Company – Scrape Financial
Risk Factors Summary

Risk Factors Update Summary

  • ASU 2023-07 is effective for the annual period beginning on January 1, 2024 and interim periods beginning on January 1, 2025. Early adoption is permitted.
  • Added a detailed policy for the Recovery of Erroneously Awarded Compensation, effective October 2, 2023.
  • Increased limitations on visas for international students may impact our operations and liquidity.
  • Acquired intangible assets increased by $35.6 million from 2022 to 2023, totaling $108.2 million.
  • Business combinations with StudyLink and Cohort Go were described, including total purchase consideration and contingent consideration details.
  • The company acquired StudyLink for an estimated total aggregate purchase price of approximately $35.5 million.
  • General and administrative costs increased significantly from $32 million to $107 million.
  • Revenue increased by $88 million from 2022 to 2023, reaching $403.1 million, a 43.9% growth.
  • Professional fees increased significantly from $3.4 million to $5.7 million, a change of $2.3 million or 67.6%.
  • The Company raised $260.1 million through a Follow-On Public Offering, selling 8 million shares at $32.00 per share.
  • ASU 2023-09 requires additional disclosure on income taxes, effective for the annual period beginning on January 1, 2025.
  • Change in borrowing terminology from "ABR borrowings" to "loans" and "Eurodollar Term SOFR borrowings" to "Borrowings." This change affects the interest rates applied to borrowings.
  • The Company incurred $0.6 million in transaction costs in 2021, a significant increase from $0.3 million in 2020.
  • Defined terms like "Clawback Eligible Incentive Compensation" and "Erroneously Awarded Compensation" for clarity.
  • General and administrative costs rose from $4.3 million to $5.7 million, an increase of $1.4 million or 32.6%.
  • Total costs and operating expenses rose from $147 million to $424 million.
  • The company completed a follow-on offering, receiving $260.1 million in net proceeds from the sale of 8,000,000 shares of common stock.
  • Allowance for credit losses changes were detailed, including provisions, write-offs, and ending balances.
  • Net losses increased from $39.3 million in 2022 to $8.6 million in 2023.
  • Total payment volume surged by approximately 33% to over $24 billion during 2023.
  • Interest expense decreased from $2.5 million to $1.2 million, a reduction of $1.3 million or 52%.
  • Adjustment in the applicable rate based on liquidity and net leverage ratio, now ranging from 0.75% to 2.25%, impacting interest costs.
  • Loss from operations decreased from $21.5 million to $4.4 million.
  • Selling and marketing expenses rose by $29.1 million, a 37.1% increase, driven by various factors.
  • Revenue growth challenges due to volatility in banking sectors and reliance on limited partners.
  • Stock-based compensation expense increased by $12.7 million from 2022 to 2023, totaling $43.7 million.
  • The Company executed the First Amendment to the Revolving Credit Facility, transitioning from the LIBOR to the SOFR benchmark rate.
  • Revenue disaggregated by geographical area and major solutions was updated, with significant changes in revenue values.
  • Contract costs and capitalized sales incentives were updated, with changes in amounts capitalized and amortized.
  • Goodwill related to acquisitions increased by $4.5 million from 2021 to 2022, reaching $121.6 million.
  • Outlined the Committee's authority to determine and recover Erroneously Awarded Compensation from Executive Officers.
  • The company's total payment volume increased by approximately 33% from $18.1 billion in 2022 to $24.0 billion in 2023.
  • Changes in deferred revenue recognition were noted, with revenue recognized from amounts included in deferred revenue.
  • Interest income increased from $3.2 million to $13.3 million.
  • The company's annual net dollar-based retention rate decreased from approximately 140% in 2022 to approximately 125% in 2023.
  • Cash and cash equivalents increased from $349.2 million to $654.6 million, a rise of $305.4 million.
  • Technology and development expenses increased by $19 million, a 60.7% rise, due to personnel and other costs.
  • Increase in outstanding indebtedness under the LSA from $25.0 million to $25.0 million as of December 31, 2020.
  • Amortization expense increased by $2.4 million from 2022 to 2023, reaching $11.5 million.
  • Change in the date of acquisition of StudyLink Cohort Solutions Pty Ltd. from July 13, 2022, to November 3, 2023.
  • Stock-based compensation expense surged by $3.4 million, a 128.9% increase, attributed to equity grants.
  • Net loss decreased from $8.6 million to $4.2 million.
  • The company's federal NOL carryforwards decreased from approximately $119 million to $86 million, with state NOL carryforwards decreasing from approximately $165 million to $101 million.
  • Total assets grew from $639.8 million to $1,079.7 million, an increase of $439.9 million.
  • Revenue increased from $289.4 million to $403.1 million, a rise of $113.7 million or 39.3%.
  • Professional fees increased by $5.3 million, a 108.2% rise, due to third-party commissions and consulting fees.
  • Exclusion of StudyLink Cohort Go from the internal control assessment for financial reporting as of December 31, 2023.
  • Interest expense decreased from $372,000 to $0.
  • The company's gross profit increased from $174.9 million to $247.4 million.
  • Total stockholders' equity rose from $482.2 million to $786.1 million, an increase of $303.9 million.
  • The company's adjusted EBITDA increased from $14.9 million to $22.8 million.
  • Amortization of intangible assets rose by $1.5 million, a 62.5% increase, due to acquired customer relationships.
  • Weighted average common shares outstanding increased from 107.9 million to 114.8 million.
  • Adjustment in the number of shares available for future issuance under the 2021 Plan from 6,128,465 to 6,525,093.
  • Amendment to the Transition Agreement with Michael Ellis on February 23, 2024, correcting a scrivener's error in the number of shares underlying the Third Option.

Full Text Changes in Most Recent 10-K

Intended use: review the highlighted statements. These are additions to the risk factors disclosure in the most recent 10-K filing compared to the previous 10-K filing. Deleted and moved text is less important and is shown for context.

To view the full company filings, click on the following link to be taken to the SEC EDGAR database landing page for the company: https://www.sec.gov/edgar/browse/?CIK=1580560&owner=exclude

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