REPAY Named Finalist in CreditUnions.com’s 2020 Innovation Series

REPAY is proud to announce it has been named a finalist in CreditUnions.com‘s 2020 Innovation Series, powered by Callahan & Associates. During the Innovation Series webinar on Tuesday, February 18, 2020, Fleurette Runyan from REPAY discussed how REPAY helps credit unions reinvent and elevate the member experience through payment technology.

REPAY Announces the Acquisition of Ventanex

Upsizes Existing Credit Facility to $345 million

ATLANTA–(BUSINESS WIRE)–Feb. 10, 2020– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced the acquisition of Ventanex for up to $50 million, of which $36 million was paid at closing. The remaining $14 million may become payable upon the achievement of performance growth targets. The closing of the acquisition was financed with a combination of cash on hand and new borrowings under REPAY’s existing credit facility. As part of the financing for the transaction, REPAY has entered into an agreement with Truist Bank (formerly SunTrust Bank) and other members of its existing bank group to amend and upsize its existing credit facility by $115 million to provide additional capacity for growth.

Ventanex, founded in 2012 and headquartered in Dallas, TX, is an integrated payments solutions provider to the consumer finance and B2B healthcare verticals. Ventanex’s technology platform offers inbound and outbound omnichannel payment solutions and complex rules-based processing. Ventanex enables its clients to send and receive funds across numerous payment types, including but not limited to, ACH, debit card, credit card, virtual card, and check. The Ventanex solution is deeply integrated into its clients’ workflow via connectivity with their primary enterprise software solutions.

“The acquisition of Ventanex advances REPAY’s overarching strategy of being the preferred payments provider to high-growth verticals where our technology and payment capabilities serve as differentiators. The consumer finance and B2B healthcare markets will provide significant growth opportunities, as these verticals are in the early stages of a secular shift from legacy payment mediums to the more innovative and varied payment solutions in which we specialize. Additionally, Ventanex’s consumer finance and B2B focus aligns well with our existing client base, allowing us to provide both customer sets with more robust offerings,” said John Morris, CEO of REPAY. “We are eager to welcome the Ventanex team into the REPAY family and look forward to working together to grow our consumer finance and B2B healthcare businesses.”

“We are thrilled to partner with REPAY to accelerate our growth in the consumer finance and B2B healthcare verticals, as both markets are large and present numerous value creation opportunities. We expect the combination of our product suite and REPAY’s distribution capabilities to drive meaningful growth in our core markets,” said Chris Sanders, CEO of Ventanex.

Transaction Details

  • REPAY acquired Ventanex for $50 million
    • $36 million was paid at closing
    • Up to $14 million may become payable through two separate earnouts, which are dependent upon Ventanex’s performance for the 12-month periods ending December 31, 2020 and 2021
  • The acquisition was financed with a combination of cash on hand and new borrowings under REPAY’s existing credit facility
  • As part of the financing for the transaction, REPAY has entered into an agreement with Truist Bank and other members of its existing bank group to amend and upsize its current $230 million credit facility to $345 million
    • Approximately $255 million was outstanding under the credit facility at the closing of the Ventanex transaction
  • Combined net leverage is expected to approximate 3.7x on a post-transaction basis
  • In 2019, Ventanex is expected to generate approximate revenue, gross profit, and adjusted EBITDA of $12.00 million, $6.50 million, and $4.25 million, respectively

Strategic Rationale

  • New, Attractive, High-growth Markets
    • The consumer finance and B2B healthcare markets have large addressable markets and provide numerous technology-centered value creation opportunities
    • Ventanex’s mortgage loan servicer focus materially expands REPAY’s addressable market by approximately $500 billion. Ventanex’s solution is integrated with the largest mortgage loan servicing platforms, including Black Knight and Fiserv
    • Ventanex’s foothold in the B2B healthcare vertical will allow REPAY to pursue the high-growth, $170 billion market for outbound healthcare payments
  • Cross Sell Opportunities
    • Similar client bases largely comprised of companies that service loans
    • Ventanex’s products are highly complementary to those of REPAY; therefore, bi-directional cross sell opportunities exist
  • Growth Acceleration
    • REPAY believes that its distribution, technology, and processing capabilities will accelerate new client wins
    • Additionally, REPAY expects continued professionalization and infrastructure investments to enable Ventanex to scale and move up-market on the customer dimension

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, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding REPAY’s industry and market sizes, future opportunities for REPAY, as well as the Ventanex estimated full year performance metrics. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.

