Verra Mobility Announces Fourth Quarter and Full Year 2018 Financial Results
Total revenue for the fourth quarter increased to
"We are pleased with our execution during the fourth quarter and fiscal year 2018; this was an outstanding and transformative year for the Company. We closed two highly strategic acquisitions and became a publicly traded company through the SPAC transaction with Gores Holdings II," said
The Company reports its results of operations based on two operating segments: Commercial Services and Government Solutions. Commercial Services delivers market-leading 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 market-leading automated safety solutions to municipalities and school districts, including services and technology that enable photo enforcement via road safety camera programs related to red light, speed, school bus, and city bus lanes.
Fourth Quarter 2018 Financial Highlights
- Revenues of
$95.1 million - Net loss of
$38.0 million - Adjusted EBITDA of
$47.3 million , representing 49.7% of total revenue - Commercial Services segment generated total revenue of
$58.4 million and segment profit of$33.2 million - Government Solutions segment generated total revenue of
$36.7 million and segment profit of$13.1 million - Cash flow used in consolidated operations was
$94 ,000
The Company recorded certain out-of-period adjustments which reduced revenue in the fourth quarter of 2018, in the aggregate amount of
Full Year 2018 Financial Highlights
- Revenues of
$370.1 million - Net Loss of
$58.4 million - Adjusted EBITDA of
$197.6 million , representing 53.4% of total revenue - Commercial Services segment generated total revenue of
$222.6 million and segment profit of$121.6 million - Government Solutions segment generated total revenue of
$147.5 million and segment profit of$56.1 million - Cash flow from operations was
$46.0 million
Quarterly Conference Call
Forward-Looking Statements
This press release contains forward-looking statements which address The Company's expected future business and financial performance, and often contain words such as "goal," "target," "future," "estimate," "expect," "anticipate," "intend," "plan," "believe," "seek," "project," "may," "should," or "will" and similar expressions. Examples of forward-looking statements include, among others, statements regarding the benefits of the Company's strategic acquisitions; changes in the market for our products and services; expected operating results, such as revenue growth; expansion plans and opportunities; and earnings guidance related to 2018 financial and operational metrics. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those currently anticipated. Risks and uncertainties that may affect future results include those that are described from time to time in the Company's filings with the Securities and Exchange Commission ("
Non-GAAP Financial Information
In addition to disclosing financial results that are determined in accordance with U.S. generally accepted accounting principles ("GAAP"), the Company also discloses certain non-GAAP financial information in this press release. These financial measures are not recognized measures under GAAP and they 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 and adjusted EBITDA margin are non-GAAP financial measures as defined by SEC rules. This non-GAAP financial information may be determined or calculated differently 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 reconciliation.
About
Investor Contact
ICR, Inc., for
646-277-1290
IR@verramobility.com
VERRA MOBILITY CORPORATION AND SUBSIDIARIES |
||||||||
CONSOLIDATED BALANCE SHEETS |
||||||||
December 31, |
December 31, |
|||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ |
65,048,194 |
$ |
8,724,945 |
||||
Restricted cash |
2,033,186 |
1,784,665 |
||||||
Accounts receivable, net |
87,510,691 |
60,180,536 |
||||||
Unbilled receivables |
12,955,507 |
4,802,074 |
||||||
Prepaid expenses and other current assets |
