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0001550695FALSE00015506952024-03-122024-03-12

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): March 12, 2024 
 
Performant Financial Corporation
(Exact name of registrant as specified in its charter)

Delaware   001-35628   20-0484934
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
900 South Pine Island Road, Suite 150
Plantation, FL 33324
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (925) 960-4800

N/A
(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 obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
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))

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 ☐

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.
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)  Name of exchange on which registered
Common Stock, par value $.0001 per share
PFMT
The Nasdaq Stock Market LLC



Item 2.02 Results of Operations and Financial Condition.
On March 12, 2024 Performant Financial Corporation issued a press release announcing financial results for its quarter and year ended December 31, 2023. The full text of the press release is furnished as Exhibit 99.1.
The information furnished in this Form 8-K, including the exhibit attached, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
99.1    
104  Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURE
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.
Dated: March 12, 2024
 
PERFORMANT FINANCIAL CORPORATION
By:   /s/ Rohit Ramchandani
  Rohit Ramchandani
  Chief Financial Officer

EX-99.1 2 ex991pressrelease12312023.htm EX-99.1 Document
Exhibit 99.1
Performant Financial Corporation Announces Financial Results for Fourth Quarter and Full Year 2023
Plantation, FL, March 12, 2024 - Performant Financial Corporation (Nasdaq: PFMT), a leading provider of healthcare payment integrity services, today reported the following financial results for its fourth quarter and full year ended December 31, 2023:
Fourth Quarter Financial Highlights
•Total revenues of $32.6 million, compared to $29.2 million in the prior year period
•Healthcare revenues of $31.1 million, compared to $26.0 million in the prior year period
•Net income of $1.3 million, or $0.02 per diluted share, compared to net loss of $0.2 million, or $0.00 per diluted share, in the prior year period
•Adjusted EBITDA of $4.5 million, compared to $2.3 million in the prior year period
•Adjusted net income of $3.6 million, or $0.05 per diluted share, compared to adjusted net income of $0.4 million, or $0.01 per diluted share, in the prior year period
Full Year 2023 Financial Highlights
•Total revenues of $113.7 million, compared to $109.2 million in the prior year period
•Healthcare revenues of $106.4 million, compared to $94.7 million in the prior year period
•Net loss of $7.5 million, or $(0.10) per diluted share, compared to $6.5 million, or $(0.09) per diluted share in the prior year period
•Adjusted EBITDA of $3.4 million, compared to $0.9 million in the prior year period
•Adjusted net loss of $3.8 million, or $(0.05) per diluted share, compared to adjusted net loss of $5.2 million, or $(0.07) per diluted share, in the prior year period
Fourth Quarter 2023 Results
Healthcare revenues in the fourth quarter of 2023 were $31.1 million, up from $26.0 million in the prior year period. Revenues from Customer Care / Outsourced Services in the fourth quarter were $1.4 million, compared to $3.1 million in the prior year period.
Net income for the fourth quarter of 2023 was $1.3 million, or $0.02 per diluted share, compared to a net loss of $0.2 million, or $0.00 per diluted share in the prior year period. Adjusted EBITDA for the fourth quarter was $4.5 million compared to $2.3 million in the prior year period. Adjusted net income for the fourth quarter was $3.6 million, or $0.05 per diluted share, compared to adjusted net income of $0.4 million, or $0.01 per diluted share in the prior year period.
Full Year 2023 Results
Revenues for the full year ended December 31, 2023 were $113.7 million, compared to revenues of $109.2 million in the prior year. Healthcare revenues were $106.4 million, compared to $94.7 million in the prior year. Revenues from Customer Care / Outsourced Services were $7.3 million compared to $14.3 million in the prior year.
Net loss for the full year ended December 31, 2023 was $7.5 million, or $(0.10) per diluted share, compared to net loss of $6.5 million, or $(0.09) per diluted share in the prior year. Adjusted EBITDA was $3.4 million, compared to $0.9 million in the prior year. Adjusted net loss was $3.8 million, or $(0.05) per diluted share, compared to $5.2 million, or $(0.07) per diluted share in the prior year.
“2023 was a year of strong performance, successful implementations, and operational growth. Healthcare revenues experienced strong growth of 12% led by our commercial clients. This growth was fueled by 41 new commercial implementations coupled with scaling existing ones, helping to drive 55% revenue growth from our commercial clients,” commented Simeon Kohl, Chief Executive Officer. “The operational initiatives we put in place to speed up implementation timelines and further scale our operations are yielding significant results. In addition to our success with commercial clients, we remain committed to fostering growth of our longstanding government business. In 2023 we operationalized the CMS RAC Region 2 contract and the Health and Human Services – Office of the Inspector General contract for medical review and consultative services. We were also awarded our first state Medicaid RAC contract with New York state. While this award is under protest by the incumbent, we are encouraged by the value we are able to illustrate in this new payer market.”
As of December 31, 2023, the Company had cash, cash equivalents and restricted cash of approximately $7.3 million.



