REPAY Holdings次季收入增33% 受惠收購KUBRA 重申全年展望

EX-99.1
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rpay-ex99_1.htm
EX-99.1

 
 EX-99.1
 
 
  

 REPAY Reports Second Quarter 2026 Financial Results 
 
Sustained Organic Growth and Healthy Free Cash Flow during Q2
Reiterates 2026 Outlook that includes KUBRA contributions
Strong Execution towards Run-Rate Synergies 
 
ATLANTA, August 10, 2026 -- Repay Holdings Corporation (NASDAQ: RPAY) (“REPAY” or the “Company”), a leading provider of bill payment solutions, today reported financial results for its second quarter ended June 30, 2026.
 
Second Quarter 2026 Financial Highlights
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 ($ in millions)

  

 Q2 2025

  

  

 Q3 2025

  

  

 Q4 2025

  

  

 Q1 2026

  

  

 Q2 2026

  

 

 
 Revenue

  

 $

 75.6

  

  

 $

 77.7

  

  

 $

 78.6

  

  

 $

 80.8

  

  

 $

 100.7

  

 

 
 Net (loss) income (1)

  

  

 (108.0

 )

  

  

 (6.6

 )

  

  

 (148.3

 )

  

  

 (10.0

 )

  

  

 (11.5

 )

 

 
 Adjusted EBITDA (2)

  

  

 31.8

  

  

  

 31.2

  

  

  

 32.4

  

  

  

 34.4

  

  

  

 36.3

  

 

 
 Net cash provided by operating activities

  

  

 33.1

  

  

  

 32.2

  

  

  

 23.3

  

  

  

 16.8

  

  

  

 40.2

  

 

 
 Free Cash Flow (2)

  

  

 22.6

  

  

  

 20.8

  

  

  

 13.8

  

  

  

 5.4

  

  

  

 27.4

  

 

 
 Free Cash Flow Conversion (2)

  

  

 71

 %

  

  

 67

 %

  

  

 43

 %

  

  

 16

 %

  

  

 75

 %

 

  
(1)During the second and fourth quarter of 2025, Net loss was impacted by a $103.8 million and a $138.9 million goodwill impairment loss, respectively, primarily related to the Consumer Payments segment. Further information about this non-cash impairment loss can be found in the Annual Report on Form 10-K for the year ended December 31, 2025.

(2)Adjusted EBITDA, Free Cash Flow and Free Cash Flow Conversion are non-GAAP financial measures. See “Non-GAAP Financial Measures” and the reconciliation of Adjusted EBITDA, Free Cash Flow and Free Cash Flow Conversion to their most comparable GAAP measure provided below for additional information.

 
"It has been an exciting time for REPAY during the second quarter," John Morris, Chief Executive Officer of REPAY. "We delivered revenue growth of 33%, achieved approximately 6% organic revenue growth1, while generating $27.4 million of Free Cash Flow. Our most significant corporate development this year was completing the KUBRA acquisition in June and we immediately began executing on the integration. REPAY is now fully positioned to be a leading Consumer Bill Payment and Communication Services platform in the United States and Canada. We look forward to our continued execution during the second half of the year, where we are confident in our ability to accelerate organic growth into double-digits while also creating value from KUBRA contributions and realized synergies."
 
Second Quarter 2026 Business Highlights
 
The Company's achievements in the quarter, including those highlighted below, reinforce management's belief in the ability of the Company to drive durable and long-term growth across REPAY's diversified business model.
•Reported revenue growth of 33% and organic revenue growth1 of 6% year-over-year

•Consumer Payments revenue growth and organic revenue growth1 was 33% and 4% year-over-year

•Business Payments revenue growth and normalized organic revenue growth1 was 32% and 19% year-over-year

•KUBRA contributed approximately $21 million of revenue during the quarter (for June 2026), representing 5% year-over-year growth compared to June 2025

 1 Organic revenue growth and normalized organic revenue growth are non-GAAP financial measures. See “Non-GAAP Financial Measures” and the reconciliations to their most comparable GAAP measure provided below for additional information.

 
  

 •Now reaches over 352 software partners across our Consumer and Business Payment verticals, which includes 54 partners from the KUBRA acquisition 

•Accelerated AP supplier network to over 731,000, an increase of approximately 66% year-over-year

 
2026 Outlook
 
“With a solid strong first half behind us, we are confident in achieving the 2026 Outlook,” said Robert Houser, Chief Financial Officer of REPAY. "The progress is evident as we move into the second half of 2026. As we work through implementations and continue our sales momentum, REPAY has the teams in place for organic growth to accelerate into double-digits and offers a complete platform for additional value creation opportunities with KUBRA. The combined free cash flow generation and expected synergy realization gives us confidence in obtaining our net leverage target of returning below 3x over the next 18 months."
 
