Core Viewpoint - Pomerantz LLP is investigating claims of potential securities fraud and unlawful business practices involving PowerSchool Holdings, Inc. following a critical report from Spruce Point Capital Management [1][3] Group 1: Investigation and Legal Actions - Pomerantz LLP is representing investors of PowerSchool and is looking into allegations of securities fraud and other unlawful practices by the company and its officers [1] - The investigation is prompted by a report from Spruce Point Capital Management, which raised concerns about PowerSchool's accounting practices and growth expectations [3] Group 2: Financial Impact - Following the release of the Spruce Point report, PowerSchool's stock price dropped by $1.94, or 9.83%, closing at $17.79 per share on April 17, 2024 [3] Group 3: Company Background - PowerSchool is identified as one of the largest K-12 software providers in North America, indicating its significant role in the education technology sector [3] - Pomerantz LLP has a long history in corporate and securities class litigation, having recovered billions in damages for victims of securities fraud [4]

I suspect that some people won't pay much attention to Powerschool's less-than-ideal financials, and will only buy Powerschool stock because they're expecting a takeover of the company. However, that's a dangerous reason to buy the shares. In a highly efficient and forward-looking market, stocks can quickly rise on takeover talk and barely move, or even decline, when a buyout actually occurs. Worse yet, acquisition negotiations can breakdown and, as a result, stocks might quickly decline. A good starting po ...

Core Viewpoint - Kaskela Law LLC is investigating PowerSchool Holdings, Inc. due to a significant decline in its stock value, which has dropped approximately 20% since February 2024, currently trading at around $21.25 per share [1][2]. Group 1 - The investigation aims to determine if PowerSchool and its officers and directors violated securities laws or breached fiduciary duties to investors in light of recent corporate actions [2]. - PowerSchool's common stock has seen a decline of about 20% in value since February 2024 [1]. - The current trading price of PowerSchool's shares is approximately $21.25 [1].

Generally, you get what you pay for. And that may well be the core catalyst for these cheap stocks to buy under $50. Yes, when you throw around the word "cheap," you're probably thinking about single digits if not even sub-single digits. However, raising your crosshairs to the $50 level carries significant advantages. Essentially, you will be targeting middle-capitalization companies. Ideas that stem from this category can be incredibly attractive because of their balanced profile. They're not large-cap pla ...

Group 1 - Pomerantz LLP is investigating claims on behalf of investors of PowerSchool Holdings, Inc. regarding potential securities fraud or unlawful business practices [1] - Spruce Point Capital Management released a report on April 17, 2024, raising concerns about PowerSchool's aggressive accounting practices, unsustainable growth expectations, and potential violations of child privacy laws [2] - Following the release of the Spruce Point report, PowerSchool's stock price fell by $1.94 per share, or 9.83%, closing at $17.79 per share on the same day [2] Group 2 - PowerSchool is identified as one of the largest K-12 software providers in North America [2] - Pomerantz LLP has a long history in corporate, securities, and antitrust class litigation, having recovered billions of dollars in damages for class members [3]

Shane Harrison - Senior Vice President of Investor Relations Hardeep Gulati - Chief Executive Officer Eric Shander - Chief Financial Officer Operator Shane Harrison Our actual results may differ materially from our projections due to a number of risks and uncertainties. The risks and uncertainties that forward-looking statements are subject to are described in our earnings release and other SEC filings. Today's remarks will also include references to non-GAAP financial measures. Hardeep Gulati These results ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40684 PowerSchool Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 85-4166024 (State or other juri ...