In addition to factors previously disclosed in prior reports filed with the U.S. Securities and Exchange Commission 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: a delay or failure to integrate and realize the benefits of the Ventanex acquisition and any difficulties associated with marketing products and services in the mortgage or B2B healthcare vertical markets in which REPAY does not have any experience; 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; risks relating to REPAY’s relationships within the payment ecosystem; the 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 develop and 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 as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. 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. Forecasts and estimates regarding REPAY’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Annualized, 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 and technology needs. REPAY’s proprietary, integrated payment technology platform reduces the complexity and enhances the experience of electronic payments.

Source: Repay Holdings Corporation

Contacts

Investor Relations Contact for REPAY:
repayIR@icrinc.com

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

Nortridge Software Announces Integration with REPAY

FOOTHILL RANCH, CALIF-(PRWEB)-Jan. 21, 2020

Nortridge Software LLC, a leading software provider for lenders and loan servicing companies nationwide, today announced that its Nortridge Loan System (NLS) is now integrated with REPAY, a provider of vertically-integrated payment solutions, giving lenders another payment gateway option.

“We’re always working to provide more flexibility and robustness for our customers,” said Greg Hindson, president and CEO, Nortridge Software. “REPAY joins other payment gateways so NLS users can choose the best option based on their preferences and pricing, or new NLS users that already use REPAY can have a seamless transition.”

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 merchants, while enhancing the overall experience for consumers.

“We are thrilled to partner with Nortridge Software to offer our shared clients powerful integrated payment and funding technology that enables them to securely accept payments and fund loans 24/7,” said Susan Perlmutter, Chief Revenue Officer, REPAY. “The integration between the two systems should make the payment collection and reconciliation processes easy and seamless, ultimately creating a better experience for our customers and their borrowers.”

Payment gateways in NLS now include REPAY, Merchant Partners, Payix, and ACI Universal Payments.

About Nortridge Software
Nortridge Software LLC provides lenders and loan servicers with the automation needed to more profitably originate, service, collect and report on loan portfolios. Since 1981, Nortridge has leveraged its experience in banking, lending, and software development to provide clients with quality software solutions and excellent support services. Today, the Nortridge Loan System is valued by loan servicing companies representing a wide range of industries and loan portfolio sizes. The company is headquartered in Foothill Ranch, Calif. For more information, visit: http://www.nortridge.com.

About REPAY
Repay Holdings Corporation (NASDAQ: RPAY) 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 merchants, while enhancing the overall experience for consumers. For more information, visit http://www.repay.com.

REPAY to Attend 22nd Annual Needham Growth Conference

ATLANTA–(BUSINESS WIRE)–Jan. 3, 2020– Repay Holdings Corporation (NASDAQ: RPAY) a leading provider of vertically-integrated payment solutions, today announced that the Company will present at the 22nd Annual Needham Growth Conference on Tuesday, January 14, 2020 in New York, NY. The presentation will begin at 4:10pm ET.

The presentation will be webcast live from the Company’s investor relations website at https://investors.repay.com/ under the “Events” section. An archive of the webcast will be available at the same location on the website for 90 days.

Source: Repay Holdings Corporation

Investor Relations Contact for REPAY:
repayIR@icrinc.com

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

ACG Atlanta Announces the 2019 Deals and Dealmakers of the Year

ATLANTA – Oct. 17, 2019 – The Atlanta Chapter of The Association for Corporate Growth® (ACG), a global professional organization with the mission of Driving Middle-Market Growth®, recognizes the companies below as this year’s honorees. A celebration and the presentation of the awards will be held on November 21st.

“All of the awards selected this year exemplify ACG Atlanta’s focus on growth and demonstrate the strength and significance of Atlanta-based companies and investors,” said Melanie Brandt, President and CEO of ACG Atlanta. “Our winners achieved the highest performance and deal execution standards, representing the best of the highly qualified nominees this year.”

The ACG Atlanta Deals of the Year committee panel consists of a wide variety of ACG Member executives that comprise the local deals community. Nominations were considered based on the following criteria: economic development impact, complexity, involvement of strategic Atlanta business sectors, products or services with potential for significant local and global impact, and involvement of Atlanta investors, executives, and serial entrepreneurs.

