Technology

Verra Mobility Announces Fourth Quarter and Full Year 2023 Financial Results

Published

1 year ago

February 29, 2024

Full year 2023 revenue of $817.3 millionFull year 2023 net income of $57.0 millionFull 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 millionAdjusted EBITDA of $395 million to $405 millionAdjusted EPS of $1.15 to $1.20Adjusted 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

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

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)

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

Technology

BLUETTI Unveils Apex 300: Pre-Launch Access to Next-Gen Energy System Now Open

Published

40 minutes ago

April 17, 2025

The Apex 300 is built for a simple start—and ready to scale into a smarter energy ecosystem.

TORONTO, April 17, 2025 /CNW/ — BLUETTI, a leading innovator in clean energy storage, has officially opened the pre-order period for its new Apex 300 Energy Storage System (ESS), designed to meet the evolving demands of home backup, off-grid living, and mobile power. Early supporters can access exclusive perks through the BLUETTI pre-launch program running from April 16 to May 7 or join the Apex 300 Global Community. The product will officially debut on Indiegogo at 11:00 AM EDT on May 8.

The Apex 300 delivers 2,764.8Wh of capacity and 3,840W of continuous power in a compact, plug-and-play design. With dual 120V/240V output, it powers 99% of home appliances—from refrigerators and washing machines to power tools and air conditioners. It is the world’s first portable power station with 50A/12,000W pass-through capability and a true 0ms Uninterruptible Power Supply (UPS), making it ideal for both planned use and emergency response.

Thanks to its ultra-low 20W AC idle drain, the Apex 300 is one of the most efficient systems in its class. It significantly extends runtimes for fridges, CPAP machines, and other critical devices during blackouts. Built with second-generation automotive-grade LiFePO₄ battery cells, the system offers up to 17 years of dependable use.

What makes the Apex 300 stand out is its expandable ecosystem, including:

B300/B300S/B300K batteries – add more energy storageSolarX 4K Controller – supports 4,000W solar inputAT1 Smart Distribution Box – automates home energy useHub A1/Hub D1 – enable parallel or DC system upgrades

Fully scaled, a triple-unit Apex 300 system with 18 B300K batteries can reach up to 58,000Wh capacity and 11,520W output—enough to run a home for up to a week. It supports solar input up to 30,720W, integrates with existing rooftop inverters, and offers intelligent control via the BLUETTI App, including smart load prioritization and weather alert modes.

For off-grid or RV setups, the Apex 300 features NEMA TT-30R and 14-50R ports, standard AC outlets, and easy charging via solar panels, EV chargers, gas generators, or vehicle alternators.

About BLUETTI

Founded with a mission to deliver clean, accessible energy to everyone, BLUETTI has become a trusted energy storage brand in over 110 countries. Through programs like LAAF (Lighting An African Family), the company continues to innovate with purpose—bringing sustainable power to homes, remote cabins, and off-grid communities around the world.

Tara Fu
BLUETTI Marketing
pr@bluetti.com

SOURCE BLUETTI POWER INC

Technology

Spectra7 Announces Approval of Parade Technologies Sale Transaction, Results of Annual Meeting

Published

2 hours ago

April 17, 2025

SAN JOSE, Calif., April 17, 2025 /CNW/ — (TSXV:SEV) (OTCQB:SPVNF) Spectra7 Microsystems Inc. (“Spectra7” or the “Company”), a leader in high-performance analog semiconductors for broadband connectivity markets, such as AI networks, hyperscale data centers, and AR/VR, today announced results of its annual and special meeting of shareholders held on April 17, 2025 (the “Meeting”).

As part of the Meeting, the Company’s shareholders (the “Shareholders”) approved the proposed sale of substantially all of the assets of the Company (the “Sale Transaction”) pursuant to the terms of the previously announced asset purchase agreement dated March 7, 2025 between the Corporation and Parade Technologies, Ltd. (the “Purchase Agreement”). Shareholders also approved the proposed delisting of the Company’s common shares from the TSX Venture Exchange (the “TSXV”), conditional upon the approval and completion of the Sale Transaction.