[Q1 2024 Financial and Business Performance](index=1&type=section&id=Q1%202024%20Financial%20and%20Business%20Performance) PowerSchool reported strong Q1 2024 financial results, meeting revenue guidance and exceeding profitability targets with double-digit growth in total revenue and ARR [Financial Highlights](index=1&type=section&id=Financial%20Highlights) PowerSchool achieved double-digit growth in total revenue and Annual Recurring Revenue, alongside a 24% year-over-year increase in Adjusted EBITDA, reflecting improved margins Q1 2024 Key Financial Metrics | Metric | Q1 2024 | YoY Growth | | :--- | :--- | :--- | | Total Revenue | $185.0 million | 16% | | Subscriptions and support (S&S) Revenue | $166.9 million | 18% | | Annual Recurring Revenue (ARR) | $720.3 million | 18% | | Adjusted EBITDA | $61.3 million | 24% | | GAAP Net Loss | $22.8 million | N/A | | Non-GAAP Net Income | $35.4 million | N/A | | GAAP Net Loss per Diluted Share | $(0.12) | N/A | | Non-GAAP Net Income per Diluted Share | $0.17 | N/A | | Net Revenue Retention Rate (NRR) | 107.0% | N/A | [Recent Business Highlights](index=1&type=section&id=Recent%20Business%20Highlights) The company secured significant customer contracts, launched AI-powered solutions, expanded internationally, and strengthened its leadership team - Secured several major customer deals, including the largest-ever Special Programs contract with the Indiana Department of Education and significant cross-sells to large school districts[7](index=7&type=chunk) - Announced the general availability of two AI-powered solutions, PowerBuddy for Learning and PowerBuddy for Assessment, leveraging Microsoft Azure's OpenAI Services technology[7](index=7&type=chunk) - Continued international expansion with new partner deals in Saudi Arabia (Knights of Knowledge International Schools) and customer growth in the UAE and Latin America[9](index=9&type=chunk) - Strengthened leadership by appointing Jon Scrimshaw as the new Chief Accounting Officer[9](index=9&type=chunk) [Management Commentary](index=1&type=section&id=Management%20Commentary) CEO Hardeep Gulati highlighted the strong start to 2024 with double-digit growth and improved adjusted EBITDA margin, while CFO Eric Shander emphasized operational excellence - CEO Hardeep Gulati stated the company met revenue guidance and exceeded the high end of profitability guidance, driven by strong market demand and a focus on operating leverage[3](index=3&type=chunk) - CFO Eric Shander commented on the company's continued operational excellence and execution, with the platform resonating with customers worldwide to drive sustainable double-digit top-line growth[8](index=8&type=chunk) [Financial Outlook](index=2&type=section&id=Financial%20Outlook) PowerSchool provided its financial guidance for Q2 and the full year 2024, projecting continued growth in total revenue and Adjusted EBITDA Financial Outlook (in millions) | Period | Metric | Low | High | | :--- | :--- | :--- | :--- | | **Q2 2024** | Total Revenue | $192 | $197 | | | Adjusted EBITDA | $67 | $69 | | **Full Year 2024** | Total Revenue | $786 | $792 | | | Adjusted EBITDA | $268 | $273 | [Consolidated Financial Statements (Unaudited)](index=7&type=section&id=Consolidated%20Financial%20Statements%20%28Unaudited%29) This section presents PowerSchool's unaudited consolidated financial statements, including statements of operations, balance sheets, and cash flows [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) Total revenue grew to $185.0 million in Q1 2024, but increased operating and interest expenses led to a larger net loss of $22.8 million Q1 Statement of Operations Highlights (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Total Revenue | $184,967 | $159,454 | | Gross Profit | $105,106 | $89,965 | | Income (loss) from operations | $2,921 | $(785) | | Interest expense—net | $20,996 | $14,029 | | Net loss | $(22,848) | $(14,813) | [Consolidated Balance Sheets](index=8&type=section&id=Consolidated%20Balance%20Sheets) As of March 31, 2024, total assets were $3.77 billion, with Goodwill as a major component, and total liabilities stood at $2.02 billion Balance Sheet Highlights (in thousands) | Line Item | March 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | $17,425 | $39,054 | | Goodwill | $2,770,971 | $2,740,725 | | Total Assets | $3,766,867 | $3,776,882 | | Deferred revenue, current | $275,461 | $373,672 | | Revolving credit facility | $125,000 | $0 | | Total Liabilities | $2,022,553 | $2,021,595 | | Total Stockholders' Equity | $1,744,314 | $1,755,287 | [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was $89.7 million, primarily due to a seasonal decrease in deferred revenue, while financing activities provided $122.6 million Q1 Cash Flow Highlights (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | $(89,685) | $(60,027) | | Net cash used in investing activities | $(54,705) | $(10,032) | | Net cash provided by (used in) financing activities | $122,595 | $(3,222) | | Net increase (decrease) in cash | $(21,629) | $(73,208) | [Non-GAAP Financial Measures and Key Metrics](index=5&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Key%20Metrics) This section defines key business metrics and provides reconciliations for non-GAAP financial measures used to evaluate PowerSchool's performance [Definitions of Key Business Metrics](index=5&type=section&id=Definitions%20of%20Key%20Business%20Metrics) The company defines Annualized Recurring Revenue (ARR) and Net Revenue Retention Rate (NRR) to evaluate its recurring revenue performance and customer growth - Annualized