As we previously provided in the press release announcing the closing of the KUBRA acquisition on June 1st, REPAY updated its outlook for full year 2026 to incorporate KUBRA’s expected contributions for the remaining seven months of the year. KUBRA is expected to contribute between $150 million and $154 million in revenue and between $27.5 million and $30 million in Adjusted EBITDA during 2026. On an organic basis, REPAY expects approximately 10% to 12% revenue growth. REPAY is reiterating the 2026 outlook presented at that time and continues to expect the following financial results for full year 2026:
 

 
 
 
 
 

 
  

 Full Year 2026 Outlook

 

 
 Revenue

 $490 - 500 million

 

 
 Adjusted EBITDA

 $168.5 - 176 million

 

 
 Free Cash Flow Conversion

 30%

 

 
 Adjusted Free Cash Flow Conversion

 35%

 

  
REPAY does not provide quantitative reconciliation of forward-looking, non-GAAP financial measures, such as Adjusted EBITDA, Free Cash Flow Conversion and Adjusted Free Cash Flow Conversion, to the most directly comparable GAAP financial measure, because it is difficult to reliably predict or estimate the relevant components without unreasonable effort due to future uncertainties that may potentially have a significant impact on such calculations, and providing them may imply a degree of precision that would be confusing or potentially misleading.
 
Segments
 
The Company reports its financial results based on two reportable segments.
 
Consumer Payments – The Consumer Payments segment provides an end-to-end bill payment platform, including bill design & presentment, communication services, and payment processing solutions (including debit and credit card processing, ACH processing and other electronic payment acceptance solutions, as well as our loan disbursement product) that enable the Company’s clients to notify, distribute billing statements, collect payments, and disburse funds to consumers and includes the Company’s clearing and settlement solutions (“RCS”) offering. RCS is the Company’s proprietary clearing and settlement platform through which the Company markets customizable payment processing programs to other Independent Sales Organizations (“ISOs”) and payment facilitators. In addition, the Company provides professional services to clients for customization and configuration of the product suite offering. The strategic vertical markets served by the Consumer Payments segment primarily include utilities, personal loans, 

  

 
  

 automotive loans, government, receivables management, financial institutions, credit unions, mortgage servicing, consumer healthcare, insurance, and diversified retail. 
 
Business Payments – The Business Payments segment provides payment processing solutions (including accounts payable automation, debit and credit card processing, virtual credit card processing, ACH processing and other electronic payment acceptance solutions) that enable REPAY’s clients to collect payments from or send payments to other businesses. The strategic vertical markets served within the Business Payments segment primarily include retail automotive, education, field services, governments and municipalities, healthcare, media, homeowner association management and hospitality.
 
Segment Revenue, Gross Profit, and Gross Profit Margin
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Three Months Ended June 30,

  

  

  

  

 Six Months Ended June 30,

  

  

  

 

 
 ($ in thousands)

  

 2026

  

  

 2025

  

  

 % Change

  

 2026

  

  

 2025

  

  

 % Change

 

 
 Revenue

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Consumer Payments

  

 $

 93,730

  

  

 $

 70,474

  

  

 33%

  

 $

 168,798

  

  

 $

 142,417

  

  

 19%

 

 
 Business Payments

  

  

 14,478

  

  

  

 10,945

  

  

 32%

  

  

 27,469

  

  

  

 21,933

  

  

 25%

 

 
 Elimination of intersegment revenues (1)

  

  

 (7,503

 )

  

  

 (5,793

 )

  

  

  

  

 (14,768

 )

  

  

 (11,399

 )

  

  

 

 
 Total revenue

  

 $

 100,705

  

  

 $

 75,626

  

  

 33%

  

 $

 181,499

  

  

 $

 152,951

  

  

 19%

 

 
 Gross profit (2)

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Consumer Payments

  

 $

 68,015

  

  

 $

 55,429

  

  

 23%

  

 $

 128,297

  

  

 $

 112,139

  

  

 14%

 

 
 Business Payments

  

  

 10,114

  

  

  

 7,586

  

  

 33%

  

  

 18,584

  

  

  

 15,143

  

  

 23%

 

 
 Elimination of intersegment revenues (1)

  

  

 (7,503

 )

  

  

 (5,793

 )

  

  

  

  

 (14,768

 )

  

  

 (11,399

 )

  

  

 

 
 Total gross profit

  

 $

 70,626

  

  

 $

 57,222

  

  

 23%

  

 $

 132,113

  

  

 $

 115,883

  

  

 14%

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Total gross profit margin (3)

  

 70%

  

  

 76%

  

  

  

  

 73%

  

  

 76%

  

  

  

 

 (1)Elimination of intersegment revenues represents revenue eliminations between business units within the Consumer Payments segment and Business Payments segment, as well as eliminations of intersegment revenues for consolidation purpose.

(2)Gross profit represents revenue less costs of services (exclusive of depreciation and amortization).

(3)Gross profit margin represents total gross profit / total revenue.

