FALSE000183943900018394392025-02-052025-02-05

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): February 5, 2025
PAYCOR HCM, INC.
(Exact name of registrant as specified in its charter)
Delaware001-4064083-1813909
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
4811 Montgomery Road
Cincinnati, OH
45212
(Address of principal executive offices)(Zip Code)
(800) 381-0053
(Registrant’s telephone number, including area code)
Not Applicable
(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 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)		Name of each exchange on which
registered
Common Stock, $0.001 par value
PYCR
The NASDAQ Stock Market LLC
(Nasdaq Global Select Market)
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. ☐






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Item 2.02 Results of Operations and Financial Condition.

On February 5, 2025, Paycor HCM, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished in Item 2.02 of this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference in such filing.

The Company makes references to certain non-GAAP financial measures in the attached press release. A description of the non-GAAP financial measures and a reconciliation of the non-GAAP financial measures to the most closely comparable GAAP financial measures are contained in the attached press release.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.Description
104Cover Page Interactive Data File (formatted as Inline XBRL)



2


SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


PAYCOR HCM, INC.
February 5, 2025By:/s/ ALICE GEENE
Name: Alice Geene
Title: Chief Legal Officer and Secretary



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Exhibit 99.1


Paycor Announces Second Quarter Fiscal Year 2025 Financial Results

•Entered into a definitive agreement to be acquired by Paychex, Inc.

•Q2 Total revenues of $180.4 million, an increase of 13% year-over-year, while expanding operating margins

•Q2 Recurring revenues of $167.4 million, an increase of 14% year-over-year

CINCINNATI – February 5, 2025 – Paycor HCM, Inc. (Nasdaq: PYCR) (“Paycor” or the “Company”), a leading provider of human capital management (“HCM”) software, today announced financial results for the second quarter fiscal year 2025, which ended December 31, 2024.

Second Quarter Fiscal Year 2025 Financial Highlights

•Total revenues were $180.4 million, an increase of 13% from the second quarter of FY 2024.

•Operating profit was $1.2 million, compared to an operating loss of $26.2 million from the second quarter of FY 2024 or 1% of Total revenues compared to (16%) in the second quarter of FY 2024.

•Adjusted operating income* was $31.8 million, compared to $23.3 million or an increase of 36% from the second quarter of FY 2024, or 18% of Total revenues compared to 15% in the second quarter of FY 2024.

•Net loss was $2.0 million, compared to $26.2 million for the second quarter of FY 2024.

•Adjusted net income* was $25.0 million, compared to $18.7 million for the second quarter of FY 2024.

•Net cash provided by operating activities improved to $37.1 million from $26.2 million for the second quarter of FY 2024.

•Adjusted free cash flow* improved to $28.5 million from $14.8 million for the second quarter of FY 2024.

*Adjusted operating income, adjusted net income and adjusted free cash flow are non-GAAP financial measures. Please see the discussion below under the heading "Non-GAAP Financial Measures" and the reconciliations at the end of this press release for information concerning these and other non-GAAP financial measures referenced in this press release.

Pending Merger with Paychex, Inc.

On January 7, 2025, we announced that we had entered into a definitive agreement (“Merger Agreement”) to be acquired by Paychex, Inc. (“Paychex”) in an all-cash transaction structured as a merger and valued at approximately $4.1 billion, or $22.50 per share. The per-share merger consideration represents a premium of approximately 19% over Paycor's 30-day volume weighted average trading price as of the unaffected trading date of January 3, 2025. The Merger Agreement has been unanimously approved by Company’s Board of Directors, as well as the holders of a majority of the Company’s outstanding common stock. The merger is expected to close in the first half of calendar 2025, subject to satisfaction of regulatory approvals and other customary closing conditions. Upon completion of the merger, we will become a wholly-owned subsidiary of Paychex, and our common stock will be delisted from Nasdaq.

Given the pending transaction, we will not be hosting an earnings conference call, are suspending financial guidance for fiscal year 2025, and will not provide financial guidance for the third quarter ending March 31, 2025. For further detail and discussion of our financial performance, please refer to our Form 10-Q for the fiscal quarter ended December 31, 2024.

