VERRA MOBILITY: FILES SEC FORM 12B-25; – Form 8-K

VERRA MOBILITY FILES SEC FORM 12B-25;

provides business update

Mesa, AZ., February 28, 2022 – Verra Mobility Corporation (NASDAQ: VRRM), a leading provider of smart technology solutions, announces the filing of a Form 12b-25 with the Securities and Exchange Commission (“SEC”) ) to disclose that he will not be able to file his Form 10-K by the due date of March 1, 2022 and should not do so within the 15-day extension period allowed by the form. During its review process of the 2021 year-end financial statements, Verra Mobility Corporation (the “Company”) has determined that revenues from the Company’s recently acquired Australian subsidiary, Redflex Holdings Limited, may not have been recorded in accordance with generally accepted accounting principles. The Company’s Audit Committee is investigating the circumstances surrounding these issues to determine, among other things, whether a related adjustment is required for the previously issued financial statements for the second and third quarters of fiscal 2021.

Given the additional time required to complete the Company’s comprehensive assessment of the matter, as well as its assessments of the effectiveness of its disclosure controls and procedures and its internal control over financial information as of December 31, 2021, the Company is unable to file its Form 10-K within the prescribed time without unreasonable effort or expense. The Company expects to file its Form 10-K as soon as the Company’s review process is complete, which is currently not within the extended time allowed by Rule 12b-25.

The company will also postpone its fourth quarter and full year 2021 earnings release and investor conference call, originally scheduled for February 28, 2022. The company will further announce in a subsequent press release to reschedule the date. and the time of the earnings conference call.

“We are currently reviewing certain transactions to determine whether revenue has been recognized in the appropriate period and to ensure proper accounting going forward.” said David Roberts, President and CEO of Verra Mobility. “We are focused on providing timely, accurate and transparent financial reporting, and will require additional time to fully complete our analysis. This review relates to the company’s recently acquired Redflex operations, with no cash impact or on our business outlook, which remains strong.”

In the meantime, the Company provides the following update on 2021 year-end financial and business performance trends.

Revenue: Total revenue for the full year 2021 is expected to exceed the high end of the guidance provided on November 4, 2021 (which was $525-540 million).

Adjusted EBITDA: For the full year 2021, Adjusted EBITDA is expected to exceed the high end of the guidance provided on November 4, 2021 (which was $250 million to $260 million).

These expectations are preliminary in nature and subject to the Audit Committee investigation described herein and the completion of the Company’s audit.

In addition to our expectations, the Company provides the following business updates:

Company expects cash flow from operating activities to exceed $190 million for full year 2021

The business services segment continues to see strong demand and returned to 2019 revenue levels in the fourth quarter with similar levels of profitability. In January 2022, the company executed a three-year contract extension with Hertz for title and registration work and is working closely with Hertz to finalize terms for the renewal of its toll and breach contract. Additionally, the company executed a five-year contract extension with Fox Rent A Car for toll services.

The Government Solutions segment completed the installation of 720 cameras for the New York City Department of Transportation, with the last 25 being billed in January 2022, and on February 17, 2022, the company received a notice of lawsuit over the Next 240 school zone speed cameras. Cameras, which he plans to fully install in 2022.

The Company will provide full-year 2022 financial guidance when filing its Form 10-K.

About Verra Mobility

Verra Mobility (NASDAQ: VRRM) is committed to developing and using the latest technology and data information to help make transportation safer and easier. As a global company operating in more than 15 countries, Verra Mobility sits at the center of the mobility ecosystem – an ecosystem that brings together vehicles, devices, information and people to solve the most complex challenges facing face our customers and the constituencies they serve.

Verra Mobility serves the world’s largest commercial fleets and rental car companies to manage toll transactions and violations for millions of vehicles. As a leading provider of connected systems, Verra Mobility processes millions of transactions through integration and connectivity with hundreds of toll and issuing authorities. Verra Mobility promotes the development of safe cities, in partnership with law enforcement, transport services and schools

districts, operating thousands of cameras to monitor red lights, speed, bus lanes and school bus stops. Verra Mobility, based in Arizona, operates in North America, Europe, Asia and Australia. For more information, visit voirmobility.com.

Forward-looking statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the Company’s plans, objectives, expectations, beliefs and intentions. and other statements, including words such as “hope”, “anticipate”, “may”, “believe”, “expect”, “intend”, “will”, “should” , “plan”, “estimate”, “predict”, “continue” and “potential” or the negative form of these terms or any other comparable terminology. The forward-looking statements contained herein represent the judgment of the Company, as of the date of this release, and the Company disclaims any intention or obligation to update any forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those currently anticipated. This press release should be read in conjunction with the information contained in other press releases, reports and other documents filed by the Company with the SEC and on the SEC’s website, www.sec.gov. It is important to understand the information contained in these documents in order to fully understand the Company’s reported financial results and our business prospects for future periods. Actual results may differ materially from the results anticipated in the forward-looking statements and from the assumptions and estimates used as the basis for the forward-looking statements.

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