Business Commentary
“We are proud of the financial and operational success we delivered in 2023 and the foundation we have established for future growth,” said Rohit Ramchandani, Chief Financial Officer. “Looking ahead to 2024, we are investing in innovative technology and our sales and account management teams to scale existing implementations and execute on our record pipeline. The $25M revolver we secured in October 2023, gives us the flexibility we need to continue to go after new business. We are introducing full year 2024 healthcare revenue guidance to be in the range of $117M to $122M. In terms of EBITDA, we anticipate full year 2024 adjusted EBITDA in the range of $4M to $5M, which is inclusive of the investment expected to implement the New York state Medicaid RAC contract as well as other investments aimed at improving scale and efficiency.”
Note Regarding Use of Non-GAAP Financial Measures
In this press release, to supplement our consolidated financial statements, the Company presents adjusted EBITDA, adjusted net income (loss), and adjusted net income (loss) per diluted share. These measures are not in accordance with accounting principles generally accepted in the United States of America (US GAAP) and accordingly reconciliations of adjusted EBITDA and adjusted net income (loss) to net income (loss) determined in accordance with US GAAP are included in the “Reconciliation of Non-GAAP Results” table at the end of this press release. We have included adjusted EBITDA and adjusted net income (loss) in this press release because they are key measures used by our management and board of directors to understand and evaluate our core operating performance and trends and to prepare and approve our annual budget. Accordingly, we believe that adjusted EBITDA and adjusted net income (loss) provide useful information to investors and analysts in understanding and evaluating our operating results in the same manner as our management and board of directors. Our use of adjusted EBITDA and adjusted net income (loss) has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under US GAAP. In particular, many of the adjustments to our US GAAP financial measures reflect the exclusion of items, specifically interest, tax and depreciation and amortization expenses, equity-based compensation expense and certain other non-operating expenses, that are recurring and will be reflected in our financial results for the foreseeable future. In addition, these measures may be calculated differently from similarly titled non-GAAP financial measures used by other companies, limiting their usefulness for comparison purposes. In regard to forward looking non-GAAP guidance, we are not able to reconcile the forward-looking non-GAAP adjusted EBITDA measure to the closest corresponding GAAP measure without unreasonable efforts because we are unable to predict the ultimate outcome of certain significant items. These items include, but are not limited to, impacts associated with interest expense, and depreciation and amortization expenses.
Earnings Conference Call
The Company will hold a conference call to discuss its fourth quarter and full year 2023 results today at 5:00 p.m. Eastern. A live webcast of the call may be accessed on the Investor Relations section of the Company’s website at investors.performantcorp.com. To dial into the call you will need to register through this link:
https://services.incommconferencing.com/DiamondPassRegistration/register?confirmationNumber=13744430&linkSecurityString=1c38ce4baa
After registering, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call.
A replay of the call will be available on the Company's website or by dialing 844-512-2921 (domestic) or 412-317-6671 (international) and entering the passcode 13744430. The telephonic replay will be available approximately three hours after the call, through March 19, 2024.
About Performant Healthcare Solutions
Performant supports healthcare payers in identifying, preventing, and recovering waste and improper payments by leveraging advanced technology, analytics and proprietary data assets. Performant works with leading national and regional healthcare payers to provide eligibility-based, also known as coordination-of-benefits (COB) services, as well as claims-based services, which includes the audit and identification of improperly paid claims. Performant is a leading provider of these services in both government and commercial healthcare markets. Performant also provides advanced reporting capabilities, support services, customer care, and stakeholder training programs designed to mitigate future instances of improper payments.



