Priority Technology Holdings, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Priority Technology Holdings, Inc. has filed its annual report for the fiscal year 2023.</b>

AI Summary

Priority Technology Holdings, Inc. (PRTHU) filed a Annual Report (10-K) with the SEC on March 12, 2024. Priority Technology Holdings, Inc. filed its 2023 Form 10-K on March 12, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal business address is in Alpharetta, GA. Priority Technology Holdings, Inc. was formerly known as M I Acquisitions, Inc. The company is incorporated in Delaware.

Why It Matters

For investors and stakeholders tracking Priority Technology Holdings, Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of the company's financial performance and strategic positioning for the fiscal year 2023. Investors and stakeholders can use this report to assess the company's financial health, operational results, and future outlook.

Risk Assessment

Risk Level: — Priority Technology Holdings, Inc. shows moderate risk based on this filing. The filing is a standard 10-K, which provides a broad overview of the company's financial health and operations, but lacks specific forward-looking financial targets or significant operational updates that would indicate a higher or lower risk profile based solely on this document.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand the company's performance and potential challenges.

Key Players & Entities

• Priority Technology Holdings, Inc. (company) — Filer name
• M I Acquisitions, Inc. (company) — Former company name
• Alpharetta, GA (location) — Business address
• DE (location) — State of incorporation

FAQ

Industry Context

Priority Technology Holdings operates in the business services sector, providing technology solutions.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose material information.

What Investors Should Do

1. Analyze the financial statements for revenue, net income, and other key metrics.
2. Review the Management's Discussion and Analysis (MD&A) section for operational insights.
3. Examine the risk factors section for potential business challenges and uncertainties.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-03-12: Filing Date — Date the 10-K was officially filed with the SEC.

Year-Over-Year Comparison

This is the initial 10-K filing for the fiscal year 2023, following previous filings.

Key Financial Figures

• $0.001 — ange on which registered Common Stock, $0.001 par value PRTH Nasdaq Capital Market
• $300,000,000 — ity in an aggregate principal amount of $300,000,000 IRA Inflation Reduction Act ISO Indep
• $620.0 million — r Protection Act of 1991 Term Facility $620.0 million senior secured term loan facility issue
• $320 million — d under the Credit Agreement (including $320 million delayed draw facility). Total Net Leve
• $120 billion — customers channels. Priority proc esses $120 billion in annual transaction volume and provid
• $900 million — volume and provides administration for $900 million in deposits. P riority's purpose-built
• $755.6 m — ember 31, 2023, we generated revenue of $755.6 million, net loss attributable to common
• $49.1 million — attributable to common stockholders of $49.1 million and operating income of $81.5 million,
• $81.5 m — f $49.1 million and operating income of $81.5 million, compared to revenue of $663.6 mi
• $663.6 m — f $81.5 million, compared to revenue of $663.6 million, net loss attributable to common
• $39.0 million — attributable to common stockholders of $39.0 million and operating income of $56.2 million f
• $56.2 million — f $39.0 million and operating income of $56.2 million for the year ended December 31, 2022.

Filing Documents

• prth-20231231.htm (10-K) — 2327KB
• prioritytechnologies2023xe.htm (EX-21.1) — 5KB
• ex231-eyconsentxexsignature.htm (EX-23.1) — 5KB
• prioritytechnology2023-ex3.htm (EX-31.1) — 10KB
• prioritytechnology2023xex3.htm (EX-31.2) — 10KB
• prioritytechnology2023xex32.htm (EX-32) — 8KB
• prth-20231231_g1.jpg (GRAPHIC) — 1125KB
• prth-20231231_g2.jpg (GRAPHIC) — 77KB
• 0001653558-24-000039.txt (&nbsp;) — 15828KB
• prth-20231231.xsd (EX-101.SCH) — 96KB
• prth-20231231_cal.xml (EX-101.CAL) — 141KB
• prth-20231231_def.xml (EX-101.DEF) — 493KB
• prth-20231231_lab.xml (EX-101.LAB) — 1098KB
• prth-20231231_pre.xml (EX-101.PRE) — 856KB
• prth-20231231_htm.xml (XML) — 2262KB

Business

Business 5 Item 1A.

