0001550695FALSE00015506952023-08-082023-08-08

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): August 8, 2023 
 
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.)
333 North Canyons Parkway
Livermore, California 94551
(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 2.02Results of Operations and Financial Condition.
On August 8, 2023 Performant Financial Corporation issued a press release announcing financial results for its quarter ended June 30, 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 9.01Financial 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: August 8, 2023
 
PERFORMANT FINANCIAL CORPORATION
By: /s/Rohit Ramchandani
 Rohit Ramchandani
 Chief Financial Officer

Exhibit 99.1
Performant Financial Corporation Announces Financial Results for Second Quarter 2023
Livermore, Calif., August 8, 2023 - Performant Financial Corporation (Nasdaq: PFMT), (the "Company"), primarily operating under subsidiary Performant Healthcare Solutions, a leading provider of technology-enabled audit, recovery, and related analytics services in the United States with a focus in the healthcare payment integrity industry, today reported the following financial results for its second quarter ended June 30, 2023:

Second Quarter Financial Highlights

Healthcare revenues of $23.9 million, compared to $21.8 million in the prior year period, an increase of approximately 10%
Total revenues of $25.5 million, compared to total revenues of $25.7 million in the prior year period.
Net loss of approximately $4.0 million, or $(0.05) per diluted share, compared to net loss of $3.2 million, or $(0.04) per diluted share, in the prior year period.
Adjusted net loss was $3.2 million, or $(0.04) per diluted share, compared to adjusted net loss of $2.9 million, or $(0.04) per diluted share, in the prior year period.
Adjusted EBITDA of $(1.3) million, compared to $(1.4) million in the prior year period.

Second Quarter 2023 Results
Healthcare revenues in the second quarter of 2023 were $23.9 million, an increase of approximately 10% from $21.8 million in the prior year period. Total revenues in the second quarter were $25.5 million, a decrease from total revenues of $25.7 million in the prior year period. Within healthcare, claims-based services revenue in the second quarter of 2023 was $9.8 million, while revenues from eligibility-based services in the second quarter was $14.1 million.
“Within our commercial clients, both eligibility and claims-based revenues enjoyed strong double-digit year over year growth through the first half of 2023, demonstrating our continued focus on growing this piece of the business," stated Simeon Kohl, CEO of Performant. "I am also excited to report that our efforts to compress the implementation cycle continue to bear fruit as we implemented 11 additional commercial programs in Q2, bringing our 2023 total to 22 implementations. This already surpasses the total number of commercial implementations we completed in all of 2022. We anticipate that these 22 programs will deliver an estimated $11 million in annualized revenues at steady state." Kohl further remarked.
Revenues from our customer care / outsourced services in the second quarter were $1.5 million, down from $3.9 million in the prior year period.
Net loss for the second quarter was $4.0 million, or $(0.05) per share on a diluted basis, compared to a net loss of $3.2 million, or $(0.04) per share on a diluted basis, in the prior year period. Adjusted net loss for the second quarter was $3.2 million, or $(0.04) per share on a diluted basis, compared to adjusted net income of $2.9 million, or $(0.04) per diluted share, in the prior year period. Adjusted EBITDA for the second quarter was $(1.3) million as compared to $(1.4) million in the prior year period.
“We are excited about the increased pace of commercial implementations and the core potential of our government programs, which combine for strong continued traction toward our overall vision and goals," stated Rohit Ramchandani, Chief Financial Officer of Performant. "With regard to the nearer term, we maintain visibility into our annual healthcare market guidance of $105 million to $110 million in revenues. At this stage in the year, we are also comfortable providing annual guidance for the customer care market revenues of $6.75 million to $8 million, thus bringing our total company revenue guidance to $111.75 million to $118 million. We are excited to continue delivering growth, enhancing our product offerings, broadening our market footprint, and expanding EBITDA margins. Furthermore, we remain well capitalized to tackle our organic growth initiatives and will continue to take steps to ensure we maintain flexibility in available capital for other strategic growth opportunities.”



