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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 18, 2025

 

Waystar Holding Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-42125 84-2886542

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

1550 Digital Drive, #300

Lehi, Utah 84043

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (844) 492-9782

 

Not applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of
each class
  Trading
Symbol
  Name of each exchange
on which registered
Common Stock, par value $0.01 per share   WAY   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 


 

Item 2.02 Results of Operations and Financial Condition.

 

On February 18, 2025, Waystar Holding Corp. (the “Company”) issued a press release announcing earnings and other financial results for the fiscal quarter and fiscal year ended December 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information in this Item 2.02, including the corresponding Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
99.1   Waystar Holding Corp. Press Release, dated February 18, 2025
104   Cover Page Interactive Data File (embedded within Inline XBRL document)

 

 


 

Signatures

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.

 

Date: February 18, 2025 Waystar Holding Corp.
     
  By: /s/ Matthew R. A. Heiman
  Name: Matthew R. A. Heiman
  Title: Chief Legal and Administrative Officer

 

 

 

EX-99.1 2 tm256785d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

 

Waystar Reports Fourth Quarter and Fiscal Year 2024 Results

 

Fiscal year 2024 revenue of $944M, up 19% YoY

 

Q4 revenue growth of 18% year-over-year

 

Q4 net income of $19.1 million and non-GAAP net income of $52.1 million

 

Fiscal year 2024 net loss $19.1 million, 62.7% improvement YoY

 

Fiscal year 2024 adjusted EBITDA of $383M, up 15% YoY

 

Q4 net income margin of 8%; adjusted EBITDA margin of 41%

 

LEHI, Utah and LOUISVILLE, Ky., February 18, 2025 — Waystar Holding Corp. (Nasdaq: WAY), a provider of leading healthcare payment software, today reported results for the fourth quarter and full year ended December 31, 2024.

 

“We are pleased to report strong results for the fourth quarter and full year 2024, exceeding expectations and reflecting the successful execution of our strategic priorities,” said Matt Hawkins, Chief Executive Officer of Waystar. “By leveraging the power of our cloud-based software platform, we have consistently delivered measurable return on investment for our clients.”

 

Hawkins continued, “Looking ahead, we expect to achieve solid revenue growth at scale, paired with compelling adjusted EBITDA margins, positioning us for continued success.”

 

Fourth Quarter 2024 Financial Highlights

 

· Revenue of $244.1 million, up 18% year-over-year
· Net income of $19.1 million, GAAP net income per share of $0.11, and net income margin of 8%
· Non-GAAP net income of $52.1 million and non-GAAP net income per diluted share of $0.29
· Adjusted EBITDA of $100.2 million and adjusted EBITDA margin of 41%
· Cash flow from operations of $65 million and unlevered free cash flow of $80 million

 

Key Metrics and Revenue Disaggregation

 

· 1,203 clients contributed over $100,000 in LTM revenue, up 15% year-over-year
· Net revenue retention rate (NRR) of 110%

 

 


 

· Subscription revenue of $121.6 million, up 18% year-over-year
· Volume-based revenue of $121.2 million, up 19% year-over-year

 

Financial Outlook

 

As of February 18, 2025, Waystar provides the following guidance for its full fiscal year 2025.1

 

· Total revenue is expected to be between $1.0 billion and $1.016 billion
· Adjusted EBITDA is expected to be between $399 million and $407 million
· Non-GAAP net income is expected to be between $237 million and $243 million
· Diluted non-GAAP net income per share is expected to be between $1.29 and $1.32

 

Webcast Information

 

Waystar’s financial results will be discussed on a conference call scheduled at 8:30 a.m. Eastern Standard Time today, February 18, 2025. A live audio conference call will be available on Waystar's website at https://investors.waystar.com/news-events/events. The webcast will be archived on the site for those unable to listen in real time. This earnings release and the related Current Report on Form 8-K filed February 18, 2025 can be accessed on the Investor Relations page of the company’s website. We routinely post important information on our website, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in the Investor Relations section of our website. Accordingly, investors should monitor this portion of our website, in addition to following our press releases, U.S. Securities and Exchange Commission (“SEC”) filings, and public conference calls and webcasts.