Additional Information and Where to Find It

We intend to file relevant materials with the SEC, including a preliminary and definitive information statement relating to the proposed transaction. The definitive information statement will be mailed to Paycor’s stockholders. STOCKHOLDERS ARE URGED TO CAREFULLY READ THE INFORMATION STATEMENT REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.

A free copy of the information statement and other related documents (when available) filed by the Company with the SEC may be found on the “SEC Filings” section of Paycor’s investor relations website at https://www.investors.paycor.com and on the SEC website at www.sec.gov.

No Offer

No person has commenced soliciting proxies in connection with the proposed transaction referenced in this release, and this release is neither an offer to purchase nor a solicitation of an offer to sell securities.

About Paycor

Paycor’s HR, payroll, and talent platform connects leaders to people, data, and expertise. We help leaders drive engagement and retention by giving them tools to coach, develop, and grow employees. We give them unprecedented insights into their operational data with a unified HCM experience that can seamlessly connect to other mission-critical technology. By providing expert guidance and consultation, we help them achieve business results and become an extension of their teams. Learn more at paycor.com.

Forward-Looking Statements

This press release contains 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. All statements other than statements of historical fact, including statements regarding our future results of operations and financial position, our business outlook, our business strategy and plans, our objectives for future operations, and any statements of a general economic or industry specific nature, are forward-looking statements. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. Words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely,” “outlook,” “potential,” “targets,” “contemplates,” or the negative or plural of these words and similar expressions are intended to identify forward-looking statements.

These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in our most recent Annual Report on Form 10-K, as well as in our other filings with the Securities and Exchange Commission. Additionally, these forward-looking statements are subject to a number of risks, uncertainties and assumptions related to the Merger Agreement. We believe that these risks include, but are not limited to: the risk that the merger may not be completed in a timely manner or at all, which may adversely affect our business and the price of our common stock; the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the Merger Agreement; potential litigation relating to the merger that could be instituted against the parties to the Merger Agreement or their respective directors or officers, including the effects of any outcomes related thereto; certain restrictions during the pendency of the merger that may impact our ability to pursue certain business opportunities or strategic transactions; uncertainty as to timing of completion of the merger; risks that the benefits of the merger are not realized when and as expected; our ability to manage our growth effectively; the potential unauthorized access to our customers’ or their employees’ personal data as a result of a breach of our or our vendors’ security measures; the expansion and retention of our direct sales force with qualified and productive persons and the related effects on the growth of our business; the impact on customer expansion and retention if implementation, user experience, customer service, or performance relating to our solutions is not satisfactory; the timing of payments made to employees and taxing authorities relative to the timing of when a customer’s electronic funds transfers are settled to our account; future acquisitions of other companies’ businesses, technologies, or customer portfolios; the continued service of our key executives; our ability to innovate and deliver high-quality, technologically advanced products and services; risks specifically associated with our development and use of artificial intelligence in our solutions; our ability to attract and retain qualified personnel; the proper operation of our software; our relationships with third parties that provide financial and other functionality integrated into our HCM platform; the extent to which negative macroeconomic conditions persist or worsen in the markets in which we or our customers operate; and the impact of an economic downturn or recession in the United States or global economy. You should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations and assumptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. We undertake no obligation to publicly update any forward-looking statement after the date of this report, whether as a result of new information, future developments or otherwise, or to conform these statements to actual results or revised expectations, except as may be required by law.