Forward Looking Statements
To learn more, please visit https://www.performanthealth.com This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company's outlook for revenues, net income (loss), and adjusted EBITDA in 2023 and beyond. These forward-looking statements are based on current expectations, estimates, assumptions, and projections that are subject to change and actual results may differ materially from the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the Company’s ability to generate revenue following long implementation periods associated with new customer contracts; client relationships and the Company’s ability to maintain such client relationships; many of the Company’s customer contracts are subject to periodic renewal, are not exclusive, do not provide for committed business volumes; anticipated trends and challenges in the Company’s business and competition in the markets in which it operates; the Company’s indebtedness and compliance, or failure to comply, with restrictive covenants in the Company’s credit agreement; opportunities and expectations for growth in the various markets in which the Company operates; the Company’s ability to hire and retain employees with specialized skills that are required for its healthcare business; downturns in domestic or global economic conditions and other macroeconomic factors; the Company’s ability to generate sufficient cash flows to fund our ongoing operations and other liquidity needs; the impact of public health pandemics such as COVID-19 on the Company’s business and operations, opportunities and expectations for the markets in which the Company operates; the impacts of a failure of the Company’s operating systems or technology infrastructure or those of third-party vendors and subcontractors; the impacts of a cybersecurity breach or related incident to the Company or any of the Company’s third-party vendors and subcontractors; the adaptability of the Company’s technology platform to new markets and processes; the Company’s ability to invest in and utilize our data and analytics capabilities to expand its capabilities; the Company’s growth strategy of expanding in existing markets and considering strategic alliances or acquisitions; the Company’s ability to maintain, protect and enhance its intellectual property; expectations regarding future expenses; expected future financial performance; and the Company’s ability to comply with and adapt to industry regulations and compliance demands.
More information on potential factors that could affect the Company's financial condition and operating results is included from time to time in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of the Company's annual report on Form 10-K for the year ended December 31, 2022 and subsequently filed reports on Forms 10-Q and 8-K. The forward-looking statements are made as of the date of this press release and the Company does not undertake to update any forward-looking statements to conform these statements to actual results or revised expectations.
Contact Information
Jon Bozzuto
Investor Relations
925-960-4988
investors@performantcorp.com



PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands, except per share amounts)
(Unaudited)
As of December 31,
Assets 2023 2022
Current assets:
Cash and cash equivalents $ 7,252  $ 23,384 
Restricted cash 81  81 
Trade accounts receivable, net of allowance for credit losses
17,584  15,794 
Contract assets 10,879  11,460 
Prepaid expenses and other current assets 3,651  3,665 
Income tax receivable 335  3,123 
Total current assets 39,782  57,507 
Property, equipment, and leasehold improvements, net 9,724  10,897 
Goodwill 47,372  47,372 
Debt issuance costs 631  — 
Right-of-use assets 531  2,057 
Other assets 990  1,000 
Total assets $ 99,030  $ 118,833 
Liabilities and Stockholders’ Equity
Current liabilities:
Current maturities of long-term payable, net of unamortized debt issuance costs of $0 and $17, respectively
$ —  $ 983 
Accrued salaries and benefits 7,924  6,938 
Accounts payable 727  1,262 
Other current liabilities 2,385  2,252 
Contract liabilities 493  438 
Estimated liability for appeals and disputes 601  1,106 
Lease liabilities 250  1,228 
Total current liabilities 12,380  14,207 
Long-term loan payable, net of current portion and unamortized debt issuance costs of $0 and $316, respectively
5,000  18,184 
Lease liabilities 295  1,076 
Other liabilities 648  881 
Total liabilities 18,323  34,348 
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.0001 par value. Authorized, 500,000 shares at December 31, 2023 and 2022, respectively; issued and outstanding, 76,920 and 75,505 shares at December 31, 2023 and 2022, respectively
Additional paid-in capital 146,001  142,261 
Accumulated deficit (65,302) (57,783)
Total stockholders’ equity 80,707  84,485 
Total liabilities and stockholders’ equity $ 99,030  $ 118,833 



PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended Twelve Months Ended
  December 31, December 31,
  2023 2022 2023 2022
Revenues $ 32,567  $ 29,242  $ 113,743  $ 109,184 
Operating expenses:
Salaries and benefits 23,308  22,211  90,447  85,312 
Other operating expenses 7,349  6,827  29,424  30,772 
Total operating expenses 30,657  29,038  119,871  116,084 
Gain (loss) from operations
1,910  204  (6,128) (6,900)
Gain on sale of certain recovery contracts —  —  382 
Gain on sale of land and buildings —  —  —  1,120 
Interest expense (785) (359) (1,974) (1,007)
Interest income 154  —  240  — 
Loss before provision for (benefit from) income taxes 1,279  (155) (7,859) (6,405)
Provision for (benefit from) income taxes 24  80  (340) 132 
Net income (loss) $ 1,255  $ (235) $ (7,519) $ (6,537)
Net gain (loss) per share attributable to common shareholders
Basic $ 0.02  $ —  $ (0.10) $ (0.09)
Diluted $ 0.02  $ —  $ (0.10) $ (0.09)
Weighted average shares
Basic 76,896  74,291  76,156  72,937 
Diluted 77,361  74,291  76,156  72,937 



PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
For the Years Ended
December 31,
2023 2022
Cash flows from operating activities:
Net loss $ (7,519) $ (6,537)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Loss on disposal of assets 129  41 
Depreciation and amortization 5,187  4,524 
Right-of-use assets amortization 1,526  1,178 
Stock-based compensation 3,936  3,036 
Amortization of debt issuance costs 347  95 
Loss on debt extinguishment 510  — 
Gain on sale of certain recovery contracts (3) (382)
Gain on sale of land and buildings —  (1,120)
Changes in operating assets and liabilities:
Trade accounts receivable (1,790) 5,014 
Contract assets 581  (3,347)
Prepaid expenses and other current assets 14  (588)
Income tax receivable 2,788  36 
Other assets 10  (37)
Accrued salaries and benefits 986  (1,538)
Accounts payable (535) 138 
Contract liabilities and other current liabilities 188  (1,660)
Estimated liability for appeals and disputes (505) (84)
Lease liabilities (1,759) (1,361)
Other liabilities (231) (285)
Net cash provided by (used in) operating activities 3,860  (2,877)
Cash flows from investing activities:
Purchase of property, equipment, and leasehold improvements (4,143) (3,585)
Proceeds from sale of certain recovery contracts 382 
Proceeds from sales of property, equipment, and leasehold improvements —  4,934 
Net cash (used in) provided by investing activities (4,140) 1,731 
Cash flows from financing activities:
Repayment of long-term loan payable (19,500) (500)
Debt issuance costs paid (1,156) (2)
Taxes paid related to net share settlement of stock awards (196) — 
Proceeds from exercise of warrants —  5,563 
Borrowings from revolving loan 5,000  — 
Net cash (used in) provided by financing activities (15,852) 5,061 
Net (decrease) increase in cash, cash equivalents and restricted cash (16,132) 3,915 
Cash, cash equivalents and restricted cash at beginning of year 23,465  19,550 
Cash, cash equivalents and restricted cash at end of year $ 7,333  $ 23,465 
Reconciliation of the consolidated statements of cash flows to the consolidated balance sheets:
Cash and cash equivalents $ 7,252  $ 23,384 
Restricted cash 81  81 
Total cash, cash equivalents and restricted cash at end of period $ 7,333  $ 23,465 
Supplemental disclosures of cash flow information:
Cash (received) paid for income taxes $ (3,052) $ 250 
Cash paid for interest $ 1,291  $ 702 



PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Reconciliation of Non-GAAP Results
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended
Year Ended
December 31, December 31,
2023 2022 2023 2022
Reconciliation of Adjusted EBITDA:
Net income (loss) $ 1,255  $ (235) $ (7,519) $ (6,537)
Provision for (benefit from) income taxes 24  80  (340) 132 
Interest expense (1)
785  359  1,974  1,007 
Interest income (154) —  (240) — 
Stock based compensation 1,121  824  3,936  3,036 
Depreciation and amortization 1,382  1,169  5,187  4,524 
Severance expenses (3)
100  85  346  274 
Non-core operating expenses (4)
15  52  10 
Gain on sale of certain recovery contracts (5)
—  —  (3) (382)
Gain on sale of land and buildings (6)
—  —  —  (1,120)
Adjusted EBITDA $ 4,528  $ 2,283  $ 3,393  $ 944 
Three Months Ended
Year Ended
December 31, December 31,
2023 2022 2023 2022
Reconciliation of Adjusted Net Income (Loss):
Net income (loss) $ 1,255  $ (235) $ (7,519) $ (6,537)
Stock based compensation 1,121  824  3,936  3,036 
Amortization of debt issuance costs (2)
601  24  857  95 
Severance expenses (3)
100  85  346  274 
Non-core operating expenses (4)
15  52  10 
Gain on sale of certain recovery contracts (5)
—  —  (3) (382)
Gain on sale of land and buildings (6)
—  —  —  (1,120)
Tax adjustments (7)
505  (257) (1,427) (526)
Adjusted net income (loss) $ 3,597  $ 442  $ (3,758) $ (5,150)