 

 

1 We have not reconciled the forward-looking adjusted EBITDA, non- GAAP net income, and non-GAAP net income per share guidance included above to the most directly comparable GAAP measure because this cannot be done without unreasonable effort due to the variability and low visibility with respect to certain costs, the most significant of which are incentive compensation (including stock-based compensation), transaction-related expenses, and certain fair value measurements, which are potential adjustments to future earnings. We expect the variability of these items to have a potentially unpredictable, and a potentially significant, impact on our future GAAP financial results.

 

 


 

Non-GAAP Financial Measures

 

To supplement the consolidated financial statements prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release contains certain non-GAAP financial measures as defined below. We present non-GAAP financial measures as supplemental measures of financial performance that are not required by, or presented in accordance with, GAAP. We believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management believes these non-GAAP financial measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate, and capital investments. Management uses adjusted EBITDA and adjusted EBITDA margin to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation, and to compare our performance against that of other peer companies using similar measures. Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone provide.

 

Adjusted EBITDA, adjusted EBITDA margin, non-GAAP net income, non-GAAP net income per share and unlevered free cash flow are not recognized terms under GAAP and should not be considered as an alternative to net income (loss) or net income (loss) margin as measures of financial performance or cash provided by operating activities as a measure of liquidity, or any other performance measure derived in accordance with GAAP. Additionally, these measures are not intended to be a measure of free cash flow available for management’s discretionary use, as they do not consider certain cash requirements such as interest payments, tax payments, and debt service requirements. The presentations of these measures have limitations as analytical tools and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentations of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. A reconciliation is provided below for our non-GAAP financial measures to the most directly comparable financial measure stated in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measures, and not to rely on any single financial measure to evaluate our business.

 

The following non-GAAP financial measures and key performance metrics are defined below:

 

Adjusted EBITDA and adjusted EBITDA Margin

 

We define adjusted EBITDA as net loss before interest expense, net income tax benefit, depreciation and amortization, and as further adjusted for stock-based compensation expense, acquisition and integration costs, asset and lease impairments, costs related to amended debt agreements, and IPO related costs. Adjusted EBITDA margin represents adjusted EBITDA as a percentage of revenue.

 

 


 

Non-GAAP Net Income and Non-GAAP Net Income Per Share

 

We define non-GAAP net income as GAAP net income excluding the impact of stock-based compensation, acquisition and integration costs, asset and lease impairments, IPO related costs, costs related to amended debt agreements and amortization of intangibles. We updated the definition of non-GAAP net income to include amortization of intangibles to align with a more common definition used by our peers. We have revised prior year disclosures to align with this updated definition. The tax effects of the adjustments are calculated using a management-estimated annual effective non-GAAP tax rate of 21%.

 

We define non-GAAP net income per share as non-GAAP net income (loss) divided by weighted-average shares used to compute net loss per share.

 

Unlevered Free Cash Flow

 

We define unlevered free cash flow as cash from operations plus cash interest expense less capital expenses.

 

Net Debt

 

We define net debt as the sum of the current portion of long-term debt, long-term debt, and accounts receivable securitization less cash and equivalents.

 

Adjusted Net Leverage Ratio

We define adjusted net leverage ratio as net debt divided by adjusted EBITDA over the preceding twelve months.

 

Key Performance Metrics

 

Net Revenue Retention Rate

 

Our Net Revenue Retention Rate compares twelve months of client invoices for our solutions at two period end dates. To calculate our Net Revenue Retention Rate, we first accumulate the total amount invoiced during the twelve months ending with the prior period-end or Prior Period Invoices. We then calculate the total amount invoiced to those same clients for the twelve months ending with the current period-end, or Current Period Invoices. Current Period Invoices are inclusive of upsell, downsell, pricing changes, clients that cancel or chose not to renew, and discontinued solutions with continuing clients. The Net Revenue Retention Rate is then calculated by dividing the Current Period Invoices by the Prior Period Invoices. Our total invoices included in the analysis are greater than 98% of reported revenue. We use Net Revenue Retention Rate to evaluate our ongoing operations and for internal planning and forecasting purposes. Acquired businesses are included in the last-twelve-month Net Revenue Retention Rate in the ninth quarter after acquisition, which is the earliest point that comparable post-acquisition invoices are available for both the current and prior twelve-month period.