Non-GAAP Financial Measures

To supplement our financial information presented in accordance with generally accepted accounting principles in the United States (“GAAP”), we present the following non-GAAP financial measures in this press release: adjusted gross profit, adjusted gross profit margin, adjusted operating income, adjusted operating income margin, adjusted sales and marketing expense, adjusted general and administrative expense, adjusted research and development expense, adjusted net income, adjusted net income per share, adjusted free cash flow and adjusted free cash flow margin. Management believes these non-GAAP measures are useful in evaluating our core operating performance and trends to prepare and approve our annual budget, and to develop short-term and long-term operating plans. Management believes that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance and assists in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their GAAP results. We define (i) adjusted gross profit as gross profit before amortization of intangible assets and stock-based compensation expense, in each case that are included in costs of revenues, (ii) adjusted gross profit margin as adjusted gross profit divided by total revenues, (iii) adjusted operating income as income (loss) from operations before amortization of acquired intangible assets and naming rights, stock-based compensation expense, exit costs due to exiting leases of certain facilities and other certain corporate expenses, such as costs related to secondary offerings, professional, consulting and other costs and acquisition costs, (iv) adjusted operating income margin as adjusted operating income divided by total revenues, (v) adjusted sales and marketing expense as sales and marketing expenses before amortization of naming rights and stock-based compensation expense, (vi) adjusted general and administrative expense as general and administrative expenses before amortization of acquired intangible assets, stock-based compensation expense, exit costs due to exiting leases of certain facilities and other certain corporate expenses, such as costs related to secondary offerings, professional, consulting and other costs and acquisition costs, (vii) adjusted research and development expense as research and development expenses before stock-based compensation expense, (viii) adjusted net income as income (loss) before expense (benefit) for income taxes after adjusting for amortization of acquired intangible assets and naming rights, accretion expense associated with the naming rights, change in fair value of contingent consideration, stock-based compensation expense, exit costs due to exiting leases of certain facilities and other certain corporate expenses, such as costs related to secondary offerings, professional, consulting and other costs and acquisition costs, all of which are tax effected by applying an adjusted effective income tax rate, (ix) adjusted net income per share as adjusted net income divided by adjusted shares outstanding, which includes potentially dilutive securities excluded from the GAAP dilutive net income (loss) per share calculation, (x) adjusted free cash flow as cash provided (used) by operating activities less the purchase of property and equipment and internally developed software costs, excluding other certain corporate expenses, which are included in cash provided (used) by operating activities and (xi) adjusted free cash flow margin as adjusted free cash flow divided by total revenues.

The non-GAAP financial measures presented in this press release are not measures of financial performance under GAAP and should not be considered a substitute for gross profit, gross margin, income (loss) from operations, operating income margin, sales and marketing expense, general and administrative expense, research and development expense, net income (loss), diluted net income (loss) per share and cash provided (used) by operating activities. Non-GAAP financial measures have limitations as analytical tools, and when assessing our operating performance, you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP. The non-GAAP financial measures that we present may not be comparable to similarly titled measures used by other companies. A reconciliation is provided below under “Reconciliations of Non-GAAP Measures to GAAP Measures,” for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP.

Investor Relations:
Rachel White
513-954-7388
IR@paycor.com

Media Relations:
Carly Pennekamp
513-954-7282
PR@paycor.com







Paycor HCM, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share amounts)  
December 31,
2024		June 30,
2024
Assets(Unaudited) 
Current assets:  
Cash and cash equivalents$114,569 $117,958 
Accounts receivable, net allowance for credit losses58,252 48,164 
Deferred contract costs75,440 70,377 
Prepaid expenses13,284 12,749 
Other current assets9,397 3,458 
Current assets before funds held for clients270,942 252,706 
Funds held for clients1,333,368 1,109,136 
Total current assets1,604,310 1,361,842 
Property and equipment, net34,087 35,220 
Operating lease right-of-use assets14,308 14,417 
Goodwill765,904 766,653 
Intangible assets, net137,327 171,493 
Capitalized software, net72,046 67,376 
Long-term deferred contract costs199,450 189,826 
Other long-term assets2,770 2,566 
Total assets$2,830,202 $2,609,393 
Liabilities and Stockholders' Equity 
Current liabilities:  
Accounts payable$21,327 $27,309 
Accrued expenses and other current liabilities24,851 26,450 
Accrued payroll and payroll related expenses36,190 44,923 
Deferred revenue13,395 13,600 
Current liabilities before client fund obligations95,763 112,282 
Client fund obligations1,333,944 1,111,373 
Total current liabilities1,429,707 1,223,655 
Deferred income taxes10,726 16,019 
Long-term operating leases12,765 13,447 
Other long-term liabilities67,986 69,346 
Total liabilities1,521,184 1,322,467 
Commitments and contingencies  
Stockholders' equity:
 Common stock $0.001 par value per share, 500,000,000 shares authorized, 181,251,037 shares outstanding at December 31, 2024 and 178,210,263 shares outstanding at June 30, 2024
181 178 
Treasury stock, at cost, 10,620,260 shares at December 31, 2024 and June 30, 2024(245,074)(245,074)
 Preferred stock, $0.001 par value, 50,000,000 shares authorized, — shares outstanding at December 31, 2024 and June 30, 2024— — 
Additional paid-in capital2,111,961 2,081,668 
Accumulated deficit(557,769)(548,437)
Accumulated other comprehensive loss(281)(1,409)
Total stockholders' equity1,309,018 1,286,926 
Total liabilities and stockholders' equity$2,830,202 $2,609,393 