 
Conference Call
 
REPAY will host a conference call to discuss second quarter financial results today, August 10, 2026 at 5:00 pm ET. Hosting the call will be John Morris, CEO, and Robert Houser, CFO. The call will be webcast live from REPAY’s investor relations website at https://investors.repay.com/investor-relations. The conference call can also be accessed live over the phone by dialing (877) 407-3982, or for international callers (201) 493-6780. A replay will be available one hour after the call and can be accessed by dialing (844) 512-2921 or (412) 317-6671 for international callers; the conference ID is 13761472. The replay will be available at https://investors.repay.com/investor-relations.
 
Non-GAAP Financial Measures
 
This report includes certain non-GAAP financial measures that management uses to evaluate the Company’s operating business, measure performance, and make strategic decisions. Adjusted 

  

 
  

 EBITDA is a non-GAAP financial measure that represents net income prior to interest expense, tax expense, depreciation and amortization, as adjusted to add back certain charges deemed to not be part of normal operating expenses, non-cash charges and/or non-recurring charges, such as gain on extinguishment of debt, non-cash impairment loss, non-cash change in fair value of assets and liabilities, share-based compensation charges, transaction expenses, restructuring and other strategic initiative costs, loss on business disposition and other non-recurring charges. Adjusted EBITDA margin is a non-GAAP financial measure that represents Adjusted EBITDA divided by GAAP revenue. Adjusted Net Income is a non-GAAP financial measure that represents net income prior to amortization of acquisition-related intangibles, as adjusted to add back certain charges deemed to not be part of normal operating expenses, such as non-cash impairment loss, non-cash change in fair value of assets and liabilities, share-based compensation expense, transaction expenses, restructuring and other strategic initiative costs, other non-recurring charges, non-cash interest expense and net of tax effect associated with these adjustments. Adjusted Net Income is adjusted to exclude amortization of all acquisition-related intangibles as such amounts are inconsistent in amount and frequency and are significantly impacted by the timing and/or size of acquisitions. Management believes that the adjustment of acquisition-related intangible amortization supplements GAAP financial measures because it allows for greater comparability of operating performance. Although REPAY excludes amortization from acquisition-related intangibles from its non-GAAP expenses, management believes that it is important for investors to understand that such intangibles were recorded as part of purchase accounting and contribute to revenue generation. Adjusted Net Income per share is a non-GAAP financial measure that represents Adjusted Net Income divided by the weighted average number of shares of Class A common stock outstanding (on an as-converted basis assuming conversion of the outstanding units exchangeable for shares of Class A common stock) for the three and six months ended June 30, 2026 and 2025 (excluding shares subject to forfeiture). Free Cash Flow is a non-GAAP financial measure that represents net cash flow provided by operating activities less total capital expenditures. Free Cash Flow Conversion represents Free Cash Flow divided by Adjusted EBITDA. Adjusted Free Cash Flow represents Free Cash Flow plus technology, merger and integration costs. Adjusted Free Cash Flow Conversion represents Adjusted Free Cash Flow divided by Adjusted EBITDA. Organic revenue growth represents year-over-year revenue growth that excludes incremental revenue attributable to acquisitions and dispositions made in the applicable prior period or any subsequent period. Normalized organic revenue growth represents year-over-year organic revenue growth that excludes incremental gross profit attributable to political media spending associated with the 2026 election cycle in our media payments business. REPAY believes that Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, Adjusted Net Income per share, Free Cash Flow, Free Cash Flow Conversion, Adjusted Free Cash Flow, Adjusted Free Cash Flow Conversion, organic revenue growth and normalized organic revenue growth provide useful information to investors and others in understanding and evaluating its operating results in the same manner as management. However, these non-GAAP financial measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for net income, operating profit, net cash provided by operating activities, or any other operating performance measure calculated in accordance with GAAP. Using these non-GAAP financial measures to analyze REPAY’s business has material limitations because the calculations are based on the subjective determination of management regarding the nature and classification of events and circumstances that investors may find significant. In addition, although other companies in REPAY’s industry may report measures titled as the same or similar measures, such non-GAAP financial measures may be calculated differently from how REPAY calculates its non-GAAP financial measures, which reduces their overall usefulness as comparative measures. Because of these limitations, you should consider REPAY’s non-GAAP financial measures alongside other financial performance measures, including net income, net 

  

 
  

 cash provided by operating activities and REPAY’s other financial results presented in accordance with GAAP.
 
Forward-Looking Statements
 
This communication 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 future financial and operating results, including 2026 outlook, REPAY’s plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “guidance,” “will likely result,” “are expected to,” “will continue,” “should,” “is anticipated,” “estimated,” “believe,” “intend,” “plan,” “projection,” “outlook” or words of similar meaning. These forward-looking statements include, but are not limited to, REPAY’s market and growth opportunities, REPAY’s business strategy and the plans and objectives of management for future operations and the allocation of capital. Such forward-looking statements are based upon the current beliefs and expectations of REPAY’s management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond REPAY’s control.
 
