Analysis of Priority Acquisition of FinxeraJust announced this morning, an immediately accretive acquisition by Priortiy Technology Holdings of Finxera:
***************
Here is the press release:
https://ir.prth.com/press-releases/detail/51/priority-technology-holdings-inc-to-acquire-finxera-to
*************** Key Pro Forma financial highlights:
a. Revenue 2021 = $540MM (vs. ~$450MM forecasted prior to acquisition, reflecting a 20% increase)
b. Pro Forma 2021 EBITDA - $130MM (vs. ~$83MM forecasted prior to acquisition). This reflects a >50% increase post the merger and improved EBITDA margins from 18.4% to 24%.
c. Current Peer Group EV/2021 EBITDA Trading Multiples are between 16x - 19x (for FIS, FISV, GPN, EVOP)
d. This implies that Estimated Enterprise Value (i.e., FYE 2021 EBITDA x Trading Multiple Range) would range between $2.08Bn to $2.47BN
e. 2021 Free Cash Flow Yield = $60MM (> 10%) (vs $24MM Prior to Acquisition). ---Although its unclear if this is recurring or one time
f. PRTH forecasts the Net Leverage Ratio for 2021 = 4.25x implying ~$552.5MM Net Debt FYE 2021 (vs FYE 2021 $342MM forecasted prior to the acquisition)
g. $50MM of PRTH stock will be issued as part of the transaction to shareholders of the target company (or 7.35MM PRTH shares based on Friday's closing price of $6.8/PRTH share)
h. Up to $250MM in preferred equity will be issued to funds managed by certain affiliates of Ares Management (if we assume full participation in this issuance, and on conversion, that the pricing is similar to common at $6.8/PRTH share, this would increase FD shares by an ~36.76MM shares)
i. We know the original FD Share Count = 67.330MM as of Q3 2020 (which incorporates 119k common stock equivalents) If we update the FD Share Count for the new issuances we come up with a new FD Share estimate = 67.330MM+7.35MM+36.76MM = 111.5MM FD Shares
*********
So, based on all of the above, we can calculate a valuation range using the following method:
1. Estimated Enterprise Valuation of $2.08Bn to $2.47Bn ..... Less $552.5MM Net Debt at FYE = a FYE Equity Range of $1.528Bn to $1.9175Bn
2. Using the ~111.5MM shares from above, this would yield an Implied Share Price Target by FYE ranging from $13.71/share to $17.2/Share
This is in-line with Alliance Global's initiating coverage price target of $16/share issued on 2/25/21 and implies a potential return for existing PRTH shareholders (based on Friday, 3/5/21 close of $6.8/share) of between 100% to 150% in profit
Hope that helps and Happy Investing!