i3 Verticals, Inc. (NASDAQ: IIIV) is a leading provider of seamlessly integrated software and payment solutions to customers across strategic vertical markets. With a focus on public sector, healthcare, and other key industries, i3 Verticals has established itself as a trusted partner in delivering innovative technology-driven solutions that streamline operations and enhance the customer experience.

Business Overview and History: Founded in 2012, i3 Verticals has rapidly grown to become a dominant player in the software and payments space. The company was formed with the specific purpose of completing an initial public offering (IPO) of its Class A common stock and other related transactions to carry on the business of i3 Verticals, LLC and its subsidiaries. In 2018, i3 Verticals completed its IPO, which not only strengthened its financial position but also provided additional capital to support its growth initiatives.

In connection with the IPO, the company underwent a series of reorganization transactions that resulted in i3 Verticals, Inc. becoming the sole managing member of i3 Verticals, LLC. Following these changes, i3 Verticals, Inc. now operates and controls all of i3 Verticals, LLC's operations and conducts its business through i3 Verticals, LLC and its subsidiaries.

The company's growth strategy has included strategic acquisitions to expand its software offerings and presence in key vertical markets. A notable example of this strategy in action was the acquisition of Celtic Cross Holdings, Inc. and two other businesses in 2023, which significantly expanded i3 Verticals' software offerings in the Public Sector vertical.

In 2020, i3 Verticals made a significant financial move by issuing $138 million aggregate principal amount of 1.00% Exchangeable Senior Notes due 2025. This transaction provided the company with additional liquidity, which was used to pay down outstanding borrowings under its prior senior secured credit facility. However, in 2023, the company repurchased a portion of these Exchangeable Notes using proceeds from the sale of exchangeable senior note hedges.

Financial Performance and Ratios: i3 Verticals' financial performance has been characterized by a mix of steady growth and strategic investments. As of the most recent fiscal year ended September 30, 2023, the company reported total revenue of $370.24 million, a 16.5% increase from the prior year. Net income, however, remained challenging, with a net loss of $811,000 for the fiscal year.

Financials: Despite the net loss, i3 Verticals' balance sheet remains strong, with a current ratio of 2.98 and a debt-to-equity ratio of 1.51 as of September 30, 2023. The company's free cash flow for the year was $18.13 million, demonstrating its ability to generate cash and fund ongoing operations and investments.

For the most recent quarter (Q3 2024), i3 Verticals reported revenue of $56.04 million, a 2% decrease compared to the prior-year period. The company's net loss from continuing operations for the quarter was $13.85 million. This quarterly performance was impacted by a decline in software license sales and professional services revenue, as well as increased costs related to the anticipated sale of the company's merchant services business. Specifically, there was a $2 million decline in software license revenue and a $1.1 million decline in professional services revenue, partially offset by an increase in recurring software and payments revenue.

Liquidity: As of the most recent reporting period, i3 Verticals had $9.74 million in cash and $98.60 million available under its 2023 Senior Secured Credit Facility, subject to financial covenants. The facility has aggregate commitments of $450 million. The company's current ratio stands at 2.98, with a quick ratio of 2.96, indicating strong short-term liquidity.

Operating Segments: i3 Verticals operates through two main segments: Software and Services, and Other.

1. Software and Services Segment: This segment delivers vertical market software solutions to customers across i3 Verticals' strategic vertical markets. Key metrics for this segment include: - Software and related services revenue accounted for 74% of total revenue from continuing operations in Q3 2024. - Annualized recurring revenue (ARR) from software and related services was $181.3 million in Q3 2024, representing a 4% period-over-period growth rate. - Payment volume from this segment was $497.5 million in Q3 2024, a 21.4% period-over-period growth rate.

2. Other Segment: This category primarily includes corporate overhead expenses when presenting reportable segment information.

It's worth noting that the company's previously reported Merchant Services segment has been classified as discontinued operations due to its anticipated sale, which is expected to close in fiscal Q4 2024.

