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Verra Mobility Announces Fourth Quarter and Full Year 2018 Financial Results

March 18, 2019 5:00 PM

MESA, Ariz., March 18, 2019 /PRNewswire/ -- Verra Mobility Corporation (NASDAQ: VRRM) (the "Company" or "Verra Mobility") a leading provider of smart mobility technology solutions, today announced financial results for the fourth quarter and full year ended December 31, 2018.

Verra Mobility_2018 (PRNewsfoto/Verra Mobility)

Total revenue for the fourth quarter increased to $95.1 million compared to $63.2 million for fourth quarter of 2017. Total revenue for the full year 2018 increased to $370.1 million compared to $232.1 million for full year 2017.

"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 David Roberts, Chief Executive Officer of Verra Mobility. "I could not be prouder of the team and the hard work that was accomplished to make this transformation seamless."

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 $4.2 million pertaining to prior 2018 quarters. These adjustments, had they been recorded in the period they originated, would have decreased revenue, as a percentage of quarterly revenue, as follows: Q1: -1.4%, Q2: -0.9%, Q3: -2.2% and Q4: +4.4%. The overall impact of these adjustments are immaterial to the Company's consolidated financial statements.

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

Verra Mobility will host a conference call and live webcast to discuss financial results for investors and analysts at 5:00 a.m. Pacific Time (8:00 a.m. Eastern Time) on March 19, 2019. To access the conference call, dial (800) 263-0877 for the U.S. or Canada or (646) 828-8143 with conference ID # 3538970. The webcast will be available live on the Investors section of the company website at www.verramobility.com. An audio replay of the call will also be available to investors by phone beginning at approximately 8:00 a.m. Pacific Time on March 19, 2019, until 8:59 p.m. Pacific Time on April 2, 2019, by dialing (844) 512-2921 for the U.S. or Canada or (412) 317-6671 for international callers, and entering passcode #3538970. In addition, an archived webcast will be available on the Investors section of the company website at www.verramobility.com.

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 ("SEC"), which are available on the Company's Investor Relations website, http://ir.verramobility.com, and on the SEC website, www.sec.gov. These forward-looking statements represent the judgment of the Company, as of the date of this release, and Verra Mobility disclaims any intent or obligation to update forward-looking statements. This press release should be read in conjunction with the information included in the Company's other press releases, reports and other filings with the SEC. Understanding the information contained in these filings is important in order to fully understand the Company's reported financial results and our business outlook for future periods.

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 Verra Mobility

Verra Mobility is committed to developing and using the latest in technology and data intelligence to help make transportation safer and easier. As a global company, Verra Mobility sits at the center of the mobility ecosystem – one that brings together vehicles, devices, information, and people to solve the most complex challenges faced by our customers and the constituencies they serve.

Verra Mobility serves the world's largest commercial fleets and rental car companies to manage tolling transactions and violations for millions of vehicles. A leading provider of connected systems, Verra Mobility processes millions of transactions each year through connectivity with more than 50 individual tolling authorities and more than 400 issuing authorities. Verra Mobility also fosters the development of safe cities, partnering with law enforcement agencies, transportation departments and school districts across North America operating thousands of red-light, speed, bus lane and school bus stop arm safety cameras. For more information, visit www.verramobility.com.

Investor ContactMarc P. GriffinICR, Inc., for Verra Mobility 646-277-1290[email protected]

VERRA MOBILITY CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31,2018

December 31,2017

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 Months EndedDecember 31,

For the Three Months EndedDecember 31,

For the Year EndedDecember 31,

Period fromJune 1, 2017 toDecember 31,

Period fromJanuary 1, 2017to May 31,

For the Year EndedDecember 31,

($ 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 May 31, 2017, the Company was acquired by Greenlight Acquisition Corporation ("Acquirer") pursuant to the Agreement and Plan of Merger, dated April 15, 2017 by and among the Company, Greenlight Merger Corporation, a wholly-owned subsidiary of Acquirer ("Merger Sub"), and Acquirer whereby the Company merged with and into Merger Sub with the former surviving (the "ATS Merger"). Acquirer is ultimately owned by certain private equity investment vehicles sponsored by Platinum Equity, LLC.

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 January 1, 2017 to May 31, 2017 has been labeled "Predecessor" and has been prepared using the historical basis of accounting of the Predecessor. The periods from June 1, 2017 to September 30, 2017 and from January 1, 2018 to September 30, 2018 have been labeled "Successor." The accompanying condensed consolidated statements of operations, cash flows and certain footnotes include a black line division separating the Predecessor Period from the Successor Period. As a result of purchase accounting, the pre-ATS Merger and post-ATS Merger condensed consolidated statements of operations and cash flows are not comparable.

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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SOURCE Verra Mobility Corporation

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