In addition to factors disclosed in REPAY’s reports filed with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2025 and those identified elsewhere in this communication, the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: the inability to integrate and/or realize the benefits of the KUBRA transaction, including expected synergies; ; that the KUBRA acquisition could disrupt the Company’s relationships with customers, employees or other business partners; the impact, cost and effect of actions by activist stockholders; the risk that our stockholder rights plan may delay, discourage or prevent a change of control or acquisition of the Company, even if such action may be considered beneficial by some stockholders; exposure to economic conditions and political risk affecting the consumer loan market, the receivables management industry, the utilities industry and consumer and commercial spending, including bank failures or other adverse events affecting financial institutions, inflationary pressures, evolving U.S. trade policies or general economic slowdown; changes in the payment processing market in which REPAY competes, including with respect to its competitive landscape, technology evolution or regulatory changes; changes in the vertical markets that REPAY targets, including the regulatory environment applicable to REPAY’s clients; the ability to retain, develop and hire key personnel; risks relating to REPAY’s relationships within the payment ecosystem; risk that REPAY may not be able to execute its growth strategies, including identifying and executing acquisitions; risks relating to data security; changes in accounting policies applicable to REPAY and the risk that REPAY may not be able to maintain effective internal controls.
 
Actual results, performance or achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those forward-looking statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance. All information set forth herein speaks only as of the date hereof in the case of information about REPAY or the date of such information in the case of information from persons other than REPAY, and REPAY disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication. Forecasts and estimates regarding REPAY’s industry and end markets are based on sources it believes to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Pro forma, 

  

 
  

 projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results.
 
About REPAY
 
REPAY provides integrated payment processing solutions to verticals that have specific transaction processing needs. REPAY’s proprietary, integrated payment technology provides a comprehensive end-to-end platform offering digital payments, bill design & presentment, and communication services for clients, while enhancing the overall experience for consumers and businesses.
 
Contacts 
Investor Relations Contact for REPAY:
[email protected]
 
Media Relations Contact for REPAY:
Kristen Hoyman
(404) 637-1665
[email protected]

  

 
  

  
Condensed Consolidated Statements of Operations
(Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Three Months Ended June 30,

  

  

 Six Months Ended June 30,

  

 

 
 ($ in thousands, except per share data)

  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
 Revenue

  

 $

 100,705

  

  

 $

 75,626

  

  

 $

 181,499

  

  

 $

 152,951

  

 

 
 Operating expenses

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Costs of services (exclusive of depreciation and amortization shown separately below)

  

  

 30,079

  

  

  

 18,404

  

  

  

 49,386

  

  

  

 37,068

  

 

 
 Selling, general and administrative

  

  

 46,247

  

  

  

 32,864

  

  

  

 82,201

  

  

  

 69,851

  

 

 
 Depreciation and amortization

  

  

 27,636

  

  

  

 25,481

  

  

  

 53,176

  

  

  

 50,775

  

 

 
 Impairment loss

  

  

 —

  

  

  

 103,781

  

  

  

 —

  

  

  

 103,781

  

 

 
 Total operating expenses

  

  

 103,962

  

  

  

 180,530

  

  

  

 184,763

  

  

  

 261,475

  

 

 
 Loss from operations

  

  

 (3,257

 )

  

  

 (104,904

 )

  

  

 (3,264

 )

  

  

 (108,524

 )

 

 
 Other income (expense)

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Interest income

  

  

 289

  

  

  

 1,197

  

  

  

 704

  

  

  

 2,553

  

 

 
 Interest expense

  

  

 (7,983

 )

  

  

 (3,087

 )

  

  

 (11,827

 )

  

  

 (6,194

 )

 

 
 Loss on extinguishment of debt

  

  

 (974

 )

  

  

 —

  

  

  

 (974

 )

  

  

 —

  

 

 
 Change in fair value of tax receivable liability

  

  

 (2,547

 )

  

  

 (2,509

 )

  

  

 (7,110

 )

  

  

 (5,531

 )

 

 
 Other income (loss), net

  

  

 278

  

  

  

 (26

 )

  

  

 276

  

  

  

 (253

 )

 

 
 Total other income (expense)

  

  

 (10,937

 )

  

  

 (4,425

 )

  

  

 (18,931

 )

  

  

 (9,425

 )

 

 
 Loss before income tax benefit

  

  

 (14,194

 )

  

  

 (109,329

 )

  

  

 (22,195

 )

  

  

 (117,949

 )

 

 
 Income tax benefit

  

  

 2,665

  

  

  

 1,297

  

  

  

 632

  

  

  

 1,749

  

 

 
 Net loss

  

 $

 (11,529

 )

  

 $

 (108,032

 )

  

 $

 (21,563

 )

  

 $

 (116,200

 )

 

 
 Less: Net loss attributable to non-controlling interest

  

  

 (543

 )

  

  

 (5,781

 )

  

  

 (637

 )

  

  

 (6,002

 )

 

 
 Net loss attributable to the Company

  

 $

 (10,986

 )

  

 $

 (102,251

 )

  

 $

 (20,926

 )

  

 $

 (110,198

 )

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Weighted-average shares of Class A common stock outstanding - basic and diluted

  

  

 83,285,379

  

  

  

 88,647,823

  