Quarterly Performance and Outlook: In Q3 2024, i3 Verticals saw a 2% year-over-year decline in revenues to $56 million, with organic growth from recurring sources being offset by declines in non-recurring sources. Adjusted EBITDA declined 11% year-over-year to $12.9 million, primarily due to $2 million less in one-time software license sales.

Looking ahead, i3 Verticals has provided revised guidance for fiscal year 2024, projecting revenues in the range of $228 million to $234 million and adjusted EBITDA of $56 million to $60 million. The company expects to see continued growth in its core software and services offerings, driven by momentum in key verticals such as public sector and healthcare.

For fiscal year 2025, i3 Verticals has provided an outlook of: - Revenues of $243 million to $263 million - Adjusted EBITDA of $63 million to $71.5 million - Depreciation and internally developed software amortization of $12 million to $14 million - Cash interest expense of $1 million to $2 million - Pro forma adjusted diluted EPS of $1.05 to $1.25

The company cited several tailwinds for fiscal 2024, including the Manitoba project returning to normal cadence, continued momentum in the utilities market, and the SaaS transition becoming less of a short-term drag. Additionally, i3 Verticals expects to resume acquisitions on a regular basis following the anticipated sale of its Merchant Services business.

Risks and Challenges: While i3 Verticals has demonstrated its ability to navigate the evolving software and payments landscape, the company faces a range of risks and challenges that could impact its future performance. These include:

1. Integration and Execution Risks: The successful integration of acquired businesses and the effective execution of the company's growth strategy are critical to its continued success.

2. Competitive Landscape: i3 Verticals operates in a highly competitive industry, with numerous players vying for market share in its core verticals.

3. Regulatory and Compliance Risks: The company's operations are subject to various regulatory requirements, which could impact its business model and financial performance.

4. Cybersecurity Threats: As a technology-driven company, i3 Verticals is vulnerable to cyber attacks and data breaches, which could have significant reputational and financial consequences.

5. Economic Conditions: Macroeconomic factors, such as inflation, interest rates, and overall economic uncertainty, could affect the company's customer base and financial performance.

Short Reports and Controversies: In recent years, i3 Verticals has faced scrutiny from short-selling research firms, which have raised concerns about the company's business model and growth strategy. These short reports have contributed to volatility in the company's stock price and have prompted i3 Verticals to respond to the allegations.

Additionally, the company faced a legal dispute in 2021 related to a subsidiary's operations, which resulted in additional costs and reputational challenges. The company has since worked to address these issues and strengthen its internal controls and compliance measures.

Geographic and Segment Breakdown: i3 Verticals' operations are primarily focused within the United States, with a strong presence in the Southeast region. The company does not break out geographic performance in its financial reporting. The company's revenue is derived from two main segments: Software and Services, and Other.

The Software and Services segment, which accounted for 78% of total revenue in fiscal year 2023, includes the company's suite of vertical-specific software solutions, as well as related professional services and maintenance offerings. The Other segment primarily encompasses corporate overhead expenses.

Industry Trends: The vertical software and payments processing industry has seen mid-to-high single digit CAGR in recent years, driven by increasing demand for specialized software solutions and integrated payment processing functionality. This trend aligns with i3 Verticals' focus on delivering vertical-specific solutions and its strategy of integrating payments capabilities into its software offerings.

Conclusion: i3 Verticals has positioned itself as a leading provider of integrated software and payments solutions, catering to the unique needs of customers across strategic vertical markets. Despite facing some challenges in recent quarters, including a decline in non-recurring revenue sources, the company's long-term growth prospects remain promising, driven by its focus on innovation, strategic acquisitions, and the continued shift towards digital transformation in its core markets.

As i3 Verticals navigates the evolving software and payments landscape, investors will be closely monitoring the company's ability to execute on its growth strategies, manage integration and operational risks, and maintain its competitive edge in the dynamic industry it serves. The anticipated sale of its Merchant Services business and the company's plans to resume regular acquisitions thereafter may present both opportunities and challenges as i3 Verticals continues to refine its business model and market positioning.