 Paycor HCM, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except share amounts)





 Three Months Ended Six Months Ended
December 31,December 31,
 2024202320242023
Revenues:  
Recurring and other revenue$167,388 $147,232 $321,387 $279,940 
Interest income on funds held for clients13,050 12,309 26,527 23,189 
Total revenues180,438 159,541 347,914 303,129 
Cost of revenues62,186 55,125 121,403 106,503 
Gross profit118,252 104,416 226,511 196,626 
Operating expenses:
Sales and marketing60,137 57,753 116,926 110,531 
General and administrative38,554 56,173 86,850 104,922 
Research and development18,369 16,665 35,797 30,720 
Total operating expenses117,060 130,591 239,573 246,173 
Income (loss) from operations1,192 (26,175)(13,062)(49,547)
Other (expense) income:
Interest expense(1,135)(1,153)(2,273)(2,397)
Other780 (1,745)2,450 (814)
Income (loss) before benefit for income taxes837 (29,073)(12,885)(52,758)
Income tax expense (benefit)2,885 (2,824)(3,553)(5,913)
Net loss$(2,048)$(26,249)$(9,332)$(46,845)
Basic and diluted net loss per share$(0.01)$(0.15)$(0.05)$(0.26)
Weighted average common shares outstanding:
Basic and diluted179,592,666 177,567,397179,161,188 177,260,396 


 Paycor HCM, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)
 
 Six Months Ended
December 31,
 20242023
Cash flows from operating activities:  
Net loss$(9,332)$(46,845)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation2,848 2,997 
Amortization of intangible assets and software57,533 68,312 
Amortization of deferred contract costs38,638 29,876 
Stock-based compensation expense28,806 35,964 
Deferred tax benefit(6,040)(5,937)
Bad debt expense3,301 2,870 
Loss on sale of investments147 142 
Loss on foreign currency exchange442 4 
Gain on lease exit— (29)
Naming rights accretion expense2,012 2,061 
Change in fair value of deferred consideration(112)2,816 
Other44 44 
Changes in assets and liabilities, net of effects from acquisitions:
Accounts receivable(11,689)(17,003)
Prepaid expenses and other assets(6,055)(7,487)
Accounts payable(5,824)(3,207)
Accrued liabilities and other(12,757)(10,892)
Deferred revenue112 255 
Deferred contract costs(53,325)(53,904)
Net cash provided by operating activities28,749 37 
Cash flows from investing activities:
Purchases of client funds available-for-sale securities(114,162)(151,939)
Proceeds from sale and maturities of client funds available-for-sale securities106,052 103,453 
Purchase of property and equipment(1,756)(2,068)
Acquisition of intangible assets(1,553)(4,133)
Acquisition of businesses, net of cash acquired— (28)
Internally developed software costs(26,484)(25,308)
Net cash used in investing activities(37,903)(80,023)
Cash flows from financing activities:
Net change in cash and cash equivalents held to satisfy client funds obligations221,962 270,540 
Payment of contingent consideration(1,329)— 
Payment of capital expenditure financing— (3,689)
Repayments of debt and finance lease obligations(597)(536)
Withholding taxes paid related to net share settlements(1,957)(1,829)
Proceeds from employee stock purchase plan3,444 4,172 
Net cash provided by financing activities221,523 268,658 
Impact of foreign exchange on cash and cash equivalents21 11 
Net change in cash, cash equivalents, restricted cash and short-term investments, and funds held for clients212,390 188,683 
Cash, cash equivalents, restricted cash and short-term investments, and funds held for clients, beginning of period910,580 879,046 