  

  

 82,903,732

  

  

  

 88,825,785

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Loss per Class A share attributable to the Company - basic and diluted

  

 $

 (0.13

 )

  

 $

 (1.15

 )

  

 $

 (0.25

 )

  

 $

 (1.24

 )

 

  

  

 
  

 Condensed Consolidated Balance Sheets
 

 
 
 
 
 
 
 
 
 
 
 
 

 
 ($ in thousands)

  

 June 30, 2026 (Unaudited)

  

  

 December 31, 2025

  

 

 
 Assets

  

  

  

  

  

  

 

 
 Cash and cash equivalents

  

 $

 83,660

  

  

 $

 115,692

  

 

 
 Current restricted cash

  

  

 35,672

  

  

  

 29,327

  

 

 
 Accounts receivable, net

  

  

 63,906

  

  

  

 33,172

  

 

 
 Inventories

  

  

 2,309

  

  

  

 —

  

 

 
 Prepaid expenses and other

  

  

 27,429

  

  

  

 18,641

  

 

 
 Total current assets

  

  

 212,976

  

  

  

 196,832

  

 

 
  

  

  

  

  

  

  

 

 
 Property and equipment, net

  

  

 3,762

  

  

  

 1,243

  

 

 
 Noncurrent restricted cash

  

  

 8,120

  

  

  

 10,633

  

 

 
 Intangible assets, net

  

  

 560,241

  

  

  

 329,844

  

 

 
 Goodwill

  

  

 652,085

  

  

  

 474,512

  

 

 
 Operating lease right-of-use assets, net

  

  

 17,011

  

  

  

 8,866

  

 

 
 Finance lease right-of-use assets, net

  

  

 1,468

  

  

  

 —

  

 

 
 Deferred tax assets

  

  

 147,051

  

  

  

 173,028

  

 

 
 Other assets

  

  

 5,156

  

  

  

 4,791

  

 

 
 Total noncurrent assets

  

  

 1,394,894

  

  

  

 1,002,917

  

 

 
 Total assets

  

 $

 1,607,870

  

  

 $

 1,199,749

  

 

 
  

  

  

  

  

  

  

 

 
 Liabilities

  

  

  

  

  

  

 

 
 Accounts payable

  

 $

 44,095

  

  

 $

 25,177

  

 

 
 Accrued expenses

  

  

 80,935

  

  

  

 52,959

  

 

 
 Current maturities of long-term debt, net

  

  

 5,000

  

  

  

 146,477

  

 

 
 Current operating lease liabilities

  

  

 5,116

  

  

  

 1,548

  

 

 
 Current finance lease liabilities

  

  

 446

  

  

  

 —

  

 

 
 Current tax receivable agreement ($0 and $1,555 held for related parties as of June 30, 2026 and December 31, 2025, respectively)

  

  

 —

  

  

  

 13,702

  

 

 
 Other current liabilities

  

  

 11,308

  

  

  

 785

  

 

 
 Total current liabilities

  

  

 146,900

  

  

  

 240,648

  

 

 
  

  

  

  

  

  

  

 

 
 Long-term debt, net

  

  

 748,141

  

  

  

 280,065

  

 

 
 Noncurrent operating lease liabilities

  

  

 13,108

  

  

  

 8,790

  

 

 
 Noncurrent finance lease liabilities

  

  

 1,034

  

  

  

 -

  

 

 
 Deferred tax liabilities

  

  

 33,928

  

  

  

 -

  

 

 
 Tax receivable agreement, net of current portion ($8,129 and $20,748 held for related parties as of June 30, 2026 and December 31, 2025, respectively)

  

  

 194,349

  

  

  

 187,239

  

 

 
 Other liabilities

  

  

 1,147

  

  

  

 1,225

  

 

 
 Total noncurrent liabilities

  

  

 991,707

  

  

  

 477,319

  

 

 
 Total liabilities

  

 $

 1,138,607

  

  

 $

 717,967

  

 

 
  

  

  

  

  

  

  

 

 
 Commitments and contingencies

  

  

  

  

  

  

 

 
  

  

  

  

  

  

  

 

 
 Stockholders' equity

  

  

  

  

  

  

 

 
 Class A common stock, $0.0001 par value; 2,000,000,000 shares authorized; 96,268,848 issued and 82,892,959 outstanding as of June 30, 2026; 95,138,635 issued and 81,762,746 outstanding as of December 31, 2025

  

  

 8

  

  

  

 8

  

 

 
 Class V common stock, $0.0001 par value; 1,000 shares authorized and 100 shares issued and outstanding as of June 30, 2026 and December 31, 2025

  

  

 —

  

  

  

 —

  

 

 
 Treasury stock, 13,375,889 shares repurchased as of both June 30, 2026 and December 31, 2025

  

  

 (92,025

 )

  

  

 (92,025

 )

 

 
 Additional paid-in capital

  

  

 1,176,036

  

  

  

 1,166,998

  

 

 
 Accumulated deficit

  

  

 (611,476

 )