17,600,270 |
15,788,912 |
||||||
Total current assets |
185,147,848 |
91,281,132 |
||||||
Installation and service parts, net |
9,282,064 |
9,066,913 |
||||||
Property and equipment, net |
69,242,811 |
65,370,696 |
||||||
Intangible assets, net |
514,541,531 |
203,749,221 |
||||||
Goodwill |
564,723,498 |
294,414,522 |
||||||
Other non-current assets |
1,845,443 |
982,731 |
||||||
Total assets |
$ |
1,344,783,195 |
$ |
664,865,215 |
||||
Liabilities and stockholders' equity |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ |
45,188,357 |
$ |
20,158,977 |
||||
Accrued liabilities |
14,443,967 |
10,086,622 |
||||||
Current portion of long-term debt |
9,103,518 |
3,250,000 |
||||||
Total current liabilities |
68,735,842 |
33,495,599 |
||||||
Long-term debt, net of current portion and deferred financing costs |
860,249,164 |
425,439,034 |
||||||
Other long-term liabilities |
3,368,710 |
2,689,145 |
||||||
Payable related to tax receivable agreement |
69,996,334 |
|||||||
Asset retirement obligation |
6,749,822 |
6,373,125 |
||||||
Deferred tax liabilities |
33,627,191 |
49,603,691 |
||||||
Total Liabilities |
1,042,727,063 |
517,600,594 |
||||||
Commitments and Contingencies |
||||||||
Stockholders' equity |
||||||||
Preferred stock, $.0001 par value, 1,000,000 shares authorized with no shares issued and outstanding as of December 31, 2018 and 2017 |
— |
— |
||||||
Common stock, $.0001 par value, 260,000,000 shares authorized with 156,056,642 and 60,483,804 shares issued and outstanding as of December 31, 2018 and 2017, respectively |
15,606 |
6,048 |
||||||
Common stock contingent consideration |
73,150,000 |
— |
||||||
Additional paid-in capital |
348,017,132 |
129,020,351 |
||||||
Retained earnings (accumulated deficit) |
(113,306,294) |
18,238,222 |
||||||
Accumulated other comprehensive loss |
(5,820,312) |
— |
||||||
Total stockholders' equity |
302,056,132 |
147,264,621 |
||||||
Total liabilities and stockholders' equity |
$ |
1,344,783,195 |
$ |
664,865,215 |
VERRA MOBILITY CORPORATION AND SUBSIDIARIES |
||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
||||||||
AND COMPREHENSIVE INCOME (LOSS) |
||||||||
Three months ended |
||||||||
December 31, |
December 31, |
|||||||
Unaudited |
2018 |
2017 |
||||||
Service revenue |
$ |
93,822,287 |
$ |
61,268,951 |
||||
Product sales |
1,283,125 |
1,895,085 |
||||||
Total revenue |
95,105,412 |
63,164,036 |
||||||
Cost of service revenue |
1,570,255 |
812,854 |
||||||
Cost of product sales |
1,021,797 |
1,118,821 |
||||||
Operating expenses |
28,582,987 |
21,703,161 |
||||||
Selling, general and administrative expenses |
53,517,772 |
14,832,998 |
||||||
Depreciation, amortization, impairment, and (gain) loss on disposal of assets, net |
28,523,027 |
13,868,581 |
||||||
Total costs and expenses |
113,215,838 |
52,336,415 |
||||||
Income from operations |
(18,110,426) |
10,827,621 |
||||||
Interest expense |
17,011,457 |
9,022,518 |
||||||
Loss on extinguishment of debt |
16,335,105 |
— |
||||||
Other income (expense), net |
(1,793,712) |
(837,012) |
||||||
Total other expense |
31,552,850 |
8,185,506 |
||||||
Income (loss) before income taxes |
(49,663,276) |
2,642,115) |
||||||
Income tax provision (benefit) |
(11,708,873) |
(26,539,460) |
||||||
Net income |
$ (37,954,403) |
$ (29,181,575) |
VERRA MOBILITY CORPORATION AND SUBSIDIARIES |
|||||||||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS |
|||||||||||||||||
AND COMPREHENSIVE INCOME (LOSS) |
|||||||||||||||||
Successor |
Predecessor |
||||||||||||||||
Period from |
Period From |
||||||||||||||||
Year Ended |
June 1, 2017 to |
January 1, 2017 to |
Year Ended |
||||||||||||||
December 31, |
December 31, |
May 31, |
December 31, |
||||||||||||||
2018 |
2017 |
2017 |
2016 |
||||||||||||||
Service revenue |
$ |
365,075,935 |
$ |
135,655,277 |
$ |
92,530,939 |
$ |
212,514,712 |
|||||||||
Product sales |
5,069,785 |
2,583,410 |
1,340,191 |
18,234,874 |
|||||||||||||
Total revenue |
370,145,720 |
138,238,687 |
