further discussed above.
|
(iii)
|
This consists of a tax
settlement adjustment related to an acquisition that was completed
in 2018.
|
(iv)
|
This consists of
adjustments made to our Tax Receivable Agreement liability due to
changes in estimates.
|
(v)
|
Loss (gain) on interest
rate swap is associated with the derivative instrument re-measured
to fair value at the end of the reporting period offset by the
related monthly cash payments.
|
(vi)
|
Loss (gain) on
extinguishment of debt consists of the write-off of pre-existing
original issue discounts and deferred financing costs associated
with the early repayment of debt and the gain on extinguishment of
debt in 2022 related to the forgiveness of the PPP loan.
|
(vii)
|
Stock-based
compensation represents the non-cash charge related to the issuance
of awards under the Verra Mobility Corporation 2018 Equity
Incentive Plan.
|
FREE CASH FLOW
(Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
|
For the Year Ended
December 31,
|
|
($ in
thousands)
|
|
2023
|
|
|
2022
|
|
|
2023
|
|
|
2022
|
|
Net cash provided by
operating activities
|
|
$
|
35,730
|
|
|
$
|
69,561
|
|
|
$
|
206,101
|
|
|
$
|
218,337
|
|
Purchases of
installation and service parts and property and
equipment
|
|
|
(16,484)
|
|
|
|
(12,259)
|
|
|
|
(56,985)
|
|
|
|
(48,186)
|
|
Free Cash
Flow
|
|
$
|
19,246
|
|
|
$
|
57,302
|
|
|
$
|
149,116
|
|
|
$
|
170,151
|
|
ADJUSTED EPS
(Unaudited)
|
|
|
|
Three Months Ended
December 31,
|
|
|
For the Year Ended
December 31,
|
|
(In thousands,
except per share data)
|
|
2023
|
|
|
2022
|
|
|
2023
|
|
|
2022
|
|
Net
income
|
|
$
|
3,022
|
|
|
$
|
28,218
|
|
|
$
|
57,015
|
|
|
$
|
92,475
|
|
Amortization of
intangibles
|
|
|
16,721
|
|
|
|
25,132
|
|
|
|
77,644
|
|
|
|
106,161
|
|
Transaction and other
related expenses
|
|
|
145
|
|
|
|
(76)
|
|
|
|
629
|
|
|
|
3,381
|
|
Transformation
expenses
|
|
|
935
|
|
|
|
604
|
|
|
|
3,241
|
|
|
|
1,113
|
|
Change in fair value
of private placement warrants
|
|
|
—
|
|
|
|
(9,267)
|
|
|
|
24,966
|
|
|
|
(14,400)
|
|
Legal
settlement
|
|
|
31,500
|
|
|
|
—
|
|
|
|
31,500
|
|
|
|
—
|
|
Tax settlement payment
related to a prior acquisition
|
|
|
5,652
|
|
|
|
—
|
|
|
|
5,652
|
|
|
|
—
|
|
Tax receivable
agreement liability adjustment
|
|
|
(3,077)
|
|
|
|
245
|
|
|
|
(3,077)
|
|
|
|
(720)
|
|
Tax receivable
agreement imputed interest
|
|
|
(3,641)
|
|
|
|
—
|
|
|
|
(3,641)
|
|
|
|
—
|
|
Loss (gain) on
extinguishment of debt
|
|
|
—
|
|
|
|
—
|
|
|
|
3,533
|
|
|
|
(3,005)
|
|
Change in fair value
of interest rate swap
|
|
|
3,041
|
|
|
|
(996)
|
|
|
|
(320)
|
|
|
|
(996)
|
|
Stock-based
compensation
|
|
|
5,130
|
|
|
|
3,007
|
|
|
|
17,476
|
|
|
|
16,663
|
|
Impairment on
privately-held equity investment
|
|
|
—
|
|
|
|
1,340
|
|
|
|
—
|
|
|
|
1,340
|
|
Total adjustments
before income tax effect
|
|
|
56,406
|
|
|
|
19,989
|
|
|
|
157,603
|
|
|
|
109,537
|
|
Income tax effect on
adjustments
|
|
|
(19,568)
|
|
|
|
(8,855)
|
|
|
|
(42,105)
|
|
|
|
(40,423)
|
|
Total adjustments
after income tax effect
|
|
|
36,838
|
|
|
|
11,134
|
|
|
|
115,498
|
|
|
|
69,114
|
|
Adjusted Net
Income
|
|
$
|
39,860
|
|
|
$
|
39,352
|
|
|
$
|
172,513
|
|
|
$
|
161,589
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EPS
|
|
$
|
0.24
|
|
|
$
|
0.25
|
|
|
$
|
1.08
|
|
|
$
|
1.02
|
|
Diluted weighted
average shares outstanding
|
|
|
168,585
|
|
|
|
154,825
|
|
|
|
160,017
|
|
|
|
159,026
|
|
Investor Relations Contact
Mark Zindler
mark.zindler@verramobility.com
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SOURCE Verra Mobility