Cash, cash equivalents, restricted cash and short-term investments, and funds held for clients, end of period$1,122,970 $1,067,729 
Supplemental disclosure of non-cash investing, financing and other cash flow information:
Capital expenditures in accounts payable$54 $39 
Cash paid for interest$— $145 
Capital lease asset obtained in exchange for capital lease liabilities$— $3,393 
Reconciliation of cash, cash equivalents, restricted cash and short-term investments, and funds held for clients to the Consolidated Balance Sheets
Cash and cash equivalents$114,569 $61,719 
Funds held for clients1,008,401 1,006,010 
Total cash, cash equivalents, restricted cash and short-term investments, and funds held for clients$1,122,970 $1,067,729 



Reconciliations of Non-GAAP Measures to GAAP Measures

Adjusted Gross Profit and Adjusted Gross Profit Margin (Unaudited)
Three Months Ended Six Months Ended
(in thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Gross Profit*$118,252 $104,416 $226,511 $196,626 
Gross Profit Margin65.5 %65.4 %65.1 %64.9 %
Amortization of intangible assets914 634 1,789 2,009 
Stock-based compensation expense1,954 2,404 3,456 3,999 
Corporate adjustments— — 21 — 
Adjusted Gross Profit*$121,120 $107,454 $231,777 $202,634 
Adjusted Gross Profit Margin67.1 %67.4 %66.6 %66.8 %

*    Gross Profit and Adjusted Gross Profit were burdened by depreciation expense of $0.5 million and $0.6 million for the three months ended December 31, 2024 and 2023, respectively, and $1.1 million and $1.2 million for the six months ended December 31, 2024 and 2023, respectively. Gross Profit and Adjusted Gross Profit were burdened by amortization of capitalized software of $11.2 million and $9.2 million for the three months ended December 31, 2024 and 2023, respectively, and $21.8 million and $17.6 million for the six months ended December 31, 2024 and 2023, respectively. Gross Profit and Adjusted Gross Profit are burdened by amortization of deferred contract costs of $11.4 million and $8.8 million for the three months ended December 31, 2024 and 2023, respectively, and $22.2 million and $17.0 million for the six months ended December 31, 2024 and 2023, respectively.

Adjusted Operating Income (Unaudited)
Three Months Ended Six Months Ended
(in thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Income (Loss) from Operations$1,192 $(26,175)$(13,062)$(49,547)
Operating Margin0.7 %(16.4)%(3.8)%(16.3)%
Amortization of intangible assets12,023 24,963 35,719 50,673 
Stock-based compensation expense16,141 23,049 28,806 35,964 
(Gain) loss on lease exit*(6)115 — (29)
Corporate adjustments**2,442 1,345 3,129 2,156 
Adjusted Operating Income$31,792 $23,297 $54,592 $39,217 
Adjusted Operating Income Margin17.6 %14.6 %15.7 %12.9 %

* Represents exit costs due to exiting leases of certain facilities.
** Corporate adjustments for the three and six months ended December 31, 2024 relate to professional costs associated with the Paychex merger of $1.7 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.


Adjusted Operating Expenses (Unaudited)
Three Months Ended Six Months Ended
(in thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Sales and Marketing expenses$60,137 $57,753 $116,926 $110,531 
Amortization of intangible assets(1,058)(1,058)(2,117)(2,117)
Stock-based compensation expense(5,330)(7,224)(9,515)(11,542)
Adjusted Sales and Marketing expenses$53,749 $49,471 $105,294 $96,872 
General and Administrative expenses$38,554 $56,173 $86,850 $104,922 
Amortization of intangible assets(10,051)(23,272)(31,813)(46,548)
Stock-based compensation expense(6,051)(9,951)(10,837)(15,023)
Gain (loss) on lease exit*6 (115)— 29 
Corporate adjustments**(2,442)(1,345)(3,108)(2,156)
Adjusted General and Administrative expenses$20,016 $21,490 $41,092 $41,224 
Research and Development expenses$18,369 $16,665 $35,797 $30,720 
Stock-based compensation expense(2,806)(3,470)(4,998)(5,400)
Adjusted Research and Development expenses$15,563 $13,195 $30,799 $25,320 

* Represents exit costs due to exiting leases of certain facilities.    
**    Corporate adjustments for the three and six months ended December 31, 2024 relate to professional costs associated with the Paychex merger of $1.7 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.