ACG Atlanta will present awards to winners on November 21st at the Atlanta History Center. Herschel Walker, the University of Georgia football legend and successful businessman is the featured Keynote Speaker.

2019 Deal Honorees include:

  • Mega/Large Cap – SunTrust & BB&T Merger
  • Middle-Market – Argenbright Holdings & Delta Global Services
  • REIT – Cortland
  • Innovative Financing – REPAY Realtime Electronic Payments
  • Venture Deal – Salesloft
  • Dealmaker of the Year – Jim Childs, Managing Partner & CEO at Bowstring Advisors, a division of Citizens Capital Markets
  • Legend Award – Cam Lanier, Chairman & CEO of ITC Holding Company, LLC and ITC Capital Partners, LLC

About ACG Atlanta

The Association for Corporate Growth (ACG) comprises more than 14,500 members from corporations, private equity, finance, and professional service firms representing Fortune 500, Fortune1000, FTSE 100, and mid-market companies in 59 chapters in North America and Europe. Founded in 1974, ACG Atlanta is one of the oldest and most active chapters, providing the area’s executives and professionals a unique forum for exchanging ideas and experiences concerning organic and acquisitive growth. Programs include Atlanta ACG Capital Connection, The Georgia Fast 40 Honoree Awards and Gala, a Wine Tasting Reception, a Deal of the Year event as well as an active Women’s Forum and Young Professionals group. For more information, visit: acgatlanta.org or connect with ACG Atlanta via Facebook, LinkedIn and Twitter.

REPAY Announces the Acquisition of APS Payments

ATLANTA–(BUSINESS WIRE)–Oct. 14, 2019–Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced the acquisition of APS Payments (“APS”) for $60 million, of which $30 million was paid at closing. The remaining $30 million may become payable upon the achievement of performance growth targets. The closing of the acquisition was financed with a combination of cash on hand and proceeds from borrowings under REPAY’s existing credit facility.

APS, founded in 2008 and headquartered in Mesa, AZ, is an integrated payments provider focused on the B2B vertical. APS goes to market in the B2B vertical through key integrations with leading ERP platforms.

“APS fits our M&A strategy of acquiring high growth businesses with attractive margins, a strong existing distribution model, and technology enhancement opportunities – operating in large, fast growing addressable markets. In addition, APS provides us with end market diversification and organic growth opportunities, which we believe will help drive shareholder value,” said John Morris, CEO of REPAY. “We are thrilled to welcome the APS team into the REPAY family and look forward to working together to grow B2B electronic payments, as businesses continue to implement new payment technology.”

“Our mission has been to create highly robust, yet easy to use, payment solutions for our clients. We believe joining the REPAY team will enable us to advance that mission and capitalize on the on-going growth in B2B electronic payments, as businesses continue to implement new payment technology and move away from issuing and accepting paper checks,” said David Ford, CEO of APS.

Transaction Details

  • REPAY acquired APS for $60 million
    • $30 million was paid at closing
    • Up to $30 million may be payable through performance based earn outs, based on APS’ performance for the 12-month periods ending December 2019, June 2020, and December 2020
  • APS’ estimated full year 2019 metrics
    • Payment Card Volume – approximately $2 billion
    • Gross Profit – approximately $11 million
    • Adjusted EBITDA – approximately $6.5 million (includes $0.5 million of pro forma transaction processing cost synergies)
  • The closing of the acquisition was financed with a combination of cash on hand and borrowings under REPAY’s existing credit facility
  • Combined net leverage is expected to approximate 3.5x on a post-transaction basis1

Strategic Rationale

  • Organic Growth Opportunities
    • New vertical expansion and diversification into the +trillion dollar B2B market
    • APS is capitalizing on the on-going growth in B2B electronic payments, as businesses continue to move away from issuing and accepting paper checks
    • Large merchants, high volumes, large average ticket sizes, and low attrition rates characterize the B2B space, relative to most payment end markets
  • Opportunity to Leverage REPAY’s Technology Capabilities
    • APS’ technology infrastructure closely resembles that of businesses REPAY has acquired in the past; we understand how to successfully integrate and enhance these types of assets
    • Migration to REPAY’s technology platform and acceleration of ERP software integrations expected to result in substantial end market expansion
  • Shareholder Value Creation
    • The acquisition is immediately accretive to earnings

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, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding REPAY’s industry and market sizes, future opportunities for REPAY, as well as the APS estimated full year performance metrics. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.