 

Customer Count with >$100,000 of Revenue

 

We regularly monitor and review our count of clients who generate more than $100,000 of revenue.

 

 


 

Our count of clients who generate more than $100,000 of revenue is based on an accumulation of the amounts invoiced to clients over the preceding twelve months. The invoices for acquired clients are included starting in the first full calendar quarter after the date of acquisition.

 

Forward-Looking Statements

 

This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that reflect our current views with respect to, among other things, statements regarding Waystar’s expectations relating to future operating results and financial position, including full year 2025, and future periods; the performance of our new product offerings; our industry and market opportunities, business strategy, goals, and expectations concerning our market position, future operations, margins and profitability, capital expenditures, liquidity, and capital resources and other financial and operating information. Forward-looking statements include all statements that are not historical facts. These statements may include words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” “outlook,” the negative version of these words or similar terms and phrases to identify forward-looking statements in this press release, including the discussion of outlook for full fiscal year 2025.

 

 


 

The forward-looking statements contained in this press release are based on management’s current expectations and are not guarantees of future performance. The forward-looking statements are subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs, and projections are expressed in good faith, and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs, and projections will result or be achieved. The following factors are among those that may cause actual results to differ materially from the forward-looking statements: our operation in a highly competitive industry; our ability to retain our existing clients and attract new clients; our ability to successfully execute on our business strategies in order to grow; our ability to accurately assess the risks related to acquisitions and successfully integrate acquired businesses; our ability to establish and maintain strategic relationships; the growth and success of our clients and overall healthcare transaction volumes; consolidation in the healthcare industry; our selling cycle of variable length to secure new client agreements; our implementation cycle that is dependent on our clients’ timing and resources; our dependence on our senior management team and certain key employees, and our ability to attract and retain highly skilled employees; the accuracy of the estimates and assumptions we use to determine the size of our total addressable market; our ability to develop and market new solutions, or enhance our existing solutions, to respond to technological changes, or evolving industry standards; the interoperability, connectivity, and integration of our solutions with our clients’ and their vendors’ networks and infrastructures; the performance and reliability of internet, mobile, and other infrastructure; the consequences if we cannot obtain, process, use, disclose, or distribute the highly regulated data we require to provide our solutions; our reliance on certain third-party vendors and providers; any errors or malfunctions in our products and solutions; failure by our clients to obtain proper permissions or provide us with accurate and appropriate information; the potential for embezzlement, identity theft, or other similar illegal behavior by our employees or vendors, and a failure of our employees or vendors to observe quality standards or adhere to environmental, social, and governance standards; our compliance with the applicable rules of the National Automated Clearing House Association and the applicable requirements of card networks; increases in card network fees and other changes to fee arrangements; the effect of payer and provider conduct which we cannot control; privacy concerns and security breaches or incidents relating to our platform; the complex and evolving laws and regulations regarding privacy, data protection, and cybersecurity; our ability to adequately protect and enforce our intellectual property rights; our ability to use or license data and integrate third-party technologies; our use of “open source” software; legal proceedings initiated by third parties alleging that we are infringing or otherwise violating their intellectual property rights; claims that our employees, consultants, or independent contractors have wrongfully used or disclosed confidential information of third parties; the heavily regulated industry in which we conduct business; the uncertain and evolving healthcare regulatory and political framework; healthcare laws and data privacy and security laws and regulations governing our processing of personal information; reduced revenues in response to changes to the healthcare regulatory landscape; legal, regulatory, and other proceedings that could result in adverse outcomes; consumer protection laws and regulations; contractual obligations requiring compliance with certain provisions of the Bank Secrecy Act and anti-money laundering laws and regulations; existing laws that regulate our ability to engage in certain marketing activities; our full compliance with website accessibility standards; any changes in our tax rates, the adoption of new tax legislation, or exposure to additional tax liabilities; limitations on our ability to use our net operating losses to offset future taxable income; losses due to asset impairment charges; restrictive covenants in the agreements governing our credit facilities; interest rate fluctuations; unavailability of additional capital on acceptable terms or at all; the impact of general macroeconomic conditions; actions of certain of our significant investors, who may have different interests than the interests of other holders of our securities; and each of the other factors discussed under the heading of “Risk Factors” in the Company’s 10K filed with the Securities and Exchange Commission (the “SEC”) on February 18, 2025, our prospectus filed with the Securities and Exchange Commission (the “SEC”) on June 7, 2024, and in other reports filed with the SEC, all of which are available on the Investor Relations page of our website at investors.waystar.com.

