FPAY FlexShopper Inc

 

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): May 13, 2024

 

FlexShopper, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware		001-37945		20-5456087
(State or other jurisdiction		(Commission File Number)		(IRS Employer
of incorporation)				Identification No.)

 

901 Yamato Road, Suite 260
Boca Raton, Florida		33431
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (855) 353-9289

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

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

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		FPAY		The Nasdaq Stock Market LLC

 

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))

 

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. ☐

 

 

CURRENT REPORT ON FORM 8-K

 

FlexShopper, Inc. (the “Company”)

 

May 13, 2024

 

Item 2.02. Results of Operations and Financial Condition.

 

FlexShopper, Inc. (Nasdaq:FPAY) (“FlexShopper”), a leading national online lease-to-own (“LTO”) retailer and payment solution provider for underserved consumes, today announced its financial results for the quarter ended March 31, 2024. A copy of the press release is furnished with this report as Exhibit 99.1. Such information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(a)

Exhibits. The exhibit listed in the following Exhibit Index is filed as part of this current report.

 

Exhibit No.		Description
99.1		Press Release issued by FlexShopper, Inc. on May 13, 2024.
104		Cover Page Interactive Data File (embedded within the 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 on its behalf by the undersigned hereunto duly authorized.

 

	FLEXSHOPPER, INC.
Date: May 13, 2024	By:	/s/ H. Russell Heiser, Jr.
		H. Russell Heiser, Jr.
		Chief Executive Officer

 

 

2

 

 

 

Exhibit 99.1

 

 

FlexShopper, Inc. Reports 2024 First Quarter and Year End Financial Results

 

BOCA RATON, Fla., May 13, (GLOBE NEWSWIRE) -- FlexShopper, Inc. (Nasdaq:FPAY) (“FlexShopper”), a leading national online lease-to-own (“LTO”) retailer and payment solution provider for underserved consumers, today announced its financial results for the quarter ended March 31, 2024.

 

Results for Quarter Ended March 31, 2024, vs. Quarter Ended March 31, 2023:

 

	●	Total fundings decreased 1.1% to $26.0 million from $26.3 million
	●	Total revenues increased 10.1% to $33.9 million from $30.8 million
	●	Gross profit increased 30.9% to $17.8 million from $13.6 million
	●	Adjusted EBITDA1 increased by $1.2 million to $7.6 million from $6.4 million
	●	Operating income increased 19.0% to $5.0 million from $4.2 million
	●	Net loss attributable to common stockholders of $(1.3) million, or $(0.06) per diluted share, compared to net loss attributable to common stockholders of $(1.2) million, or $(0.06) per diluted share
	●	Core earnings 1 increased 64.7% to a gain of $354 thousand from a gain of $215 thousand

 

Conference Call and Webcast Details

 

Conference call

 

Date: Tuesday, May 14, 2024

Time: 8:00 a.m. Eastern Time

Participant Dial-In Numbers:

 

Domestic callers: (877) 407-2988

International callers: +1 (201) 389-0923

 

Webcast: https://event.choruscall.com/mediaframe/webcast.html?webcastid=rigoYWk3

 

The call will also be simultaneously webcast over the Internet via the “Investor” section of the Company’s website at www.flexshopper.com or by clicking on the conference call link:

 

https://hd.choruscall.com/InComm/?callme=true&passcode=13730035&h=true&info=company&r=true&B=6

 

An audio replay of the call will be archived on the Company’s website.

 

1	Adjusted EBITDA and core earnings are a non-GAAP financial measure. Refer to the definition and reconciliation of these measures under “Non-GAAP Measures”.

 

 

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

		For the three months ended March 31,
		2024				2023
Revenues:
Lease revenues and fees, net		$	25,833,736			$	24,714,158
Loan revenues and fees, net of changes in fair value			7,331,277				6,071,617
Retail revenues			779,860				-
Total revenues			33,944,873				30,785,775
Costs and expenses:
Depreciation and impairment of lease merchandise			14,685,863				15,345,788
Loan origination costs and fees			821,827				1,833,627
Cost of retail revenues			611,204				-
Marketing			1,765,572				1,099,189
Salaries and benefits			4,083,918				2,726,890
Operating expenses			6,932,507				5,627,708
Total costs and expenses			28,900,891				26,633,202
Operating income			5,043,982				4,152,573
Interest expense including amortization of debt issuance costs			5,315,094				4,531,327
Loss before income taxes			(271,112	)			(378,754	)
Benefit from income taxes			56,933				148,539
Net loss			(214,179	)			(230,215	)
Dividends on Series 2 Convertible Preferred Shares			1,069,456				972,233
Net loss attributable to common and Series 1 Convertible Preferred shareholders		$	(1,283,635	)		$	(1,202,448	)
Basic and diluted loss per common share:
Basic		$	(0.06	)		$	(0.06	)
Diluted		$	(0.06	)		$	(0.06	)
WEIGHTED AVERAGE COMMON SHARES:
Basic			21,586,019				21,751,304
Diluted			21,586,019				21,751,304