In addition to factors previously disclosed in prior reports filed with the U.S. Securities and Exchange Commission 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: a delay or failure to integrate and realize the benefits of the APS acquisition and any difficulties associated with marketing products and services in the B2B vertical market in which REPAY does not have any experience; a delay or failure to integrate and realize the benefits of the TriSource acquisition and any difficulties associated with marketing products and services in the back-end processing market in which REPAY does not have prior experience; 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; risks relating to REPAY’s relationships within the payment ecosystem; the 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 develop and 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 as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. 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. Forecasts and estimates regarding REPAY’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Annualized, 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 and technology needs. REPAY’s proprietary, integrated payment technology platform reduces the complexity and enhances the experience of electronic payments.

_______________________
1 Calculated based on the estimated twelve months ending December 31, 2019 pro forma Adjusted EBITDA of REPAY, TriSource, and APS on a combined basis, after giving effect to new borrowings under the existing credit facility and assuming that all cash and cash equivalents, on a combined basis, offset REPAY’s post-transaction indebtedness.

View source version on businesswire.com:
https://www.businesswire.com/news/home/20191014005579/en/

Source: Repay Holdings Corporation

Contacts

Investor Relations Contact for REPAY:
repayIR@icrinc.com

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

REPAY Joins the Symitar Vendor Integration Program

ATLANTA–(BUSINESS WIRE)–Sept. 10, 2019–Repay Holdings Corporation, (NASDAQ: RPAY) (“REPAY”) a leading provider of vertically-integrated payment solutions, today announced that it has joined the Symitar® Vendor Integration Program (VIP). Participation in the program will provide REPAY with access to Symitar’s technical resources to enable REPAY’s proprietary payment platform to integrate with Symitar’s Episys® platform. The Vendor Integration Program is designed to help ensure that Symitar’s customers can easily deploy third-party products.

REPAY’s payment platform integrates with Episys via SymXchange™, a services-based programming interface that enables third-party vendors and credit unions to access the platform’s core data and business rules. The integrity of data is maintained throughout any data exchange, because access to business rules and data is managed through a service layer which governs these interactions.

REPAY’s payment technology aims to help credit unions reduce the complexity of electronic payments, increase member satisfaction, and enhance the member experience by offering convenient and secure payment options. The REPAY platform provides access to credit/debit card processing, Instant Funding, ACH processing, IVR/phone pay, text pay, electronic bill payment and presentment (EBPP) systems, and white-labeled member-facing payment portals, including web portals and mobile apps. REPAY’s inclusion in the VIP will make it easier for Symitar’s customers to use these advanced payment technology solutions to seamlessly accept payments and automatically update member payment data.

“Competition for new customers is fierce in the world of lending,” said Susan Perlmutter, Chief Revenue Officer of REPAY. “Having a multitude of friendly, self-service payment options for members, as well as state of the art collection tools that are integrated to their core platform, can be a game changer for a credit union. REPAY’s technology integration to the Episys platform can be a quick resolution to close this gap for our credit union clients.”

Symitar’s VIP takes the customer out of the middle, providing vendors with direct access to Symitar’s technical resources and test systems. VIP inclusion is not an endorsement of the vendor’s product.

About Symitar

Symitar®, a division of Jack Henry & Associates, Inc. (NASDAQ:JKHY), is a provider of integrated computer systems for credit unions of all sizes. Symitar has been selected as the primary technology partner by more than 800 credit unions, serving as a single source for integrated, enterprise-wide automation and as a single point of contact and support. Additional information about Symitar is available at www.symitar.com.

About Jack Henry & Associates, Inc.

Jack Henry & Associates, Inc.® (NASDAQ: JKHY) is a leading provider of technology solutions and payment processing services primarily for the financial services industry. Its solutions serve more than 9,000 customers nationwide, and are marketed and supported through three primary brands. Jack Henry Banking® supports banks ranging from community banks to multi-billion-dollar institutions with information processing solutions. Symitar® is a leading provider of information processing solutions for credit unions of all sizes. ProfitStars® provides highly specialized products and services that enable financial institutions of every asset size and charter, and diverse corporate entities to mitigate and control risks, optimize revenue and growth opportunities, and contain costs. Additional information is available at www.jackhenry.com.