 

Any forward-looking statements made by us in this press release speak only as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included in this press release. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. You should not place undue reliance on our forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as may be required by any applicable securities laws.

 

 


 

About Waystar

 

Waystar’s mission-critical software is purpose-built to simplify healthcare payments so providers can prioritize patient care and optimize their financial performance. Waystar serves approximately 30,000 clients, representing over 1 million distinct providers, including 16 of 20 institutions on the U.S. News Best Hospitals list. Waystar’s enterprise-grade platform annually processes over 6 billion healthcare payment transactions, including over $1.8 trillion in annual gross claims and spanning approximately 50% of U.S. patients. Waystar strives to transform healthcare payments so providers can focus on what matters most: their patients and communities. Discover the way forward at waystar.com.

 

 


 

Waystar

Consolidated Statements of Operations

(in thousands, except for share and per share data)

(unaudited)

 

    Three months ended
December 31,
    Twelve months ended
December 31,
 
    2024     2023     2024     2023  
Revenue     244,102       206,695       943,549       791,010  
Operating expenses                                
Cost of revenue (exclusive of depreciation and amortization expenses)     79,542       67,190       315,730       249,767  
Sales and marketing     38,990       30,946       156,935       124,437  
General and administrative     22,959       16,400       111,753       62,924  
Research and development     11,472       9,785       48,775       35,332  
Depreciation and amortization     37,996       44,686       186,631       176,467  
Total operating expenses     190,959       169,007       819,824       648,927  
Income from operations     53,143       37,688       123,725       142,083  
Other expense                                
Interest expense     (19,003 )     (51,262 )     (141,762 )     (198,309 )
Related party interest expense     (1,083 )     (1,598 )     (4,508 )     (7,608 )
Income/(loss) before income taxes     33,057       (15,172 )     (22,545 )     (63,834 )
Income tax expense/(benefit)     13,978       (757 )     (3,420 )     (12,500 )
Net income/(loss)     19,079       (14,415 )     (19,125 )     (51,334 )
Net income/(loss) per share:                                
Basic     0.11       (0.12 )     (0.13 )     (0.42 )
Diluted     0.11       (0.12 )     (0.13 )     (0.42 )
Weighted-average shares outstanding:                                
Basic     172,526,776       121,679,113       149,915,839       121,675,430  
Diluted     179,112,559       121,679,113       149,915,839       121,675,430  

 

 


 

Waystar

Consolidated Balance Sheets

(in thousands, except for share and per share data)

 