Risk Factors

Risk Factors 16 Item 1B. Unresolved Staff Comments 26 Item 1C. Cybersecurity 27 Item 2.

Properties

Properties 27 Item 3.

Legal Proceedings

Legal Proceedings 28 Item 4. Mine Safety Disclosures 28 Part II. Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 29 Item 6. Reserved 29 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 30 Item 7A. Qualitative and Quantitative Disclosure About Market Risk 38 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 39

Notes to Consolidated Financial Statements

Notes to Consolidated Financial Statements 49 Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure 92 Item 9A.

Controls and Procedures

Controls and Procedures 92 Item 9B. Other Information 93 Part III. Item 10. Directors, Executive Officers and Corporate Governance 94 Item 11.

Executive Compensation

Executive Compensation 94 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 94 Item 13. Certain Relationships and Related Transactions, and Director Independence 94 Item 14. Principal Accounting Fees and Services 94 Part IV. Item 15. Exhibits, Financial Statement Schedules 95 Item 16. Form 10-K Summary 97

Signatures

Signatures 98 Table of Contents Cautionary Note Regarding Forward-looking Statements Some of the statements made in this Annual Report on Form 10-K constitute forward-looking statements within the meaning of the federal securities laws. Such forward-looking statements include, but are not limited to, statements regarding our management's expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, such as statements about our future financial performance, including any underlying assumptions, are forward-looking statements. The words " anticipate," "believe," "continue," "could," "estimate," "expect," "future," "goal," "intend," "likely," "may," "might," "plan," "possible," "potential," "predict," "project," "seek," "should," "would," "will," "approximately," "shall" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements contained in this Annual Report on Form 10-K include, but are not limited to, statements about: negative economic and political conditions that adversely affect the general economy, consumer confidence and consumer and commercial spending habits, which may, among other things, negatively impact our business, financial condition and results of operations; competition in the payment processing industry; the use of distribution partners; any unauthorized disclosures of merchant or cardholder data, whether through breach of our computer systems, computer viruses or otherwise; any breakdowns in our processing systems; government regulation, including regulation of consumer information; the use of third-party vendors; any changes in card association and debit network fees or products; any failure to comply with the rules established by payment networks or standards established by

Business

Item 1. Business Overview of the Company Priority is a solutions provider in Payments and BaaS industry, o perating at scale with 860,000 active customers across its SMB, B2B and Enterprise customers channels. Priority proc esses $120 billion in annual transaction volume and provides administration for $900 million in deposits. P riority's purpose-built technology enables clients to collect, store, lend and send money while providing AP payment applications and Passport financial tools that best optimize their cash flow and maximize working capital bolstered by our industry leading personalized support. Priority was established in 2005 and has grown from a founder-financed technology startup to becom e the 5 th largest non-bank merchant acquirer in the U.S. by volume, according to the Nilson Report issued in March 2023. Since inception, we have built a native tec hnology platform that provides all forms of payments (card acquiring and issuing, ACH, check and wire) and embedded finance services that serve customers of any size. Priority maintains a global business platform with 983 employees operating from its headquarters in Alpharetta, GA and regional offices in other locations, including New York, NY; Hicksville, NY; Chattanooga, TN; Raleigh, NC; Dallas, TX; San Francisco, CA; and Chandigarh, India. Priority delivers value to its partners by leveraging its payments and embedded finance technology to deliver solutions that power modern commerce for SMBs and enterprise software and business partners. We handle the complexities of payments and embedded finance to free our partners to focus on their core business objectives. Priority's solutions are offered via API or proprietary applications with nationwide money transmission licenses, providing end-to-end operational support including automated risk management and underwriting, full compliance and industry leading customer service. Our growth has been underpinned by three key strengths: 1) market leading propri

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