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 merchants, while enhancing the overall experience for consumers.

Source: Repay Holdings Corporation

Investor Relations Contact for REPAY:
repayIR@icrinc.com 

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

REPAY Announces Appointment of General Counsel

ATLANTA–(BUSINESS WIRE)–Sept. 3, 2019–Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”), a leading provider of vertically-integrated payment solutions, today announced that it has appointed Tyler B. Dempsey as REPAY’s General Counsel.

Mr. Dempsey has provided legal counsel and support to REPAY for more than 9 years as outside counsel at Troutman Sanders LLP, where he has served as a Partner since 2008. He has extensive experience in mergers and acquisitions, joint ventures and strategic alliances, and corporate governance and securities matters.

“We are very pleased to have Tyler join our team. He has served as a trusted advisor for many years and has been instrumental in our numerous acquisitions as well as the recent transaction with Thunderbridge,” said John Morris, CEO of REPAY. “Tyler has more than 20 years of experience representing both public and private companies in the fintech, business services and software industries. His experience, both with REPAY and the industry, will be very valuable to us.”

Prior to joining Troutman Sanders, Mr. Dempsey was an attorney at King & Spalding LLP. He currently serves on the Board of Directors for TAG FinTech.

He received a J.D. from the University of North Carolina School of Law, where he was a member of the North Carolina Law Review and the Order of the Coif, and a B.S. in accounting, magna cum laude, from the University of Tennessee. He is a member of the State Bar of Georgia.

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 lenders, while enhancing the overall experience for consumers.

View source version on businesswire.com:
https://www.businesswire.com/news/home/20190903005740/en

Source: Repay Holdings Corporation

Contacts

Investor Relations Contact for REPAY:
repayIR@icrinc.com 

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

REPAY Reports Second Quarter 2019 Financial Results and Increases Outlook for Full Year 2019

ATLANTA–(BUSINESS WIRE)–Aug. 14, 2019– Repay Holdings Corporation (NASDAQ:RPAY), a leading provider of vertically-integrated payment solutions, today reported financial results for its second quarter of 2019.

“We are pleased with our results in the second quarter, which included year-over-year organic growth in card payment volume and gross profit of 27% and 33%, respectively.In addition, we expanded our integrated payment processing services into Canada, which was a strategic next step for the Company,” said John Morris, CEO of REPAY. “We have an excellent opportunity to modernize the large, fast growing and underserved verticals we currently address by delivering high quality payment technology.”

“We are thrilled to have completed our business combination with Thunder Bridge last month and secured a new credit facility, which provides us liquidity for growth, including future market expansions as well as strategic M&A, including the acquisition of TriSource Solutions, which we announced today,” continued Morris. “In addition, we are excited to work with our new Board and benefit from their deep experience in the payments space. We look forward to their guidance and support as we position our business for continued growth.”

Three Months Ended June 30, 2019 Highlights

  • Card payment volume was $2.2 billion, an increase of 27% over the second quarter of 2018
  • Total revenue was $36.2 million, an increase of 17% over the second quarter of 2018
  • Gross profit was $17.1 million, an increase of 33% over the second quarter of 2018
  • Net income was $4.2 million, a decrease of 7% over the second quarter of 2018
  • Adjusted EBITDA was $10.4 million, an increase of 24% over the second quarter of 2018
  • Adjusted Net Income was $7.8 million, an increase of 23% over the second quarter of 2018

Six Months Ended June 30, 2019 Highlights

  • Card payment volume was $4.7 billion, an increase of 30% over the first half of 2018
  • Total revenue was $75.5 million, an increase of 18% over the first half of 2018
  • Gross profit was $35.0 million, an increase of 32% over the first half of 2018
  • Net income was $9.0 million, an increase of 93% over the first half of 2018
  • Adjusted EBITDA was $21.8 million, an increase of 22% over the first half of 2018
  • Adjusted Net Income was $16.7 million, an increase of 22% over the first half of 2018

The financial information for the three and six months ended June 30, 2019 and the three and six months ended June 30, 2018 included in this press release reflects, and is based upon, information of REPAY prior to giving effect to the business combination with Thunder Bridge Acquisition Ltd. completed on July 11, 2019 (as further discussed below).

