Priority Technology Holdings, Inc. · NASDAQ:PRTH

Priority Technology — Merger or Acquisition (March 2021)

12 slides from Priority Technology's merger presentation, Mar 8, 2021

  1. Slide 1: Acquisition of Finxera: Leading the Convergence of Payments and Banking

    mc PRTH Acquisition of Finxera Leading the Convergence of Payments and Banking March 2021

  2. Slide 2: Disclaimer

    Disclaimer 2 Important Notice Regarding Forward-Looking Statements and Non-GAAP Measures This presentation 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 financ

  3. Slide 3: Transaction Summary

    Transaction Summary 3 • $425M total purchase price ($375M cash consideration, $50M of PRTH common stock)(1) Financial Consideration • Immediately accretive to EBITDA and EPS • Pro Forma 2021 revenue of ~ $540 million • Pro Forma 2021 adjusted EBITDA of ~$130 million • Net leverage ratio below 4.25x

  4. Slide 4: Strategic Rationale

    Strategic Rationale 4 PayFac and Banking-as-a-Service Capabilities • Scalable payment aggregation and sub-ledger system • Deposit and e-wallet account solutions coupled with robust compliance and money transmission capabilities opens up fintech / neobank opportunity Highly Scalable Technology Platfo

  5. Slide 5: Priority Business Overview

    MX Platform Storefront Medical Insights Invoice Retail Connect Consumer Payments Full-service payment processing and payment- enabled solutions for B2C transactions Platform for merchants and resellers to run their business more efficiently Integrated Partners Vertical-specific, payment-enabled soft

  6. Slide 6: Finxera: Leading Banking-as-a-Service Technology Platform

    ✓ Account administration and ledgering 6 Finxera | Leading Banking-as-a-Service Technology Platform Finxera provides differentiated digital banking, account management, and regulatory / compliance services • API-driven platform that facilitates account creation, collection, storage, and transmission

  7. Slide 7: A single operational support platform that operates at scale

    A single operational support platform that operates at scale Making Payments Easy – Transforming Digital Payments and Banking 7 Priority and Finxera’s combined resources deliver a complete infrastructure platform that serves, supports and monetizes payment networks ✓Payment gateway (credit, debit, A

  8. Slide 8: Delivering a Complete Solution Through a Single Provider

    Delivering a Complete Solution Through a Single Provider 8 Payments-Infrastructure-as-a-Service Payments Aggregation / Payment Facilitation & Ledger Platform Banking-as-a-Service Sophisticated Underwriting and Compliance Best in Class Customer Service

  9. Slide 9: One Stop Shop for Taking and Making Payments

    One Stop Shop for Taking and Making Payments and Managing Business/Consumer Operating Accounts Unmatched Resources to Monetize Merchant Networks Tenant Landlord Supplier Property Management Software 9 Omni-Channel Real Estate Payments Residential / Commercial / Vacation Gig Company / Software EE/Gig

  10. Slide 10: Unique Technology Positioned to Capitalize on Other Use Cases

    Unique Technology Positioned to Capitalize on Other Use Cases 10 ▪ Proprietary payment facilitation/aggregation platform for all current software partners ▪ Simplified merchant onboarding & underwriting to drive merchant additions PayFac-as-a-Service $1 Trillion Global Payment Volume Processed by Pa

  11. Slide 11: PRTH By the Numbers

    PRTH BY THE NUMBERS 11 ~75% % Integrated Revenue ~$130M 2021 Pro Forma Adjusted EBITDA ~15% Organic Pro Forma Net Revenue Growth ~25% Pro Forma Adjusted EBITDA Margins ~$540M 2021 Pro Forma Net Revenue 650+ Employees ~15% Pro Forma Adjusted EBITDA Growth ~$60M 2021 Pro Forma Free Cash Flow

  12. Slide 12: Debt Refinancing - Drives Free Cash Flow & Positions for Growth

    Debt Refinancing - Drives Free Cash Flow & Positions for Growth 12 Reduces Leverage to below 4.25x Reduces Interest Rate expense by 175-225 BPS Reduces Mandatory Amortization by $40+mm over next 2 years Improves Liquidity with $40 mm Revolver Ready Access to Preferred Equity for Accretive Acquisitio

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