    December 31, 2024     December 31, 2023  
Assets                
Current assets                
Cash and cash equivalents     182,133       35,580  
Restricted cash     22,449       9,848  
Accounts receivable, net of allowance of $5,885 at December 31, 2024 and $5,335 at December 31, 2023     145,235       126,089  
Income tax receivable     2,838       6,811  
Prepaid expenses     14,414       13,296  
Other current assets     3,972       30,426  
Total current assets     371,041       222,050  
Property, plant and equipment, net     46,731       61,259  
Operating lease right-of-use assets, net     10,820       10,353  
Intangible assets, net     1,039,049       1,186,936  
Goodwill     3,019,999       3,030,013  
Deferred costs     82,815       65,811  
Other long-term assets     6,549       6,552  
Total assets     4,577,004       4,582,974  
Liabilities and stockholders' equity                
Current liabilities                
Accounts payable     47,365       45,484  
Accrued compensation     31,589       23,286  
Aggregated funds payable     22,059       9,659  
Other accrued expenses     15,930       10,923  
Deferred revenue     10,527       10,935  
Current portion of long-term debt     11,311       17,454  
Related party current portion of long-term debt     357       529  
Current portion of operating lease liabilities     5,591       4,398  
Current portion of finance lease liabilities     904       821  
Total current liabilities     145,633       123,489  
Long-term liabilities                
Deferred tax liability     100,523       174,480  
Long-term debt, net, less current portion     1,185,411       2,134,920  
Related party long-term debt, net, less current portion     35,211       64,758  
Operating lease liabilities, net of current portion     13,133       14,278  
Finance lease liabilities, net of current portion     11,290       12,194  
Deferred revenue - LT     5,739       6,173  
Other long-term liabilities     278       2,750  
Total liabilities     1,497,218       2,533,042  
Commitments and contingencies (Note 20)                
Stockholders' equity                
Preferred stock $0.01 par value - 100,000,000 and zero shares authorized as of December 31, 2024 and December 31, 2023, respectively; zero shares issued or outstanding as of December 31, 2024 and December 31, 2023, respectively     -       -  
Common stock $0.01 par value - 2,500,000,000 and 227,000,000 shares authorized at December 31, 2024 and December 31, 2023, respectively; 172,108,240 and 121,679,902 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively     1,722       1,217  
Additional paid-in capital     3,298,083       2,234,688  
Accumulated other comprehensive income (loss)     881       15,802  
Accumulated deficit     (220,900 )     (201,775 )
Total stockholders' equity     3,079,786       2,049,932  
Total liabilities and stockholders' equity     4,577,004       4,582,974  

 

 


 

Waystar

Consolidated Statements of Cash Flows

(in thousands)

 

    Twelve months ended December 31,  
    2024     2023  
Cash flows from operating activities                
Net loss     (19,125 )     (51,334 )
Adjustments to reconcile net income/(loss) to net cash provided by operating activities                
Depreciation and amortization     186,631       176,467  
Stock-based compensation     54,437       8,848  
Provision for bad debt expense     2,669       2,419  
Loss on extinguishment of debt     20,611       393  
Deferred income taxes     (59,135 )     (61,665 )
Amortization of debt discount and issuance costs     3,946       10,471  
Other     (99 )     485  
Changes in:                
Accounts receivable     (21,816 )     (16,714 )
Income tax refundable     3,973       (2,459 )
Prepaid expenses and other current assets     (2,322 )     (9,705 )
Deferred costs     (16,497 )     (14,189 )
Other long-term assets     (472 )     (1,664 )
Accounts payable and accrued expenses     18,228       11,920  
Deferred revenue     (842 )     (167 )
Operating lease right-of-use assets and lease liabilities     (419 )     (1,691 )
Other long-term liabilities     -       45  
Net cash provided by operating activities     169,768       51,460  
Cash flows from investing activities                
Purchase of property and equipment and capitalization of internally developed software costs     (27,268 )     (21,517 )
Acquisitions, net of cash and cash equivalents acquired     -       (40,000 )
Net cash used in investing activities     (27,268 )     (61,517 )
Cash flows from financing activities                
Change in aggregated funds liability     12,399       2,105  
Proceeds from equity offering, net of underwriting discounts     1,017,074       -  
Payments of third-party IPO issuance costs     (3,407 )     -  
Repurchase of shares     (844 )     (688 )
Proceeds from exercise of common stock options     1,683       425  
Proceeds from issuances of debt, net of creditor fees     576,060       20,000  
Payments on debt     (1,584,080 )     (37,983 )
Third-party fees paid in connection with issuance of new debt     (1,410 )     (219 )
Finance lease liabilities paid     (821 )     (791 )
Net cash provided by (used in) financing activities     16,654       (17,151 )
Increase in cash and cash equivalents during the period     159,154       (27,208 )
Cash and cash equivalents and restricted cash - beginning of period     45,428       72,636  
Cash and cash equivalents and restricted cash - end of period     204,582       45,428  
Supplemental disclosures of cash flow information                
Interest paid     122,771       193,003  
Cash taxes paid (refunds received), net     51,100       51,449  
Non-cash investing and financing activities                
Fixed asset purchases in accounts payable     283       1,091  
Unpaid third-party IPO issuance costs     15       -  
Reconciliation of Balance Sheet Cash Accounts to Cash Flow Statement                
Balance sheet                
Cash and cash equivalents     182,133       35,580  
Restricted cash     22,449       9,848  
Total     204,582       45,428  