Adjusted EBITDA is a non-GAAP financial measure that represents net income adjusted for interest expense, depreciation and amortization and certain other non-cash charges and non-recurring items. Adjusted Net Income is a non-GAAP financial measure that represents net income adjusted for amortization of acquisition-related intangibles and certain other non-cash charges and non-recurring items. See “Non-GAAP Financial Measures” and the reconciliations of Adjusted EBITDA and Adjusted Net Income to their most comparable GAAP measure provided below. Gross profit represents total revenue less interchange and network fees as well as other costs of services.

Subsequent Events

On July 11, 2019, Repay Holdings, LLC, together with its parent, Hawk Parent Holdings, LLC (together, “Hawk Parent”), and Thunder Bridge Acquisition, Ltd. (“Thunder Bridge”), a special purpose acquisition company, announced that they completed their previously announced business combination under which Thunder Bridge acquired Hawk Parent for approximately $580.7 million in total consideration. Upon completion of the business combination, Thunder Bridge changed its name to Repay Holdings Corporation, and its Class A common stock began trading on the Nasdaq Stock Market under the ticker symbol “RPAY” on July 12, 2019.

On August 14, 2019 the Company announced the acquisition of TriSource Solutions for up to $65 million, which included a performance based earnout. The acquisition was financed with a combination of cash on hand and proceeds from borrowings under REPAY’s existing credit facility.

2019 Outlook

The addition of TriSource Solutions is expected to contribute between $8.0 million and $10.0 million in total revenue and between $2.25 million and $2.75 million in Adjusted EBITDA to the remainder of 2019.

REPAY now expects the following financial results for full year 2019, which reflects expected contributions from TriSource:

  Full Year 2019 Outlook
  Previous Guidance Updated Guidance
Card Payment Volume $9.2 billion $9.6 – 9.75 billion
Total Revenue $159.2 million $157.0 – 162.0 million
Gross Profit $71.6 million $74.0 – 76.0 million
Adjusted EBITDA $44.0 million $45.3 – 46.8 million

Revenue information for the full year 2019 outlook is presented in accordance with Accounting Standards Codification (“ASC”) 605. REPAY expects to adopt a new standard, ASC 606, when financial results for the full year ended December 31, 2019 are reported. In addition, REPAY does not provide quantitative reconciliation of forward-looking, non-GAAP financial measures such as forecasted 2019 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 2019 financial results today at 5:00 pm ET. Hosting the call will be John Morris, CEO, and Tim Murphy, CFO. The conference call can 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 13692995. The call will be webcast live from REPAY’s investor relations website and the replay will be available at https://investors.repay.com/investor-relations.

Non-GAAP Financial Measures

This communication includes certain non-GAAP financial measures that REPAY’s management uses to evaluate its operating business, measure its performance and make strategic decisions. Adjusted EBITDA is a non-GAAP financial measure that represents net income prior to interest expense, depreciation and amortization, as adjusted to add back certain non-cash and non-recurring charges, such as loss on extinguishment of debt, non-cash change in fair value of contingent consideration, share-based compensation charges, transaction expenses, management fees, legacy commission related charges, employee recruiting costs, loss on disposition of property and equipment, other taxes, strategic initiative related 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 non-cash and non-recurring charges, such as loss on extinguishment of debt, non-cash change in fair value of contingent consideration, transaction expenses, share-based compensation expense, management fees, legacy commission related charges, employee recruiting costs, loss on disposition of property and equipment, strategic initiative related costs and other non-recurring charges. 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 we exclude amortization from acquisition-related intangibles from our 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. REPAY believes that Adjusted EBITDA and Adjusted Net Income provide useful information to investors and others in understanding and evaluating its operating results in the same manner as management. However, Adjusted EBITDA and Adjusted Net Income 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 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 and Adjusted Net Income 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, our 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,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding REPAY’s industry and market sizes, future opportunities for REPAY and REPAY’s estimated future results, including the full year 2019 outlook. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.