The Sale Transaction is expected to close in the week following the Meeting, but remains subject to the satisfaction or waiver of the remaining conditions precedent set out in the Purchase Agreement. Please see the Company’s news release dated March 7, 2025 and the management information circular relating to the Meeting dated March 18, 2025 for a comprehensive description of the Sale Transaction and Purchase Agreement.

Shareholders also voted to:

authorize the creation of new Control Persons (as such term is defined in the policies of the TSXV) in connection with the exercise of outstanding pre-funded warrants of the Company;elect Raouf Halim, Omar Javaid, Roger Maggs, Christopher Morgan, and Ronald Pasek as directors; andappoint MNP, LLP, Chartered Accountants as auditor for the ensuing year.

ABOUT SPECTRA7 MICROSYSTEMS INC.

Spectra7 Microsystems Inc. is a high-performance analog semiconductor company delivering unprecedented bandwidth, speed and resolution to enable disruptive industrial design for leading electronics manufacturers in virtual reality, augmented reality, mixed reality, data centers and other connectivity markets. Spectra7 is based in San Jose, California with a design center in Cork, Ireland and a technical support location in Dongguan, China. For more information, please visit www.spectra7.com.

Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

CAUTIONARY NOTES

Statements in this press release contain forward-looking information. Such forward-looking information may be identified by words such as “anticipates”, “plans”, “proposes”, “estimates”, “intends”, “expects”, “believes”, “may” and “will”. The forward-looking statements included in this press release, including statements regarding the Sale Transaction and the receipt of necessary TSXV approvals and satisfaction of other closing conditions.

In respect of the forward-looking statements and information included in this press release, Spectra7 has provided such in reliance on certain assumptions that it believes are reasonable at this time, including assumptions as to the ability of the parties to the Purchase Agreement to receive, in a timely manner and on satisfactory terms, necessary approvals to complete the Sale Transaction and the ability of such parties to satisfy, in a timely manner, the other conditions to the closing of the Sale Transaction. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Forward-looking statements necessarily involve known and unknown risks and uncertainties, many of which are beyond Spectra7’s control. Such risks and uncertainties include but are not limited to: the risk that the Sale Transaction may not be completed on a timely basis, or at all; risks that the conditions to the consummation of the Sale Transaction may not be satisfied; the risk that the Sale Transaction may involve unexpected costs, liabilities or delays; the risk that, prior to the completion of the Sale Transaction, Spectra7’s business may experience significant disruptions, including loss of customers or employees, due to transaction-related uncertainty or other factors; the possible occurrence of an event, change or other circumstance that could result in termination of the Sale Transaction; risks that the Sale Transaction may have a negative impact on the market price and liquidity of the common shares of Spectra7; risks related to the diversion of management’s attention from the Company’s ongoing business operations; risks relating to the failure to obtain necessary TSXV approvals; risks related to trade tariffs and retaliatory trade measures, specifically between the United States and Canada; foreign exchange risk; and other risks inherent to completing a cross-border transaction of this nature. Further, failure to obtain the requisite approvals or the failure of the parties to otherwise satisfy the conditions to or complete the Sale Transaction, may result in the Sale Transaction not being completed on the proposed terms, or at all. In addition, if the Sale Transaction is not completed, and Spectra7’s business continues in its current form, the announcement of the Sale Transaction and the dedication of substantial resources to the completion of the Sale Transaction could have a material adverse impact on Spectra7’s share price, its current business relationships (including with future and prospective employees, customers and partners) and on the current and future operations, financial condition and prospects of Spectra7.

When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Readers are cautioned that the foregoing list of factors is not exhaustive. Details of additional risk factors relating to Spectra7 and its business, generally, are discussed under the heading “Business Risks and Uncertainties” in Spectra7’s Management’s Discussion & Analysis for the year ended December 31, 2024, a copy of which is available on Spectra7’s SEDAR+ profile at www.sedarplus.ca. These statements speak only as of the date of this press release. Except as otherwise required by applicable securities statutes or regulation, Spectra7 expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.