93,871,130 |
230,749,586 |
|||||||||||||
Cost of service revenue |
5,787,699 |
1,936,063 |
1,369,445 |
2,638,070 |
|||||||||||||
Cost of product sales |
3,446,929 |
1,590,018 |
963,504 |
9,505,473 |
|||||||||||||
Operating expenses |
108,883,622 |
50,471,055 |
35,967,664 |
83,762,399 |
|||||||||||||
Selling , general and administrative expenses |
136,068,633 |
44,882,140 |
40,884,179 |
53,033,871 |
|||||||||||||
Depreciation, amortization, impairment and (gain) loss on disposal of assets, net |
103,352,668 |
33,112,553 |
12,613,143 |
33,916,936 |
|||||||||||||
Total costs and expenses |
357,539,551 |
131,991,829 |
91,797,935 |
182,856,749 |
|||||||||||||
Income from operations |
12,606,169 |
6,246,858 |
2,073,195 |
47,892,837 |
|||||||||||||
Interest expense |
69,550,214 |
20,857,920 |
875,102 |
2,706,499 |
|||||||||||||
Loss on extinguishment of debt |
26,486,179 |
— |
— |
— |
|||||||||||||
Other income, net |
(8,794,596) |
(2,172,261) |
(1,294,299) |
(2,470,776) |
|||||||||||||
Total other expense (income) |
87,241,797 |
18,685,659 |
(419,197) |
235,723 |
|||||||||||||
(Loss) income before income tax (benefit) provision |
(74,635,628) |
(12,438,801) |
2,492,392 |
47,657,114 |
|||||||||||||
Income tax (benefit) provision |
(16,241,112) |
(30,677,023) |
1,252,793 |
18,661,030 |
|||||||||||||
Net (loss) income |
$ |
(58,394,516) |
$ |
18,238,222 |
$ |
1,239,599 |
$ |
28,996,084 |
|||||||||
Other comprehensive income (loss): |
|||||||||||||||||
Foreign currency translation adjustment |
(5,820,312) |
— |
— |
— |
|||||||||||||
Change in interest rate swap valuation, net of taxes |
— |
— |
— |
50,255 |
|||||||||||||
Total comprehensive (loss) income |
$ |
(64,214,828) |
$ |
18,238,222 |
$ |
1,239,599 |
$ |
29,046,339 |
|||||||||
Earnings (loss) per share: |
|||||||||||||||||
Basic weighted average shares outstanding |
87,320,072 |
60,483,804 |
|||||||||||||||
Basic earnings (loss) per share |
$ |
(0.67) |
$ |
0.30 |
(1) |
(1) |
|||||||||||
Diluted weighted average shares outstanding |
87,320,072 |
60,483,804 |
|||||||||||||||
Diluted earnings (loss) per share |
$ |
(0.67) |
$ |
0.30 |
(1) |
(1) |
(1) |
Basis and diluted earnings (loss) per share for the Predecessor Period are not presented due to lack of comparability with the Successor Period. |
VERRA MOBILITY CORPORATION AND SUBSIDIARIES |
|||||||||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS |
|||||||||||||||||
Successor |
Predecessor |
||||||||||||||||
Period from |
Period From |
||||||||||||||||
Year Ended |
June 1, 2017 to |
January 1, 2017 to |
Year Ended |
||||||||||||||
December 31, |
December 31, |
May 31, |
December 31, |
||||||||||||||
2018 |
2017 |
2017 |
2016 |
||||||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
|||||||||||||||||
Net (loss) income |
$ |
(58,394,516) |
$ |
18,238,222 |
$ |
1,239,599 |
$ |
28,996,084 |
|||||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|||||||||||||||||
Depreciation and amortization |
103,346,438 |
33,151,063 |
12,574,006 |
33,814,562 |
|||||||||||||
Loss on extinguishment of debt |
26,486,179 |
— |
— |
— |
|||||||||||||
Deferred financing cost amortization |
9,167,979 |
1,981,476 |
143,241 |
475,596 |
|||||||||||||
Accretion expense |
396,374 |
153,542 |
106,404 |
185,021 |
|||||||||||||
Write-downs of installation and service parts and (gain) loss on disposal of assets |
6,230 |
(38,510) |
39,137 |
102,374 |
|||||||||||||
Installation and service parts expense |
1,238,512 |
565,198 |
177,124 |
1,382,686 |
|||||||||||||
Bad debt expense |
6,024,939 |
3,441,004 |
2,181,957 |
7,881,872 |
|||||||||||||
Deferred income taxes |
(24,434,693) |
(31,083,621) |
(3,326,978) |
(3,204,635) |
|||||||||||||
Stock-based compensation |
2,271,874 |
— |
— |
(618,911) |
|||||||||||||
Changes in operating assets and liabilities: |
|||||||||||||||||
Accounts receivable, net |
(23,721,307) |
(17,152,616) |
6,107,664 |
(17,409,068) |
|||||||||||||
Unbilled receivables |
(6,123,612) |
(362,336) |
1,945,493 |
(2,655,961) |