Adjusted Net Income and Adjusted Net Income Per Share (Unaudited)
Three Months Ended Six Months Ended
(in thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Net gain (loss) before benefit for income taxes$837 $(29,073)$(12,885)$(52,758)
Amortization of intangible assets12,023 24,963 35,719 50,673 
Naming rights accretion expense1,006 1,031 2,012 2,061 
Change in fair value of deferred consideration— 2,816 (112)2,816 
Stock-based compensation expense16,141 23,049 28,806 35,964 
(Gain) loss on lease exit*(6)115 — (29)
Corporate adjustments**2,442 1,345 3,129 2,156 
Non-GAAP adjusted income before applicable income taxes32,443 24,246 56,669 40,883 
Income tax effect on adjustments***(7,462)(5,577)(13,034)(9,403)
Adjusted Net Income $24,981 $18,669 $43,635 $31,480 
Adjusted Net Income Per Share$0.14 $0.11 $0.24 $0.18 
Adjusted shares outstanding****180,681,049 177,740,047 179,772,462 177,537,308 

* Represents exit costs due to exiting leases of certain facilities.
** Corporate adjustments for the three and six months ended December 31, 2024 relate to professional costs associated with the Paychex merger of $1.7 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.


*** Non-GAAP adjusted income before applicable income taxes is tax effected using an adjusted effective income tax rate of 23.0% for each of the three and six months ended December 31, 2024 and 2023, respectively.
**** Adjusted shares outstanding for the three and six months ended December 31, 2024 and 2023 are based on the if-converted method and include potentially dilutive securities that are excluded from the U.S. GAAP dilutive net income per share calculation because including them in the computation of net income per share would have an anti-dilutive effect.

Adjusted Free Cash Flow and Adjusted Free Cash Flow Margin (Unaudited)
Three Months Ended Six Months Ended
(in thousands)December 31, 2024December 31, 2023December 31, 2024December 31, 2023
Net cash provided by operating activities$37,060 $26,166 $28,749 $37 
Purchase of property and equipment*(418)(633)(1,587)(2,068)
Internally developed software costs(13,043)(12,054)(26,484)(25,308)
Corporate adjustments**4,885 1,345 5,572 2,156 
Adjusted Free Cash Flow$28,484 $14,824 $6,250 $(25,183)
Adjusted Free Cash Flow Margin15.8 %9.3 %1.8 %(8.3)%

* Represents purchases of property & equipment, net of $0.2 million of leasehold improvements related to the new Headquarters lease for the three and six months ended December 31, 2024.
** Corporate adjustments for the three and six months ended December 31, 2024 relate to contingent consideration of $4.2 million for both periods and professional, consulting, and other costs associated with strategic initiatives of $0.7 million and $1.4 million, respectively. Corporate adjustments for the three and six months ended December 31, 2023 relate to costs associated with the secondary offering completed in December 2023 (“December 2023 Secondary Offering”) of $0.6 million and $0.6 million, respectively, and professional, consulting, and other costs of $0.7 million and $1.5 million, respectively.

v3.25.0.1
Cover
Feb. 05, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 05, 2025
Entity Registrant Name PAYCOR HCM, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40640
Entity Tax Identification Number 83-1813909
Entity Address, Address Line One 4811 Montgomery Road
Entity Address, City or Town Cincinnati
Entity Address, State or Province OH
Entity Address, Postal Zip Code 45212
City Area Code 800
Local Phone Number 381-0053
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol PYCR
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001839439
Paycor HCM (NASDAQ:PYCR)
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