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.
Earnings Conference Call
The Company will hold a conference call to discuss its second quarter 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. The conference call is also available by dialing 888-886-7786 (domestic) or 416-764-8658 (international).
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 87483139. The telephonic replay will be available approximately three hours after the call, through August 15, 2023.
About Performant Healthcare Solutions
Performant provides technology-enabled audit, recovery, and analytics services in the United States to the healthcare industry. Performant works with healthcare payers through claims auditing and eligibility-based (also known as coordination-of-benefits, or COB) services to identify improper payments. The Company engages clients in both government and commercial markets. The Company also has a call center which serves clients with complex consumer engagement needs. Clients of the Company typically operate in complex and highly regulated environments and contract for their payment integrity needs in order to reduce losses on improper healthcare payments.

To learn more, please visit http://www.performanthealth.com
Forward Looking Statements
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; 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 Company’s ability to hire and retain employees with specialized skills that are required for its healthcare business; anticipated trends and challenges in our business and competition in the markets in which the Company operates; the impact of COVID-19 on the Company’s business and operations, opportunities and expectations for the markets in which the Company 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; anticipated trends and challenges in the Company’s business and competition in the markets in which it operates; 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 meet liquidity and working capital needs; 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
Investor Relations
investors@performantcorp.com


PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands, except per share amounts)
 June 30,
2023
December 31,
2022
 (Unaudited) 
Assets
Current assets:
Cash and cash equivalents$14,982 $23,384 
Restricted cash81 81 
Trade accounts receivable12,790 15,794 
Contract assets6,947 11,460 
Prepaid expenses and other current assets2,982 3,665 
Income tax receivable3,176 3,123 
Total current assets40,958 57,507 
Property, equipment, and leasehold improvements, net10,688 10,897 
Goodwill47,372 47,372 
Right-of-use assets602 2,057 
Other assets975 1,000 
Total assets$100,595 $118,833 
Liabilities and Stockholders’ Equity
Current liabilities:
Current maturities of notes payable, net of unamortized debt issuance costs of $63 and $17, respectively
$1,437 $983 
Accrued salaries and benefits6,118 6,938 
Accounts payable1,195 1,262 
Other current liabilities1,920 2,252 
Contract liabilities112 438 
Estimated liability for appeals and disputes807 1,106 
Lease liabilities465 1,228 
Total current liabilities12,054 14,207 
Notes payable, net of current portion and unamortized debt issuance costs of $421 and $316, respectively
9,579 18,184 
Lease liabilities148 1,076 
Other liabilities894 881 
Total liabilities22,675 34,348 
Commitments and contingencies (note 3 and note 4)
Stockholders’ equity:
Common stock, $0.0001 par value. Authorized, 500,000 shares at June 30, 2023 and December 31, 2022 respectively; issued and outstanding 76,088 and 75,505 shares at June 30, 2023 and December 31, 2022, respectively
Additional paid-in capital143,890 142,261 
Accumulated deficit(65,977)(57,783)
Total stockholders’ equity77,920 84,485 
Total liabilities and stockholders’ equity$100,595 $118,833 



PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
 Three Months Ended  
June 30,
Six Months Ended  
June 30,
 2023202220232022
Revenues$25,485 $25,681 $51,214 $52,764 
Operating expenses:
Salaries and benefits21,710 20,903 44,159 41,342 
Other operating expenses7,376 8,081 14,445 16,212 
Total operating expenses29,086 28,984 58,604 57,554 
Loss from operations(3,601)(3,303)(7,390)(4,790)
Gain on sale of certain recovery contracts— 382 382 
Interest expense(351)(216)(765)(371)
Loss before provision for income taxes(3,952)(3,137)(8,152)(4,779)
Provision for income taxes21 32 42 63 
Net loss$(3,973)$(3,169)$(8,194)$(4,842)
Net loss per share
Basic$(0.05)$(0.04)$(0.11)$(0.07)
Diluted$(0.05)$(0.04)$(0.11)$(0.07)
Weighted average shares
Basic75,752 73,502 75,629 71,698 
Diluted75,752 73,502 75,629 71,698 


PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
 Six Months Ended  
June 30,
 20232022
Cash flows from operating activities:
Net loss$(8,194)$(4,842)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Loss on disposal of assets and impairment of long-lived assets36 (15)
Depreciation and amortization2,512 2,260 
Right-of-use assets amortization1,455 588 
Stock-based compensation1,686 1,281 
Interest expense from debt issuance costs122 48 
Gain on sale of certain recovery contracts(3)(382)
Changes in operating assets and liabilities:
Trade accounts receivable3,004 928 
Contract assets4,513 (1,084)
Prepaid expenses and other current assets683 (257)
Income tax receivable(53)(89)
Other assets25 (6)
Accrued salaries and benefits(820)(1,081)
Accounts payable(67)(161)
Contract liabilities and other current liabilities(658)(1,860)
Estimated liability for appeals, disputes, and refunds(299)(114)
Lease liabilities(1,691)(704)
Other liabilities 14 12 
Net cash provided by (used in) operating activities2,265 (5,478)
Cash flows from investing activities:
Purchase of property, equipment, and leasehold improvements(2,339)(1,589)
Proceeds from sale of certain recovery contracts382 
Net cash used in investing activities(2,336)(1,207)
Cash flows from financing activities:
Repayment of notes payable(8,000)(250)
Debt issuance costs paid(274)(2)
Taxes paid related to net share settlement of stock awards(57)— 
Proceeds from exercise of warrants— 5,563 
Proceeds from public offering, net of costs— — 
Net cash (used in) provided by financing activities(8,331)5,311 
Net decrease in cash, cash equivalents and restricted cash(8,402)(1,374)
Cash, cash equivalents and restricted cash at beginning of period23,465 19,550 
Cash, cash equivalents and restricted cash at end of period$15,063 $18,176 
Reconciliation of the Consolidated Statements of Cash Flows to the
Consolidated Balance Sheets:
Cash and cash equivalents$14,982 $15,973 
Restricted cash81 2,203 
Total cash, cash equivalents and restricted cash at end of period$15,063 $18,176 
Supplemental disclosures of cash flow information:
Cash paid for income taxes$143 $238 
Cash paid for interest$721 $244 


PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Reconciliation of Non-GAAP Results
(In thousands, except per share amount)
(Unaudited)
 Three Months Ended  
June 30,
Six Months Ended  
June 30,
 2023202220232022
(in thousands)(in thousands)
Adjusted EBITDA:
Net income (loss)$(3,973)$(3,169)$(8,194)$(4,842)
Provision for income taxes21 32 42 63 
Interest expense (1)
351 216 765 371 
Stock-based compensation888 723 1,686 1,281 
Depreciation and amortization1,265 1,158 2,512 2,260 
Severance expenses (3)
119 37 182 179 
Other (4)
30 (380)29 (376)
Adjusted EBITDA$(1,299)$(1,383)$(2,978)$(1,064)

 Three Months Ended  
June 30,
Six Months Ended  
June 30,
 2023202220232022
(in thousands)(in thousands)
Adjusted Net Income (Loss):
Net income (loss)$(3,973)$(3,169)$(8,194)$(4,842)
Stock-based compensation888 723 1,686 1,281 
Amortization of debt issuance costs (2)
87 24 122 48 
Severance expenses (3)
119 37 182 179 
Other (4)
30 (380)29 (376)
Tax adjustments (5)
(309)(111)(555)(311)
Adjusted net income (loss)$(3,158)$(2,876)$(6,730)$(4,021)


Three Months Ended  
June 30,
Six Months Ended  
June 30,
2023202220232022
(in thousands)(in thousands)
Adjusted Net Income (Loss) Per Diluted Share:
Net income (loss)$(3,973)$(3,169)$(8,194)$(4,842)
Plus: Adjustment items per reconciliation of adjusted net income (loss)815 293 1,464 821 
Adjusted net income (loss)$(3,158)$(2,876)$(6,730)$(4,021)
Adjusted net income (loss) per diluted share$(0.04)$(0.04)$(0.09)$(0.06)
Diluted average shares outstanding75,752 73,502 75,629 71,698 


PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Reconciliation of Non-GAAP Results
(In thousands, except per share amount)
(Unaudited)
We are providing the following preliminary estimates of our financial results as follows:
Six Months EndedSix Months EndedYear Ended
June 30, 2023December 31, 2023December 31, 2023December 31, 2022
ActualEstimateEstimateActual
Adjusted EBITDA:
Net income (loss)$(8,194)$ 1,615 to 0$ (6,550) to (8,165)$(6,537)
Provision for income taxes42 (292) to 708(250) to 750132 
Interest expense (1)
765 235 to 1,2351,000 to 2,0001,007 
Stock-based compensation1,686 814 to 1,8142,500 to 3,5003,036 
Depreciation and amortization2,512 2,738 to 3,9885,250 to 6,5004,524 
Severance expenses (3)
182 (132) to 23350 to 415274 
Other (4)
29 — — (372)
Gain on sale of land and buildings (6)
— — — (1,120)
Adjusted EBITDA$(2,978)$ 4,978 to 7,978$ 2,000 to 5,000$944 

(1)Represents interest expense and amortization of debt issuance costs related to our Credit Agreement.
(2)Represents amortization of debt issuance costs related to our Credit Agreement.
(3)Represents severance expenses incurred in connection with a reduction in force for our non-healthcare recovery services.
(4)Represents professional fees related to strategic corporate development activities and gain on sale of certain non-healthcare recovery contracts in prior years.
(5)Represents tax adjustments assuming a marginal tax rate of 27.5% at full profitability.
(6)Represents gain on the sale of land and two office buildings.


PERFORMANT FINANCIAL CORPORATION AND SUBSIDIARIES
Reconciliation of Non-GAAP Results
(In thousands, except per share amount)
(Unaudited)
We are providing the following historical breakdown of the quarterly and annual revenue contributions under the new contribution breakdowns of our healthcare revenue results for the six months ended June 30, 2023, and for the years ended December 31, 2022 and 2021:
For the Three Months EndedFor the Six Months Ended
March 31, 2023June 30, 2023
June 30, 2023
(in thousands)(in thousands)
Eligibility-based$12,480 $14,131 $26,611 
Claims-based10,412 9,798 20,210 
Healthcare Total22,892 23,929 46,821 
Recovery19 14 33 
Customer Care / Outsourced Services2,818 1,542 4,360 
Total$25,729 $25,485 $51,214 

For the Three Months EndedFor the Year Ended
March 31, 2022June 30, 2022September 30, 2022December 31, 2022December 31, 2022
(in thousands)
Eligibility-based$14,214 $12,417 $13,142 $13,511 $53,284 
Claims-based9,150 9,339 10,377 12,516 41,382 
Healthcare Total23,364 21,756 23,519 26,027 94,666 
Recovery118 41 75 241 
Customer Care / Outsourced Services3,601 3,918 3,618 3,140 14,277 
Total$27,083 $25,681 $27,178 $29,242 $109,184 

For the Three Months EndedFor the Year Ended
March 31, 2021June 30, 2021September 30, 2021December 31, 2021December 31, 2021
(in thousands)
Eligibility-based$7,911 $11,577 $12,727 $16,061 $48,276 
Claims-based5,375 7,025 7,280 9,498 29,178 
Healthcare Total13,286 18,602 20,007 25,559 77,454 
Recovery14,491 11,091 5,490 2,333 33,405 
Customer Care / Outsourced Services3,613 3,149 3,085 3,687 13,534 
Total$31,390 $32,842 $28,582 $31,579 $124,393 




v3.23.2
Cover
Aug. 08, 2023
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 08, 2023
Entity Registrant Name Performant Financial Corporation
Entity Incorporation, State or Country Code DE
Entity File Number 001-35628
Entity Tax Identification Number 20-0484934
Entity Address, Address Line One 333 North Canyons Parkway
Entity Address, City or Town Livermore
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94551
City Area Code (925)
Local Phone Number 960-4800
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Trading Symbol PFMT
Security Exchange Name NASDAQ
Title of 12(b) Security Common Stock, par value $.0001 per share
Entity Central Index Key 0001550695
Amendment Flag false

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