|||||||||||||
Prepaid expense and other current assets |
2,959,758 |
4,202,237 |
(1,581,750) |
(2,584,650) |
|||||||||||||
Other assets |
(845,281) |
139,856 |
322,260 |
294,181 |
|||||||||||||
Accounts payable and accrued liabilities |
7,125,305 |
(4,846,446) |
22,413,747 |
(703,321) |
|||||||||||||
Other Liabilities |
512,648 |
(77,736) |
(508,181) |
(2,114,649) |
|||||||||||||
Net cash provided by operating activities |
46,016,827 |
8,311,333 |
41,833,723 |
43,841,181 |
|||||||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: |
|||||||||||||||||
Acquisition of business, net of cash and restricted cash acquired |
(536,698,777) |
(537,853,861) |
— |
(21,232,989) |
|||||||||||||
Purchases of installation and service parts and property and equipment |
(26,576,364) |
(15,873,607) |
(8,952,667) |
(14,825,371) |
|||||||||||||
Cash proceeds from the sale of assets and insurance recoveries |
418,238 |
191,788 |
166,603 |
1,007,478 |
|||||||||||||
Net cash provided by (used in) investing activities |
(562,856,903) |
(553,535,680) |
(8,786,064) |
(35,050,882) |
|||||||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: |
|||||||||||||||||
Successor borrowings on revolver |
468,306 |
18,530,956 |
— |
— |
|||||||||||||
Successor repayment on revolver |
(468,306) |
(18,530,956) |
— |
— |
|||||||||||||
Successor borrowings of long-term debt |
1,103,800,000 |
444,250,000 |
— |
— |
|||||||||||||
Successor repayment of long-term debt |
(654,850,879) |
(1,625,000) |
— |
— |
|||||||||||||
Successor payment of debt issuance costs |
(31,752,670) |
(15,917,442) |
— |
— |
|||||||||||||
Payment of debt extinguishment costs |
(12,186,961) |
— |
— |
— |
|||||||||||||
Capitalization from Merger with Gores Holdings II |
803,293,629 |
— |
— |
— |
|||||||||||||
Payment of underwriting and transaction costs |
(24,023,524) |
— |
— |
— |
|||||||||||||
Predecessor borrowings on note payable |
— |
— |
40,752,179 |
187,920,609 |
|||||||||||||
Predecessor repayments on note payable |
— |
— |
(68,213,359) |
(147,521,410) |
|||||||||||||
Predecessor payments of debt issue costs |
— |
— |
(30,000) |
(332,500) |
|||||||||||||
Capital contribution from Greenlight |
169,258,843 |
— |
— |
— |
|||||||||||||
Successor distribution to selling shareholders |
(779,270,105) |
— |
— |
— |
|||||||||||||
Proceeds from issuance of common stock |
— |
129,026,399 |
— |
— |
|||||||||||||
Payment of cash dividend |
— |
— |
— |
(47,107,808) |
|||||||||||||
Net cash provided by (used in) by financing activities |
574,268,333 |
555,733,957 |
(27,491,180) |
(7,041,109) |
|||||||||||||
Effect of exchange rate changes on cash and cash equivalents |
(856,487) |
— |
— |
— |
|||||||||||||
Net increase in cash, cash equivalents and restricted cash |
56,571,770 |
10,509,610 |
5,556,479 |
1,749,190 |
|||||||||||||
Cash, cash equivalents and restricted cash - beginning of period |
10,509,610 |
— |
4,345,567 |
2,596,377 |
|||||||||||||
Cash, cash equivalents and restricted cash - end of period |
$ |
67,081,380 |
$ |
10,509,610 |
$ |
9,902,046 |
$ |
4,345,567 |
VERRA MOBILITY CORPORATION AND SUBSIDIARIES |
|||||||||||||||||||||||||||
ADJUSTED EBITDA RECONCILIATION |
|||||||||||||||||||||||||||
Successor |
Successor |
Successor |
Successor |
Predecessor |
|||||||||||||||||||||||
For the Three |
For the Three |
For the Year |
Period from |
Period from |
For the Year |
||||||||||||||||||||||
($ in thousands) |
2018 |
2017 |
2018 |
2017 |
2017 |
2016 |
|||||||||||||||||||||
Net income (loss) |
$ |
(37,954) |
$ |
29,182 |
$ |
(58,395) |
$ |
18,238 |
$ |
1,240 |
$ |
28,996 |
|||||||||||||||
Interest expense |
17,011 |
9,023 |
69,550 |
20,858 |
875 |
2,706 |
|||||||||||||||||||||
Income tax provision expense (benefit) |
(11,709) |
(26,539) |
(16,241) |
(30,677) |
1,253 |
18,661 |
|||||||||||||||||||||
Depreciation and amortization |
28,508 |
13,895 |
103,346 |
33,151 |
12,574 |
33,815 |
|||||||||||||||||||||
EBITDA |
(4,144) |
25,559 |
98,260 |
41,570 |
15,942 |
84,178 |
|||||||||||||||||||||