 

 


 

Waystar

Reconciliation of Adjusted EBITDA 

(in thousands)

(unaudited)  

 

    Three months ended     Twelve months ended  
    December 31,     December 31,  
    2024     2023     2024     2023  
Net income/(loss)     19,079       (14,415 )     (19,125 )     (51,334 )
Interest expense     20,086       52,860       146,270       205,917  
Income tax expense/(benefit)     13,978       (757 )     (3,420 )     (12,500 )
Depreciation and amortization     37,996       44,686       186,631       176,467  
Stock-based compensation expense     7,037       2,343       54,437       8,848  
Acquisition and integration costs     163       711       859       3,947  
Costs related to amended debt agreements     1,262       393       14,138       393  
IPO related costs     26       423       2,140       1,977  
Other (a)     526       -       1,566       -  
Adjusted EBITDA     100,153       86,244       383,496       333,715  
Revenue     244,102       206,695       943,549       791,010  
Net income/(loss) margin     7.8 %     -7.0 %     -2.0 %     -6.5 %
Adjusted EBITDA margin     41.0 %     41.7 %     40.6 %     42.2 %

 

(a) Adjustments relate to additional lease costs due to the relocation of our Louisville office

 

 


 

Waystar

Reconciliation of Non-GAAP Operating Expenses

(in thousands)

(unaudited)

 

    Three months ended     Twelve months ended  
    December 31,     December 31,  
    2024     2023     2024     2023  
Cost of revenue (exclusive of depreciation and amortization expenses)     79,542       67,190       315,730       249,767  
Less:                                
Stock-based compensation expense     (242 )     (100 )     (2,403 )     (645 )
Acquisition and integration costs     -       45       (31 )     (13 )
IPO related costs     -       -       (9 )     -  
Other (a)     (33 )     -       (33 )     -  
Cost of revenue (exclusive of depreciation and amortization expenses), adjusted     79,267       67,135       313,254       249,109  
                                 
Sales and marketing     38,990       30,946       156,935       124,437  
Less:                                
Stock-based compensation expense     (1,482 )     (479 )     (12,440 )     (1,865 )
Acquisition and integration costs     -       (17 )     -       (66 )
IPO related costs     (7 )     (15 )     (148 )     (15 )
Sales and marketing, adjusted     37,501       30,435       144,347       122,491  
                                 
General and administrative     22,959       16,400       111,753       62,924  
Less:                                
Stock-based compensation expense     (4,245 )     (1,405 )     (31,288 )     (5,035 )
Acquisition and integration costs     (157 )     (597 )     (429 )     (3,304 )
Costs related to amended debt agreements     (1,262 )     (393 )     (14,138 )     (393 )
IPO related costs     (19 )     (393 )     (1,975 )     (1,947 )
Other (a)     (493 )     -       (1,533 )     -  
General and administrative, adjusted     16,783       13,612       62,390       52,245  
                                 
Research and development     11,472       9,785       48,775       35,332  
Less:                                
Stock-based compensation expense     (1,068 )     (359 )     (8,306 )     (1,303 )
Acquisition and integration costs     (6 )     (142 )     (399 )     (564 )
IPO related costs     -       (15 )     (8 )     (15 )
Research and development, adjusted     10,398       9,269       40,062       33,450  
                                 
Depreciation and amortization     37,996       44,686       186,631       176,467  
Less:                                
Other (a)     (2,103 )     -       (17,879 )     -  
Intangible amortization (b)     (30,647 )     (39,004 )     (147,887 )     (159,406 )
Depreciation and amortization, adjusted     5,246       5,682       20,865       17,061  
                                 
Income tax expense/(benefit)     13,978       (757 )     (3,420 )     (12,500 )
Plus:                                
Tax effect of adjustments     8,770       9,004       50,170       36,660  
Income tax expense/(benefit), adjusted     22,748       8,247       46,750       24,160  

 

(a) Adjustments relate to additional lease costs and accelerated depreciation due to the relocation of our Louisville office
(b) Intangible amortization relates to acquisitions and therefore included in reconciliation.