For more information, please contact:

Matt Kreps, Managing Director
Darrow Associates Investor Relations
mkreps@darrowir.com
214-597-8200

Spectra7 Microsystems Inc.
Omar Javaid
Chief Executive Officer
ir@spectra7.com

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SOURCE Spectra7 Microsystems Inc.

Technology

LIONSGATE AND LIONSGATE STUDIOS REMIND SHAREHOLDERS TO VOTE AT THE UPCOMING MEETINGS AND ANNOUNCE PROXY SUPPLEMENT

Published

2 hours ago

April 17, 2025

SANTA MONICA, Calif. and VANCOUVER, BC, April 17, 2025 /PRNewswire/ — Lions Gate Entertainment Corp. (NYSE: LGF.A, LGF.B) (“Lionsgate”) and Lionsgate Studios Corp. (Nasdaq: LION) (“Lionsgate Studios”) today reminded shareholders to vote at the upcoming annual general and special meeting of shareholders of Lionsgate and special meeting of shareholders of Lionsgate Studios (the “Meetings”). The revised proxy materials are available on the SEC’s website at www.sec.gov.

Lionsgate and Lionsgate Studios are seeking shareholder approval to, among other things, effect the separation of the businesses of Lionsgate Studios, which encompasses the motion picture and television studio operations, from the other businesses of Lionsgate, including the STARZ-branded premium subscription platforms.

Lionsgate and Lionsgate Studios will hold the Meetings on April 23, 2025. Shareholders of record of Lionsgate and Lionsgate Studios as of at 5:30 p.m. (Eastern Time) on March 12, 2025 are entitled to vote at the Meetings in accordance with the joint proxy statement/prospectus. The board of directors for each of Lionsgate and Lionsgate Studios strongly recommend that shareholders vote “FOR” each of the proposals presented at the Meetings.

In addition, Lionsgate and Lionsgate Studios today announced the filing of a supplement to the joint proxy statement/prospectus, dated March 14, 2025, in connection with the Meetings.

If you need assistance in voting your shares or have questions regarding the Meetings, please contact Lionsgate’s and Lionsgate Studios’ proxy solicitor, MacKenzie Partners, Inc., at (800) 322-2885 (toll-free) or (212) 929-5500 (collect), or by email at lionsgate@mackenziepartners.com, if you are a shareholder of Lionsgate, or lgstudios@mackenziepartners.com, if you are a shareholder of Lionsgate Studios.

Additional Information and Where to Find It
This communication is being made in respect of the Transactions described in the Registration Statement on Form S-4 involving Lionsgate, Lionsgate Studios and Lionsgate Studios Holding Corp (“New Lionsgate”). In connection with the Transactions, Lionsgate filed with the SEC a Registration Statement on Form S-4 on March 13, 2025 and a Proxy Statement on March 14, 2025. Promptly after filing its Proxy Statement with the SEC, Lionsgate and Lionsgate Studios mailed the Proxy Statement and a proxy card to each shareholder of Lionsgate entitled to vote at the Meetings relating to the Transactions. This communication is not a substitute for the Proxy Statement or any other document that Lionsgate and Lionsgate Studios has filed or may file with the SEC or send to its shareholders in connection with the Transactions. INVESTORS, SECURITY HOLDERS AND OTHER INTERESTED PERSONS ARE URGED TO READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE TRANSACTIONS BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT LIONSGATE, LIONSGATE STUDIOS AND THE TRANSACTIONS. The materials filed by Lionsgate and Lionsgate Studios are available to Lionsgate’s investors and shareholders at no expense to them and copies may be obtained free of charge by directing a request to Lionsgate at 2700 Colorado Avenue, Santa Monica, CA 90404, Attention: Investor Relations or at tel: (310) 449-9200. In addition, all of those materials are available at no charge on the SEC’s website at www.sec.gov and on SEDAR+ at www.sedarplus.ca.