 

 

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

		March 31, 2024				December 31, 2023
		(unaudited)
ASSETS
CURRENT ASSETS:
Cash		$	5,593,750			$	4,413,130
Lease receivables, net			49,316,032				44,795,090
Loan receivables at fair value			39,457,230				35,794,290
Prepaid expenses and other assets			3,308,255				3,300,677
Lease merchandise, net			25,896,510				29,131,440
Total current assets			123,571,777				117,434,627
Property and equipment, net			9,588,238				9,308,859
Right of use asset, net			1,190,482				1,237,010
Intangible assets, net			12,948,971				13,391,305
Other assets, net			2,313,988				2,175,215
Deferred tax asset, net			13,000,294				12,943,361
Total assets		$	162,613,750			$	156,490,377
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable		$	3,370,054			$	7,139,848
Accrued payroll and related taxes			700,208				578,197
Promissory notes to related parties, including accrued interest			198,398				198,624
Accrued expenses			4,498,602				3,972,397
Lease liability - current portion			253,936				245,052
Total current liabilities			9,021,198				12,134,118
Loan payable under credit agreement to beneficial shareholder, net of unamortized issuance costs of $1,500,000 at March 31, 2024 and $70,780 at December 31, 2023			105,566,690				96,384,220
Promissory notes to related parties, net of unamortized issuance cost of $535,256 at March 31, 2024 and $649,953 at December 31, 2023, and net of current portion			10,214,744				10,100,047
Loan payable under Basepoint credit agreement, net of unamortized issuance costs of $83,347 at March 31, 2024 and $92,963 at December 31, 2023			7,329,258				7,319,641
Lease liabilities, net of current portion			1,254,239				1,321,578
Total liabilities			133,386,129				127,259,604
STOCKHOLDERS’ EQUITY
Series 1 Convertible Preferred Stock, $0.001 par value - authorized 250,000 shares, issued and outstanding 170,332 shares at $5.00 stated value			851,660				851,660
Series 2 Convertible Preferred Stock, $0.001 par value - authorized 25,000 shares, issued and outstanding 21,952 shares at $1,000 stated value			21,952,000				21,952,000
Common stock, $0.0001 par value - authorized 40,000,000 shares, issued and outstanding 21,752,304 shares at March 31, 2024 and 21,752,304 shares at December 31, 2023			2,176				2,176
Treasury shares, at cost - 169,447 shares at March 31, 2024 and 164,029 shares at December 31, 2023			(172,855	)			(166,757	)
Additional paid in capital			42,633,019				42,415,894
Accumulated deficit			(36,038,379	)			(35,824,200	)
Total stockholders’ equity			29,227,621				29,230,773
		$	162,613,750			$	156,490,377

 

 

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the three months ended March 31, 2024 and 2023
(unaudited)

 

		2024				2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(214,179	)		$	(230,215	)
Adjustments to reconcile net loss to net cash (used in)/provided by operating activities:
Depreciation and impairment of lease merchandise			14,685,863				15,345,788
Other depreciation and amortization			2,315,487				1,826,157
Amortization of debt issuance costs			195,095				70,367
Amortization of discount on the promissory note related to acquisition			-				59,239
Compensation expense related to stock-based compensation			217,125				420,748
Provision for doubtful accounts			9,484,049				11,238,415
Interest in kind added to promissory notes balance			-				1,351
Deferred income tax			(56,933	)			(148,539	)
Net changes in the fair value of loans receivables at fair value			(4,211,396	)			(984,652	)
Changes in operating assets and liabilities:
Lease receivables			(14,004,991	)			(12,852,307	)
Loans receivables at fair value			548,456				4,599,208
Prepaid expenses and other assets			(19,349	)			576,689
Lease merchandise			(11,450,933	)			(10,703,452	)
Purchase consideration payable related to acquisition			-				141,275
Lease liabilities			(9,665	)			(6,032	)
Accounts payable			(3,769,794	)			(2,668,765	)
Accrued payroll and related taxes			122,011				254,550
Accrued expenses			525,976				(1,340,486	)
Net cash (used in)/provided by operating activities			(5,643,178	)			5,599,339
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment, including capitalized software costs			(1,815,091	)			(1,753,800	)
Purchases of data costs			(464,441	)			(169,082	)
Net cash used in investing activities			(2,279,532	)			(1,922,882	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from loan payable under credit agreement			10,611,690				2,750,000
Repayment of loan payable under credit agreement			-				(2,575,000	)
Debt issuance related costs			(1,500,000	)			-
Proceeds from exercise of stock options			-				1,185
Principal payment under finance lease obligation			(2,262	)			(2,526	)
Repayment of purchase consideration payable related to acquisition			-				(153,938	)
Purchases of treasury stock			(6,098	)			-
Net cash provided by financing activities			9,103,330				19,721
INCREASE IN CASH			1,180,620				3,696,178
CASH, beginning of period			4,413,130				6,173,349
CASH, end of period		$	5,593,750			$	9,869,527
Supplemental cash flow information:
Interest paid		$	5,057,635			$	3,867,982

 

 

Non-GAAP Measures

 

We regularly review a number of metrics, including the following key metrics, to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections and make strategic decisions.