 

 


 

Waystar

Reconciliation of Non-GAAP Net Income

(in thousands, except share and per share amounts)

(unaudited)  

 

    Three months ended     Twelve months ended  
    December 31,     December 31,  
    2024     2023     2024     2023  
Net income/(loss)     19,079       (14,415 )     (19,125 )     (51,334 )
Stock based compensation     7,037       2,343       54,437       8,848  
Acquisition and integration costs     163       711       859       3,947  
Costs related to amended debt agreements     1,262       393       14,138       393  
IPO related costs     26       423       2,140       1,977  
Other (a)     2,629       -       19,445       -  
Intangible amortization (b)     30,647       39,004       147,887       159,406  
Tax effect of adjustments     (8,770 )     (9,004 )     (50,170 )     (36,660 )
Non-GAAP net income/(loss)     52,073       19,455       169,611       86,577  
                                 
Non-GAAP net income/(loss) per common share, basic     0.30       0.16       1.13       0.71  
Non-GAAP net income/(loss) per common share, diluted     0.29       0.15       1.09       0.68  
                                 
Weighted average shares used in computing basic Non-GAAP net income/(loss) per share     172,526,776       121,679,113       149,915,839       121,675,430  
Weighted average shares used in computing diluted Non-GAAP net income/(loss) per share     179,112,559       127,303,675       155,677,094       126,888,989  

 

(a) Adjustments relate to additional lease costs and accelerated depreciation due to the relocation of our Louisville office
(b) Intangible amortization relates to acquisitions and therefore included in reconciliation.

 

Waystar

Reconciliation of Unlevered Free Cash Flow

(in thousands)

(unaudited)

 

    Three months ended     Twelve months ended  
    December 31,     December 31,  
    2024     2023     2024     2023  
Net cash provided by operating activities     64,770       11,456       169,768       51,460  
Interest paid     21,582       49,318       122,771       193,003  
Purchase of property and equipment and capitalization of internally developed software costs     (6,224 )     (5,791 )     (27,268 )     (21,517 )
Unlevered free cash flow     80,128       54,983       265,271       222,946  

 

 


 

Waystar

Reconciliation of Net Debt

(in thousands)

(unaudited) 

 

    December 31, 2024     December 31, 2023  
First lien term loan facility outstanding debt, current     11,668       17,983  
First lien term loan facility outstanding debt, net of current portion     1,151,878       1,712,833  
Second lien term loan facility outstanding debt     -       448,000  
Receivables facility outstanding debt     80,000       70,000  
Cash and cash equivalents     (182,133 )     (35,580 )
Net debt     1,061,413       2,213,236  
                 
Trailing Twelve Months Adjusted EBITDA     383,496       333,715  
                 
Adjusted Gross leverage ratio     3.2 x     6.7 x
Adjusted Net leverage ratio     2.8 x     6.6 x

 

Waystar

Reconciliation of Trailing Twelve Months (TTM) Adjusted EBITDA

(in thousands)

(unaudited)  

 

    Three Months Ended     TTM  
    December 31,     September 30,     June 30,     March 31,     December 31,  
    2024     2024     2024     2024     2024  
Net income/(loss)     19,079       5,413       (27,685 )     (15,932 )     (19,125 )
Interest expense     20,086       18,459       50,541       57,184       146,270  
Income tax expense/(benefit)     13,978       3,274       (14,611 )     (6,061 )     (3,420 )
Depreciation and amortization     37,996       60,185       44,276       44,174       186,631  
Stock-based compensation expense     7,037       7,903       36,969       2,528       54,437  
Acquisition and integration costs     163       188       206       302       859  
Costs related to amended debt agreements     1,262       106       2,368       10,402       14,138  
IPO related costs     26       109       1,841       164       2,140  
Other (a)     526       1,040       -       -       1,566  
Adjusted EBITDA     100,153       96,677       93,905       92,761       383,496  

 

(a) Adjustments relate to additional lease costs due to the relocation of our Louisville office

 

Media Contact

Kristin Lee

kristin.lee@waystar.com

 

Investor Contact

Sandy Draper

investors@waystar.com

502-238-9511