In addition to factors previously disclosed in prior reports filed with the SEC 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: a delay or failure to realize the expected benefits from the business combination; a delay or failure to integrate and realize the benefits of the TriSource acquisition and any difficulties associated with operating in the back-end processing markets in which REPAY does not have any experience; 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; 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 develop and 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 as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. 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. Forecasts and estimates regarding REPAY’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Annualized, 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 lenders, while enhancing the overall experience for consumers.

The financial updates included in this press release for the historical periods indicated below reflect, and are based upon, the information of REPAY prior to giving effect to the business combination with Thunder Bridge Acquisition Ltd.

View source version on businesswire.com: https://www.businesswire.com/news/home/20190814005701/en/

Source: Repay Holdings Corporation

Investor Relations Contact for REPAY:

repayIR@icrinc.com

Media Relations Contact for REPAY:

Kristen Hoyman khoyman@repay.com

REPAY Announces the Acquisition of TriSource Solutions

ATLANTA–(BUSINESS WIRE)–Aug. 14, 2019– Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY”) (“the Company”), a leading provider of vertically-integrated payment solutions, today announced the acquisition of TriSource Solutions (“TriSource”), for up to $65 million, which includes a performance based earn out. The acquisition was financed with a combination of cash on hand and proceeds from borrowings under REPAY’s existing credit facility.

TriSource, founded in 2007, provides back-end transaction processing services to independent sales organizations (“ISO’s”) and operates as a direct ISO on behalf of its owned portfolios and external sales agents. TriSource is headquartered in Bettendorf, IA with an additional office in East Moline, IL. Since 2012, TriSource has been REPAY’s primary third-party processor for back-end settlement solutions and a valuable partner that has supported the Company’s growth.

“TriSource will enable us to build more intelligent payment solutions and bring these solutions to our customers faster. Additionally, we see the potential for strong organic growth in TriSource’s back-end settlement business, and our long partnership with TriSource has illustrated its inherent value proposition. We are looking forward to leveraging TriSource’s capabilities to drive continued growth. Further, the acquisition enhances our M&A strategy, as having our own back-end transaction processing capabilities will allow us to reduce future targets’ transaction processing costs and to expedite other synergy realization efforts. The TriSource acquisition will be immediately and meaningfully accretive to earnings,” said John Morris, CEO of REPAY.

“We are excited to join the REPAY team,” said Deborah Brown, COO of TriSource Solutions. “We have partnered with REPAY for many years and believe they will help us to accelerate our processing business growth. We look forward to working alongside the REPAY team to drive long term growth at the combined company.”

“TriSource owners Henry Harp and Bill Brockway, along with the company’s executive management team, have built a top-tier organization. I’ve had the pleasure of working alongside the TriSource team over the past seven years and believe adding them to the REPAY family will be beneficial to all parties. I would like to take this opportunity to welcome them to our organization,” said Shaler Alias, President of REPAY.

Transaction Details

  • REPAY acquired TriSource for up to $65 million
    • $60 million was paid at closing
    • Up to $5 million is structured as a performance based earn out
  • The acquisition was financed with a combination of cash on hand and borrowings under REPAY’s existing credit facility
  • Annualized Adjusted EBITDA is expected to be approximately $7.0 million
  • Combined net leverage expected to be approximately 3.5x on a post-transaction basis1

1 Calculated based on the estimated twelve months ended September 30, 2019 Adjusted EBITDA of REPAY and TriSource on a combines basis, after giving effect to new borrowings under the existing credit facility and assuming that all cash and cash equivalents, on a combined basis, offset REPAY’s post-transaction indebtedness.

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, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding REPAY’s industry and market sizes, future opportunities for REPAY and REPAY’s estimated future results, including the full year 2019 outlook. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.

In addition to factors previously disclosed in prior reports filed with the SEC 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: a delay or failure to realize the expected benefits from the business combination; a delay or failure to integrate and realize the benefits of the TriSource acquisition and any difficulties associated with operating in the back-end processing markets in which REPAY does not have any experience; 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; 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 develop and 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 as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. 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. Forecasts and estimates regarding REPAY’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Annualized, 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 lenders, while enhancing the overall experience for consumers.

View source version on businesswire.com: https://www.businesswire.com/news/home/20190814005646/en/

Source: Repay Holdings Corporation

Investor Relations for REPAY:
repayIR@icrinc.com

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