IPO - Priority Technology Holdings, Inc.

Form Type: 8-K

Filing Date: 2025-01-17

Corporate Action: Ipo

Type: New

Accession Number: 000110465925004465

Filing Summary: On January 15, 2025, Priority Technology Holdings, Inc. entered into an Underwriting Agreement with Keefe, Bruyette & Woods, Inc. and TD Securities (USA) LLC for the public offering of 9,070,643 shares of common stock at a price of $7.75 per share. The underwriters were granted a 30-day option to purchase up to an additional 1,360,596 shares. This offering was made under an effective shelf registration statement declared effective by the SEC on December 11, 2024. The offering closed on January 17, 2025, resulting in net proceeds of approximately $67.49 million for the selling stockholders, with the company receiving no proceeds from the sale. The document includes customary representations, warranties, and covenants related to the underwriting agreement.

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Form Type: 424B5

Filing Date: 2025-01-15

Corporate Action: Ipo

Type: New

Accession Number: 000110465925003602

Filing Summary: Priority Technology Holdings, Inc. filed a preliminary prospectus supplement concerning an initial public offering (IPO) of common stock by selling stockholders. The offering pertains to shares that these stockholders are selling, with Priority Technology not receiving any proceeds from this sale. The common stock is listed on the Nasdaq Capital Market under the symbol 'PRTH.' As of January 14, 2025, the last reported sale price of the shares was $9.57 each. The document also outlines risks associated with investing in the stock, including dependency on economic conditions, potential data security issues, competition in the payment processing sector, and concentration of ownership that might affect stockholder influence. It reveals that a significant ownership stake would enable major decisions to be controlled by one individual, which may not align with the interests of all stockholders. The filing includes estimated financial results for the three months ending December 31, 2024, with preliminary estimates showcasing a revenue range between $225.2 million and $227.2 million, reflecting expected growth and operational performance. Additionally, it provides details regarding underwriting management, expected delivery of shares post-offering, and the risks associated with stock ownership and market volatility.

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