Transaction and other related expenses (i) |
30,855 |
135 |
56,443 |
10,190 |
21,772 |
1,154 |
|||||||||||||||||||||
Transformation expenses (ii) |
727 |
1,451 |
8,766 |
3,913 |
— |
— |
|||||||||||||||||||||
Loss on extinguishment of debt (iii) |
16,335 |
— |
26,486 |
— |
— |
— |
|||||||||||||||||||||
Sponsor Fees and expenses (iv) |
1,250 |
1,804 |
5,383 |
4,228 |
— |
— |
|||||||||||||||||||||
Non-cash amortization of contract inducement (v) |
— |
— |
— |
— |
277 |
1,784 |
|||||||||||||||||||||
Stock-based compensation (vi) |
2,272 |
— |
2,272 |
— |
— |
— |
|||||||||||||||||||||
Adjusted EBITDA |
$ |
47,295 |
$ |
28,950 |
$ |
197,610 |
$ |
59,901 |
$ |
37,991 |
$ |
87,116 |
(i) |
Adjustments to add back deal fees incurred in relation to the ATS Merger (as defined below), Verra Mobility's acquisition of Highway Toll Administration, LLC and Euro Parking Collection plc in March and April 2018, respectively and the Business Combination with Gores Holdings II, Inc. in October 2018. Consists primarily of acquisition services to advisors, professional fees and other expenses. |
(ii) |
One-time costs including costs of strategy consultants, procurement optimization and IT optimization |
(iii) |
Costs incurred to refinance the Company's credit facility and term loans. Includes prepayment penalties, the write-off of deferred financing costs, lender fees and third-party costs to issue the new debt. |
(iv) |
Sponsor management fees paid to Platinum Equity. |
(v) |
Adjustments for amortization of a tolling contract with a major RAC. |
(vi) |
Non-cash stock based compensation. |
Basis of Presentation
On
Pursuant to the ATS Merger, a new basis of accounting at fair value was established in accordance with U.S. GAAP under Accounting Standards Codification ("ASC") Topic 805, Business Combinations. The new stepped-up basis was pushed down by Acquirer to the Company. The consolidated financial statements and footnotes contained herein are presented in distinct periods to indicate the application of two different bases of accounting between the periods presented. The period from
Segment profit (loss) is based on revenues and income (loss) from operations before depreciation, amortization, impairment and gain (loss) on disposal of assets and after other income, net. Depreciation, amortization, impairment and gain (loss) on disposal of assets, interest expense, loss on extinguishment of debt and income taxes are not indicative of operating performance, and, as a result are not included in the operating and reportable segments. Other income, net consists primarily of credit card rebates earned on the prepayment of tolls and therefore included in Segment profit (loss). There are no significant non-cash items reported in Segment profit (loss).
EBITDA and adjusted EBITDA
EBITDA is defined as net income, net of interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further excludes certain non-cash expenses, loss on extinguishment of debt and other transactions that management believes are not indicative of our business. Because EBITDA and adjusted EBITDA, as defined, exclude some but not all items that affect our cash flow from operating activities, they may not be comparable to similarly titled performance measures presented by other companies. EBITDA and adjusted EBITDA margins are calculated as EBITDA and adjusted EBITDA, respectively, divided by total revenues expressed as a percentage.
We present EBITDA and adjusted EBITDA because we believe they provide useful information regarding our ability to meet our future debt payment requirements, capital expenditures and working capital requirements and an overall evaluation of our financial condition. EBITDA and adjusted EBITDA have certain limitations as analytical tools and should not be used as substitutes for net income, cash flows from operations, or other consolidated income or cash flow data prepared in accordance with GAAP.
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