  

  

 (590,550

 )

 

 
 Total Repay stockholders' equity

  

 $

 472,543

  

  

 $

 484,431

  

 

 
 Non-controlling interests

  

  

 (3,280

 )

  

  

 (2,649

 )

 

 
 Total equity

  

  

 469,263

  

  

  

 481,782

  

 

 
 Total liabilities and equity

  

 $

 1,607,870

  

  

 $

 1,199,749

  

 

 
  

  

  

  

  

  

  

 

  

  

 
  

 Condensed Consolidated Statements of Cash Flows
(Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 

 
 

  

 Six Months Ended June 30,

  

 

 
 ($ in thousands)

  

 2026

  

  

 2025

  

 

 
 Cash flows from operating activities

  

  

  

  

  

  

 

 
 Net loss

  

 $

 (21,563

 )

  

 $

 (116,200

 )

 

 
  

  

  

  

  

  

  

 

 
 Adjustments to reconcile net loss to net cash provided by operating activities:

  

  

  

  

  

  

 

 
 Depreciation and amortization

  

  

 53,176

  

  

  

 50,775

  

 

 
 Stock based compensation

  

  

 9,755

  

  

  

 8,393

  

 

 
 Amortization of debt issuance costs

  

  

 1,505

  

  

  

 1,619

  

 

 
 Loss on extinguishment of debt

  

  

 974

  

  

  

 —

  

 

 
 Other loss

  

  

 —

  

  

  

 268

  

 

 
 Fair value change in tax receivable agreement liability

  

  

 7,110

  

  

  

 5,531

  

 

 
 Impairment loss

  

  

 —

  

  

  

 103,781

  

 

 
 Deferred tax benefit

  

  

 (643

 )

  

  

 (1,749

 )

 

 
 Change in accounts receivable, net

  

  

 (980

 )

  

  

 (429

 )

 

 
 Change in inventories

  

  

 (88

 )

  

  

 —

  

 

 
 Change in prepaid expenses and other

  

  

 (1,832

 )

  

  

 832

  

 

 
 Change in lease ROU assets

  

  

 1,145

  

  

  

 859

  

 

 
 Change in other assets

  

  

 (366

 )

  

  

 (2,417

 )

 

 
 Change in accounts payable

  

  

 1,485

  

  

  

 (7,976

 )

 

 
 Change in accrued expenses and other

  

  

 9,742

  

  

  

 (7,969

 )

 

 
 Change in lease liabilities

  

  

 (1,393

 )

  

  

 (602

 )

 

 
 Change in other liabilities

  

  

 (965

 )

  

  

 852

  

 

 
 Net cash provided by operating activities

  

  

 57,062

  

  

  

 35,568

  

 

 
  

  

  

  

  

  

  

 

 
 Cash flows from investing activities

  

  

  

  

  

  

 

 
 Purchases of property and equipment

  

  

 (2,305

 )

  

  

 (77

 )

 

 
 Purchases of intangible assets

  

  

 (22,511

 )

  

  

 —

  

 

 
 Capitalized software development costs

  

  

 (22,003

 )

  

  

 (20,925

 )

 

 
 Acquisition of KUBRA, net of cash and restricted cash acquired

  

  

 (348,150

 )

  

  

 —

  

 

 
 Net cash used in investing activities

  

  

 (394,969

 )

  

  

 (21,002

 )

 

 
  

  

  

  

  

  

  

 

 
 Cash flows from financing activities

  

  

  

  

  

  

 

 
 Issuance of long-term debt

  

  

 610,000

  

  

  

 —

  

 

 
 Payments on long-term debt

  

  

 (256,508

 )

  

  

 —

  

 

 
 Payments of debt issuance costs

  

  

 (29,372

 )

  

  

 —

  

 

 
 Payments for tax withholding related to shares vesting under Incentive Plan

  

  

 (711

 )

  

  

 (3,313

 )

 

 
 Treasury shares repurchased

  

  

 —

  

  

  

 (22,645

 )

 

 
 Payment of Tax Receivable Agreement

  

  

 (13,702

 )

  

  

 (16,337

 )

 

 
 Net cash provided by (used in) financing activities

  

  

 309,707

  

  

  

 (42,295

 )

 

 
  

  

  

  

  

  

  

 

 
 Decrease in cash, cash equivalents and restricted cash

  

  

 (28,200

 )

  

  

 (27,729

 )

 

 
 Cash, cash equivalents and restricted cash at beginning of period

  

 $

 155,652

  

  

 $

 236,709

  

 

 
 Cash, cash equivalents and restricted cash at end of period

  

 $

 127,452

  

  

 $

 208,980

  

 

 
  

  

  

  

  

  

  

 

 
 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

  

  

  

  

  

  

 

 
 Cash paid during the period for:

  

  

  

  

  

  

 

 
 Interest

  

 $

 8,094

  

  

 $

 4,740

  

 

 
 Income taxes (net of refunds received)

  

 $

 696

  

  

 $

 1,793

  

 

 
  

  

  

  