 

Adjusted EBITDA represents net income before interest, stock-based compensation, taxes, depreciation (other than depreciation of leased merchandise), amortization, and one-time or non-recurring items. We believe that Adjusted EBITDA provides us with an understanding of one aspect of earnings before the impact of investing and financing charges and income taxes.

 

Core earnings represents the GAAP net earnings/ (loss) adjusted for “special items” that we view as extraordinary, unusual, or non-recurring in nature or which we believe do not reflect our core business activities.

 

Key performance metrics for the three months ended March 31, 2024 and 2023 are as follows:

 

		Three months ended March 31,
		2024				2023				$ Change				% Change
Adjusted EBITDA:
Net loss		$	(214,179	)		$	(230,215	)		$	16,036				(7.0	)
Income taxes			(56,933	)			(148,539	)			91,606				(61.7	)
Amortization of debt issuance costs			195,095				70,367				124,728				177.3
Amortization of discount on the promissory note related to acquisition			-				59,239				(59,239	)			(100.0	)
Other amortization and depreciation			2,315,487				1,826,157				489,330				26.8
Interest expense			5,119,999				4,401,721				718,278				16.3
Stock-based compensation			217,125				420,748				(203,623	)			(48.4	)
Adjusted EBITDA		$	7,576,594			$	6,399,478			$	1,177,116				18.4

 

		Three months ended March 31,
		2024				2023				$ Change				% Change
Core earnings:
GAAP results- Net loss		$	(214,179	)		$	(230,215	)		$	16,036				(7.0	)
Acquired intangible assets amortization			442,334				442,334				-				-
Non recurring employment expenses			126,144				2,826				123,318				4,364.7
Non-GAAP adjusted results- Core earnings		$	354,299			$	214,945			$	139,354				64.8

 

The Company refers to Adjusted EBITDA in the above table as the Company uses this measure to evaluate operating performance and to make strategic decisions about the Company. Management believes that Adjusted EBITDA provides relevant and useful information which is widely used by analysts, investors and competitors in its industry in assessing performance.

 

The Company refers to Core earnings in the above table as the Company uses this additional measurement to assist our executive team in comparing our performance on a more consistent basis for purposes of business decision-making by removing the impact of certain items management believes do not directly reflect our core operations.

 

 

About FlexShopper

 

FlexShopper, Inc. (FPAY) is a financial technology company that provides electronics, home furnishings and other durable goods to underserved consumers on a lease-to-own (LTO) basis through its patented e-commerce marketplace (www.FlexShopper.com). FlexShopper also provides LTO and loan technology platforms to a growing number of retailers and e-retailers to facilitate transactions with consumers without access to traditional financing.

 

Forward-Looking Statements

 

All statements in this release that are not based on historical fact are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate,” or other comparable terms. Examples of forward-looking statements include, among others, statements we make regarding expectations of lease originations, the expansion of our lease-to-own program; expectations concerning our partnerships with retail partners; investments in, and the success of, our underwriting technology and risk analytics platform; our ability to collect payments due from customers; expected future operating results and expectations concerning our business strategy. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including, among others, the following: our ability to obtain adequate financing to fund our business operations in the future; the failure to successfully manage and grow our FlexShopper.com e-commerce platform; our ability to maintain compliance with financial covenants under our credit agreement; our dependence on the success of our third-party retail partners and our continued relationships with them; our compliance with various federal, state and local laws and regulations, including those related to consumer protection; the failure to protect the integrity and security of customer and employee information; and the other risks and uncertainties described in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q. The forward-looking statements made in this release speak only as of the date of this release, and FlexShopper assumes no obligation to update any such forward-looking statements to reflect actual results or changes in expectations, except as otherwise required by law.

 

Contact:

 

FlexShopper, Inc.

Investor Relations

ir@flexshopper.com

FlexShopper, Inc.

 

 

6

v3.24.1.1.u2

Cover	May 13, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 13, 2024
Entity File Number	001-37945
Entity Registrant Name	FlexShopper, Inc.
Entity Central Index Key	0001397047
Entity Tax Identification Number	20-5456087
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	901 Yamato Road
Entity Address, Address Line Two	Suite 260
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33431
City Area Code	855
Local Phone Number	353-9289
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	FPAY
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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