Participants in the Solicitation
Lionsgate, Lionsgate Studios and certain of their directors, executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from its shareholders in connection with the Transactions. Information regarding the persons who may, under the rules of the SEC, be considered to be participants in the solicitation of Lionsgate’s and Lionsgate Studios’ shareholders in connection with the Transactions is set forth in the Proxy Statement. Additional information regarding these individuals and any direct or indirect interests they may have in the Transactions is set forth in the Proxy Statement and other relevant documents that are filed or will be filed with the SEC in connection with the Transactions. You may obtain free copies of these documents using the sources indicated above.

Additional information regarding the interests of such individuals in the Transactions are included in the Proxy Statement. These documents may be obtained free of charge at the SEC’s website at www.sec.gov.

No Offer or Solicitation
This communication does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Transactions or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase, any securities of Lionsgate, Lionsgate Studios or New Lionsgate. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom, nor shall any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction be affected. No securities commission or securities regulatory authority in the United States or any other jurisdiction has in any way passed upon the merits of the business combination or the accuracy or adequacy of this communication.

Forward-Looking Statements
The matters discussed in this communication include forward-looking statements. Such statements are subject to a number of risks and uncertainties. Actual results in the future could differ materially and adversely from those described in the forward-looking statements as a result of various important factors, including, but not limited to: changes in our business strategy; the substantial investment of capital required to produce and market films and television series; budget overruns; limitations imposed by our credit facilities and notes; unpredictability of the commercial success of our motion pictures and television programming; risks related to acquisition and integration of acquired businesses; the effects of dispositions of businesses or assets, including individual films or libraries; the cost of defending our intellectual property; technological changes and other trends affecting the entertainment industry; potential adverse reactions or changes to business or employee relationships; weakness in the global economy and financial markets, including a recession and past and future bank failures; wars, terrorism and multiple international conflicts that could cause significant economic disruption and political and social instability; labor disruptions and strikes; the inability of the parties to successfully or timely consummate the Transactions, including the approval of the requisite equity holders of Lionsgate and Lionsgate Studios is not obtained; the inability to receive court approval of the proposed plan of arrangement in connection with the Transactions; the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreements relating to the Transactions; failure to realize the anticipated benefits of the Transactions; the ability to recognize the anticipated benefits of the Transactions; the effect of the announcement or pendency of the Transactions on Lionsgate’s or Lionsgate Studios’ ability to retain key personnel and to maintain relationships with business partners; risks relating to potential diversion of management attention from Lionsgate’s and Lionsgate Studios’ ongoing business operations; negative effects of this announcement or the consummation of the Transactions on the market price of Lionsgate’s or Lionsgate Studios’ applicable equity securities and/or operating results; transaction costs associated with the Transactions; and the other risk factors set forth in Lionsgate’s and Lionsgate Studios’ most recent Quarterly Reports Form 10-Q and Annual Report on Form 10-K, and the risk factors that are set forth in the S-4. Neither of Lionsgate nor Lionsgate Studios undertakes any obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances.

About Lionsgate Studios
Lionsgate Studios (Nasdaq: LION) is one of the world’s leading standalone, pure play, publicly-traded content companies. It brings together diversified motion picture and television production and distribution businesses, a world-class portfolio of valuable brands and franchises, a talent management and production powerhouse and a more than 20,000-title film and television library, all driven by Lionsgate’s bold and entrepreneurial culture.

About Lionsgate
Lionsgate (NYSE: LGF.A, LGF.B) owns approximately 87% of the outstanding shares of Lionsgate Studios Corp. (Nasdaq: LION), one of the world’s leading standalone, pure play, publicly-traded content companies, as well as the premium subscription platform STARZ.

For investor inquiries, please contact:

Nilay Shah
nshah@lionsgate.com
310-255-3651

For media inquiries, please contact:

Laurel Pecchia
lpecchia@lionsgate.com
310-255-5114

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SOURCE Lionsgate; Lionsgate Studios