  

  

  

 

  

  

 
  

 Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA 
For the Three Months Ended June 30, 2026 and 2025 
(Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Three Months Ended June 30,

  

  

 

 
 ($ in thousands)

 2026

  

  

 2025

  

  

 

 
 Revenue

 $

 100,705

  

  

 $

 75,626

  

  

 

 
 Operating expenses

  

  

  

  

  

  

 

 
 Costs of services (exclusive of depreciation and amortization shown separately below)

 $

 30,079

  

  

 $

 18,404

  

  

 

 
 Selling, general and administrative

  

 46,247

  

  

  

 32,864

  

  

 

 
 Depreciation and amortization

  

 27,636

  

  

  

 25,481

  

  

 

 
 Impairment loss

  

 —

  

  

  

 103,781

  

  

 

 
 Total operating expenses

 $

 103,962

  

  

 $

 180,530

  

  

 

 
 Loss from operations

 $

 (3,257

 )

  

 $

 (104,904

 )

  

 

 
 Other income (expense)

  

  

  

  

  

  

 

 
 Interest income

  

 289

  

  

  

 1,197

  

  

 

 
 Interest expense

  

 (7,983

 )

  

  

 (3,087

 )

  

 

 
 Loss on extinguishment of debt

  

 (974

 )

  

  

 —

  

  

 

 
 Change in fair value of tax receivable liability

  

 (2,547

 )

  

  

 (2,509

 )

  

 

 
 Other income (loss), net

  

 278

  

  

  

 (26

 )

  

 

 
 Total other income (expense)

  

 (10,937

 )

  

  

 (4,425

 )

  

 

 
 Loss before income tax benefit

  

 (14,194

 )

  

  

 (109,329

 )

  

 

 
 Income tax benefit

  

 2,665

  

  

  

 1,297

  

  

 

 
 Net loss

 $

 (11,529

 )

  

 $

 (108,032

 )

  

 

 
 

  

  

  

  

  

  

 

 
 Add:

  

  

  

  

  

  

 

 
 Interest income

  

 (289

 )

  

  

 (1,197

 )

  

 

 
 Interest expense

  

 7,983

  

  

  

 3,087

  

  

 

 
 Depreciation and amortization (a)

  

 27,636

  

  

  

 25,481

  

  

 

 
 Income tax benefit

  

 (2,665

 )

  

  

 (1,297

 )

  

 

 
 EBITDA

 $

 21,136

  

  

 $

 (81,958

 )

  

 

 
 

  

  

  

  

  

  

 

 
 Non-cash impairment loss (b)

  

 —

  

  

  

 103,781

  

  

 

 
 Loss on extinguishment of debt (c)

  

 974

  

  

  

 —

  

  

 

 
 Non-cash change in fair value of assets and liabilities (d)

  

 2,547

  

  

  

 2,509

  

  

 

 
 Share-based compensation expense (e)

  

 4,736

  

  

  

 3,049

  

  

 

 
 Transaction expenses (f)

  

 2,780

  

  

  

 394

  

  

 

 
 Restructuring and other strategic initiative costs (g)

  

 2,113

  

  

  

 2,724

  

  

 

 
 Other non-recurring charges (h)

  

 2,015

  

  

  

 1,312

  

  

 

 
 Adjusted EBITDA

 $

 36,301

  

  

 $

 31,811

  

  

 

 
  

  

  

  

  

  

  

 

  

  

 
  

  
Quarterly Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA 
(Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Three Months Ended

  

 

 
 ($ in thousands)

  

 September 30, 2025

  

  

 December 31, 2025

  

  

 March 31, 2026

  

 

 
 Net loss

  

 $

 (6,617

 )

  

 $

 (148,271

 )

  

 $

 (10,034

 )

 

 
 

  

  

  

  

  

  

  

  

  

 

 
 Add:

  

  

  

  

  

  

  

  

  

 

 
 Interest income

  

 $

 (911

 )

  

 $

 (597

 )

  

 $

 (415

 )

 

 
 Interest expense

  

  

 3,085

  

  

  

 4,668

  

  

  

 3,844

  

 

 
 Depreciation and amortization (a)

  

  

 25,640

  

  

  

 25,631

  

  

  

 25,540

  

 

 
 Income tax (benefit) expense

  

  

 (1,808

 )

  

  

 (2,312

 )

  

  

 2,033

  

 

 
 EBITDA

  

 $

 19,389

  

  

 $

 (120,881

 )

  

 $

 20,968

  

 

 
 

  

  

  

  

  

  

  

  

  

 

 
 Non-cash impairment loss (b)

  

  

 —

  

  

  

 138,907

  

  

  

 —

  

 

 
 (Gain) loss on extinguishment of debt (c)

  

  

 (1,374

 )

  

  

 —

  

  

  

 —

  

 

 
 Non-cash change in fair value of assets and liabilities (d)

  

  

 4,607

  

  

  

 3,369

  

  

  

 4,563

  

 

 
 Share-based compensation expense (e)

  

  

 5,508

  