Recurring Revenue (ARR) is defined as the annualized value of all recurring contracts as of the end of the period, mitigating fluctuations from seasonality and contract terms[16](index=16&type=chunk) - Net Revenue Retention Rate (NRR) is calculated as the ARR from renewed and new sales from existing customers divided by the ARR that was scheduled for renewal in the last twelve months[17](index=17&type=chunk)[18](index=18&type=chunk) [Use and Reconciliation of Non-GAAP Measures](index=5&type=section&id=Use%20and%20Reconciliation%20of%20Non-GAAP%20Measures) PowerSchool uses non-GAAP measures like Adjusted Gross Profit, Adjusted EBITDA, Non-GAAP Net Income, and Free Cash Flow to provide consistent and comparable performance evaluation - The company utilizes non-GAAP measures to supplement GAAP results, believing they help investors by providing consistency and comparability for evaluating operating performance[18](index=18&type=chunk) - Key non-GAAP measures defined and used include Adjusted Gross Profit, Non-GAAP Net Income, Adjusted EBITDA, and Free Cash Flow[20](index=20&type=chunk)[21](index=21&type=chunk)[22](index=22&type=chunk) [Reconciliation of Gross Profit to Adjusted Gross Profit](index=10&type=section&id=Reconciliation%20of%20Gross%20Profit%20to%20Adjusted%20Gross%20Profit) This table reconciles GAAP Gross Profit to Non-GAAP Adjusted Gross Profit, detailing adjustments for non-cash items Adjusted Gross Profit Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Gross profit (GAAP) | $105,106 | $89,965 | | Adjustments (Depreciation, SBC, Amortization, etc.) | $22,805 | $18,579 | | **Adjusted Gross Profit (Non-GAAP)** | **$127,911** | **$108,544** | [Reconciliation of Net Loss to Adjusted EBITDA](index=10&type=section&id=Reconciliation%20of%20Net%20Loss%20to%20Adjusted%20EBITDA) This table reconciles GAAP Net Loss to Non-GAAP Adjusted EBITDA, outlining various add-back adjustments Adjusted EBITDA Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net loss (GAAP) | $(22,848) | $(14,813) | | Adjustments (Amortization, Interest, Taxes, SBC, etc.) | $84,122 | $64,219 | | **Adjusted EBITDA (Non-GAAP)** | **$61,274** | **$49,406** | [Reconciliation of Net Loss to Non-GAAP Net Income](index=12&type=section&id=Reconciliation%20of%20Net%20Loss%20to%20Non-GAAP%20Net%20Income) This table reconciles GAAP Net Loss to Non-GAAP Net Income, detailing adjustments for non-cash and non-recurring items Non-GAAP Net Income Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net loss (GAAP) | $(22,848) | $(14,813) | | Adjustments (Amortization, Depreciation, SBC, etc.) | $58,255 | $50,235 | | **Non-GAAP Net Income** | **$35,407** | **$35,422** | [Reconciliation of Net Cash Used to Free Cash Flow](index=13&type=section&id=Reconciliation%20of%20Net%20Cash%20Used%20to%20Free%20Cash%20Flow) This table reconciles GAAP Net Cash Used in Operating Activities to Non-GAAP Free Cash Flow, including capital expenditures Free Cash Flow Reconciliation (in thousands) | Line Item | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net cash used in operating activities (GAAP) | $(89,685) | $(60,027) | | Purchases of property and equipment | $(3,887) | $(356) | | Capitalized product development costs | $(8,956) | $(9,676) | | **Free Cash Flow (Non-GAAP)** | **$(102,528)** | **$(70,059)** | [Supplementary Information](index=4&type=section&id=Supplementary%20Information) This section provides additional context, including conference call details, company overview, and forward-looking statements [Conference Call Details](index=4&type=section&id=Conference%20Call%20Details) The company scheduled a conference call and webcast for May 7, 2024, to discuss the first quarter 2024 financial results - A conference call to discuss Q1 2024 results was scheduled for May 7, 2024, at 2:00 p.m. Pacific Time[11](index=11&type=chunk) [About PowerSchool](index=4&type=section&id=About%20PowerSchool) PowerSchool is a leading provider of cloud-based software for K-12 education in North America, serving over 55 million students globally - PowerSchool is a leading provider of cloud-based software for K-12 education in North America, supporting over 55 million students and 17,000 customers worldwide[13](index=13&type=chunk) [Forward-Looking Statements](index=4&type=section&id=Forward-Looking%20Statements) This section contains standard legal disclaimers regarding forward-looking statements, which are subject to risks and uncertainties - The press release includes forward-looking statements concerning future results of operations and business strategies, which are not guarantees of future performance[14](index=14&type=chunk)

FORM 10-K (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Commission file number 001-40684 PowerSchool Holdings, Inc. OR (Exact name of registrant as specified in its charter) Delaware 85-4166024 (State or other jurisdiction of incorporation or organization) 150 Parkshore Drive Folsom, CA (Address of Principal Executive Offices) (I.R.S. Employer Identification No.) ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PU ...

Hardeep Gulati Joe Vruwink Hardeep Gulati Callie Valenti Pretty balanced in terms of most of our products. I think the same products we've talked about, which are seeing very good growth, data products, of course, the student -- we're selling data products even when they're not our customers. We're also seeing, again, student cloud to be continuous to do very well. Talent products are being doing exceptionally well. And even things like our attendance intervention and all that is actually creating new logo ...