Three Months Ended
Year Ended
  December 31, December 31,
  2023 2022 2023 2022
Adjusted Earnings (Loss) Per Diluted Share:
Net income (loss) $ 1,255  $ (235) $ (7,519) $ (6,537)
Plus: Adjusted items per reconciliation of adjusted net income (loss) 2,342  677  3,761  1,387 
Adjusted net income (loss) $ 3,597  $ 442  $ (3,758) $ (5,150)
Adjusted earnings (loss) per diluted share $ 0.05  $ 0.01  $ (0.05) $ (0.07)
Diluted average shares outstanding (8)
77,361  75,455  76,156  69,873 

(1)Represents interest expense and amortization of debt issuance costs related to our Credit Agreement and prior credit agreement.
(2)Represents amortization of debt issuance costs related to our Credit Agreement and prior credit agreement.
(3)Represents severance expenses incurred in connection with a reduction in force for our nonhealthcare services.
(4)Represents professional fees related to strategic corporate development activities.
(5)Represents gain on the sale of certain non-healthcare recovery contracts.
(6)Represents gain on the sale of land and buildings in 2022.
(7)Represents tax adjustments assuming a marginal tax rate of 27.5% at full profitability.
(8)Net income for the three months ended December 31, 2023 was $1,255, and the computation of adjusted net income results in adjusted net income of $3,597. Therefore, the calculation of the adjusted earnings per diluted share for the three months ended December 31, 2023 includes dilutive common share equivalents of 465 added to the basic weighted average shares of 76,896.



We are providing the following historical breakdown of the quarterly and annual revenue contributions under the new contribution breakdowns of the Company's healthcare revenue results for the years ended December 31, 2023, 2022, and 2021:
For the Three Months Ended For the Year Ended
March 31, 2023 June 30, 2023 September 30, 2023 December 31, 2023 December 31, 2023
(in thousands)
Eligibility-based $ 12,480  $ 14,131  $ 18,165  $ 16,403  $ 61,179 
Claims-based 10,412  9,798  10,325  14,730  45,265 
Healthcare Total 22,892  23,929  28,490  31,133  106,444 
Recovery 19  14  —  —  33 
Customer Care / Outsourced Services 2,818  1,542  1,472  1,434  7,266 
Total $ 25,729  $ 25,485  $ 29,962  $ 32,567  $ 113,743 
For the Three Months Ended For the Year Ended
March 31, 2022 June 30, 2022 September 30, 2022 December 31, 2022 December 31, 2022
(in thousands)
Eligibility-based $ 14,214  $ 12,417  $ 13,142  $ 13,511  $ 53,284 
Claims-based 9,150  9,339  10,377  12,516  41,382 
Healthcare Total 23,364  21,756  23,519  26,027  94,666 
Recovery 118  41  75  241 
Customer Care / Outsourced Services 3,601  3,918  3,618  3,140  14,277 
Total $ 27,083  $ 25,681  $ 27,178  $ 29,242  $ 109,184 
For the Three Months Ended For the Year Ended
March 31, 2021 June 30, 2021 September 30, 2021 December 31, 2021 December 31, 2021
(in thousands)
Eligibility-based $ 7,911  $ 11,577  $ 12,727  $ 16,061  $ 48,276 
Claims-based 5,375  7,025  7,280  9,498  29,178 
Healthcare Total 13,286  18,602  20,007  25,559  77,454 
Recovery 14,491  11,091  5,490  2,333  33,405 
Customer Care / Outsourced Services 3,613  3,149  3,085  3,687  13,534 
Total $ 31,390  $ 32,842  $ 28,582  $ 31,579  $ 124,393