Priority Technology Holdings Files 8-K on Financials

Ticker: PRTHU · Form: 8-K · Filed: Jan 15, 2025 · CIK: 1653558

Priority Technology Holdings, Inc. 8-K Filing Summary
FieldDetail
CompanyPriority Technology Holdings, Inc. (PRTHU)
Form Type8-K
Filed DateJan 15, 2025
Risk Levellow
Pages6
Reading Time8 min
Key Dollar Amounts$0.001
Sentimentneutral

Sentiment: neutral

Topics: financial-reporting, 8-K, company-update

Related Tickers: PRTH

TL;DR

PRTH filed an 8-K on Jan 15, 2025, covering financial results and other key events.

AI Summary

Priority Technology Holdings, Inc. filed an 8-K on January 15, 2025, reporting on its results of operations and financial condition. The filing also includes disclosures related to Regulation FD, other events, and financial statements and exhibits. The company, formerly known as M I Acquisitions, Inc., is incorporated in Delaware and headquartered in Alpharetta, GA.

Why It Matters

This 8-K filing provides crucial updates on Priority Technology Holdings' financial performance and operational status, which is important for investors to assess the company's health and future prospects.

Risk Assessment

Risk Level: low — This filing is a standard 8-K reporting routine financial and operational information, not indicating any immediate or unusual risks.

Key Players & Entities

  • Priority Technology Holdings, Inc. (company) — Registrant
  • M I Acquisitions, Inc. (company) — Former company name
  • January 15, 2025 (date) — Date of earliest event reported
  • Alpharetta, GA (location) — Principal executive offices location

FAQ

What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to report on Priority Technology Holdings, Inc.'s results of operations and financial condition, as well as to disclose other events and provide financial statements and exhibits.

When was the earliest event reported in this filing?

The earliest event reported in this filing was on January 15, 2025.

What was Priority Technology Holdings, Inc. formerly known as?

Priority Technology Holdings, Inc. was formerly known as M I Acquisitions, Inc.

Where are the principal executive offices of Priority Technology Holdings, Inc. located?

The principal executive offices of Priority Technology Holdings, Inc. are located at 2001 Westside Parkway, Suite 155, Alpharetta, GA 30004.

What is the SIC code for Priority Technology Holdings, Inc.?

The Standard Industrial Classification (SIC) code for Priority Technology Holdings, Inc. is 7389, which falls under SERVICES-BUSINESS SERVICES, NEC.

Filing Stats: 1,902 words · 8 min read · ~6 pages · Grade level 12.1 · Accepted 2025-01-15 08:19:06

Key Financial Figures

  • $0.001 — ch registered Common stock, par value $0.001 per share PRTH Nasdaq Capital Marke

Filing Documents

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. The preliminary financial information for the three months ended December 31, 2024 set forth under Item 8.01 below is incorporated into this Item 2.02 by reference.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On January 15, 2025, Priority Technology Holdings, Inc. (the "Company") issued a press release (the "Press Release") announcing that it has commenced an underwritten secondary offering (the "Offering") of shares of the Company's common stock to be sold by certain selling stockholders (the "Selling Stockholders"). In conjunction with the offering, certain Selling Stockholders intend to grant to the underwriters a 30-day option to purchase additional shares of the Company's common stock from such Selling Stockholders at the public offering price, less underwriting discounts and commissions. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. On January 15, 2025, the Company released an investor presentation that will be used by the Company with respect to the Offering (the "Investor Presentation"). A copy of the Investor Presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to this Item 7.01, Exhibit 99.1 and Exhibit 99.2 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01 Other Events

Item 8.01 Other Events. Estimated Preliminary Results for the Three Months Ended December 31, 2024 On January 15, 2025, the Company filed a preliminary prospectus supplement with the Securities and Exchange Commission (the "SEC") under its effective shelf registration statement on Form S-3 (Registration No. 333-283519) (the "Preliminary Prospectus Supplement") in connection with the Offering. The Preliminary Prospectus Supplement contains ranges of the Company's estimated and unaudited preliminary financial results and other information for the three months ended December 31, 2024. These ranges are based on the information currently available to the Company and are subject to the completion of the Company's financial closing procedures. The Company has provided estimated ranges, rather than specific amounts, because these results are preliminary and subject to change. The Company's financial closing procedures for the three months ended December 31, 2024 are not yet complete and, as a result, the Company's actual results may vary from the estimated preliminary results presented here and will not be finalized until after the completion of this offering. These estimates should not be viewed as a substitute for the Company's full interim or annual financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP"). Further, the Company's preliminary estimated results are not necessarily indicative of the results to be expected for any future period as a result of various factors, including, but not limited to, those discussed in the sections titled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in the Company's periodic reports filed with the SEC. Accordingly, you should not place undue reliance on these estimated preliminary financial results. The preliminary financial results presented below have been prepared by, and are the responsibility of, the Company's management. The Company's independent reg

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, the Company's plans, objectives, expectations and intentions with respect to future operations, products and services, and other statements identified by words such as "may," "will," "should," "anticipates," "believes," "expects," "plans," "future," "intends," "could," "estimate," "predict," "projects," "targeting," "potential" or "contingent," "guidance," "anticipates," "outlook" or words or phrases of similar meaning. These forward-looking statements include, but are not limited to, the Company's preliminary financial results. Such forward-looking statements are based upon the current beliefs and expectations of the Company's management and are inherently subject to significant business, economic and competitive risks, trends and uncertainties that could cause actual results to differ materially from those projected, expressed, or implied by such forward-looking statements. The Company's actual results could differ from those discussed or implied herein. The Company cautions that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect the Company's actual results. All forward-looking statements are expressly qualified in their entirety by these cautionary statements. You should evaluate all forward-looking statements made in this Current Report on Form 8-K in the context of the risks and uncertainties disclosed in the Company's SEC filings, including the Company's Annual Report on Form 10-K filed with the SEC on March 12, 2024. The Company cautions you that the important factors referenced above may not contain all the factors that are important to you. In addition, the Company cannot assure you that the Company

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release, dated January 15, 2025 99.2 Investor Presentation, dated January 15, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Priority Technology Holdings, Inc. Dated: January 15, 2025 By: /s/ Timothy O'Leary Timothy O'Leary Chief Financial Officer

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