  

  

 4,429

  

  

  

 5,020

  

 

 
 Transaction expenses (f)

  

  

 238

  

  

  

 298

  

  

  

 258

  

 

 
 Restructuring and other strategic initiative costs (g)

  

  

 1,492

  

  

  

 2,408

  

  

  

 1,867

  

 

 
 Other non-recurring charges (h)

  

  

 1,342

  

  

  

 3,871

  

  

  

 1,686

  

 

 
 Adjusted EBITDA

  

 $

 31,202

  

  

 $

 32,401

  

  

 $

 34,362

  

 

  

  

 
  

 Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA 
For the Six Months Ended June 30, 2026 and 2025 
(Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Six Months Ended June 30,

  

  

 

 
 ($ in thousands)

 2026

  

  

 2025

  

  

 

 
 Revenue

 $

 181,499

  

  

 $

 152,951

  

  

 

 
 Operating expenses

  

  

  

  

  

  

 

 
 Costs of services (exclusive of depreciation and amortization shown separately below)

 $

 49,386

  

  

 $

 37,068

  

  

 

 
 Selling, general and administrative

  

 82,201

  

  

  

 69,851

  

  

 

 
 Depreciation and amortization

  

 53,176

  

  

  

 50,775

  

  

 

 
 Impairment loss

  

 —

  

  

  

 103,781

  

  

 

 
 Total operating expenses

 $

 184,763

  

  

 $

 261,475

  

  

 

 
 Loss from operations

 $

 (3,264

 )

  

 $

 (108,524

 )

  

 

 
 Other income (expense)

  

  

  

  

  

  

 

 
 Interest income

  

 704

  

  

  

 2,553

  

  

 

 
 Interest expense

  

 (11,827

 )

  

  

 (6,194

 )

  

 

 
 Loss on extinguishment of debt

  

 (974

 )

  

  

 —

  

  

 

 
 Change in fair value of tax receivable liability

  

 (7,110

 )

  

  

 (5,531

 )

  

 

 
 Other income (loss), net

  

 276

  

  

  

 (253

 )

  

 

 
 Total other income (expense)

  

 (18,931

 )

  

  

 (9,425

 )

  

 

 
 Loss before income tax benefit

  

 (22,195

 )

  

  

 (117,949

 )

  

 

 
 Income tax benefit

  

 632

  

  

  

 1,749

  

  

 

 
 Net loss

 $

 (21,563

 )

  

 $

 (116,200

 )

  

 

 
 

  

  

  

  

  

  

 

 
 Add:

  

  

  

  

  

  

 

 
 Interest income

  

 (704

 )

  

  

 (2,553

 )

  

 

 
 Interest expense

  

 11,827

  

  

  

 6,194

  

  

 

 
 Depreciation and amortization (a)

  

 53,176

  

  

  

 50,775

  

  

 

 
 Income tax benefit

  

 (632

 )

  

  

 (1,749

 )

  

 

 
 EBITDA

 $

 42,104

  

  

 $

 (63,533

 )

  

 

 
 

  

  

  

  

  

  

 

 
 Non-cash impairment loss (b)

  

 —

  

  

  

 103,781

  

  

 

 
 Loss on extinguishment of debt (c)

  

 974

  

  

  

 —

  

  

 

 
 Non-cash change in fair value of assets and liabilities (d)

  

 7,110

  

  

  

 5,531

  

  

 

 
 Share-based compensation expense (e)

  

 9,756

  

  

  

 9,094

  

  

 

 
 Transaction expenses (f)

  

 3,038

  

  

  

 1,176

  

  

 

 
 Restructuring and other strategic initiative costs (g)

  

 3,980

  

  

  

 6,235

  

  

 

 
 Other non-recurring charges (h)

  

 3,701

  

  

  

 2,702

  

  

 

 
 Adjusted EBITDA

 $

 70,663

  

  

 $

 64,986

  

  

 

 
  

  

  

  

  

  

  

 

  

  

 
  

 Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income 
For the Three Months Ended June 30, 2026 and 2025
 (Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Three Months Ended June 30,

  

  

 

 
 ($ in thousands)

 2026

  

  

 2025

  

  

 

 
 Revenue

 $

 100,705

  

  

 $

 75,626

  

  

 

 
 Operating expenses

  

  

  

  

  

  

 

 
 Costs of services (exclusive of depreciation and amortization shown separately below)

 $

 30,079

  

  

 $

 18,404

  

  

 

 
 Selling, general and administrative

  

 46,247

  

  

  

 32,864

  

  

 

 
 Depreciation and amortization

  

 27,636

  

  

  

 25,481

  

  

 

 
 Impairment loss

  

 —

  

  

  

 103,781

  

  

 

 
 Total operating expenses

 $

 103,962

  

  

 $

 180,530

  

  

 

 
 Loss from operations

 $

 (3,257

 )

  

 $

 (104,904

 )

  

 

 
 Other income (expense)

  

  

  

  

  

  

 

 
 Interest income

  

 289

  

  

  

 1,197

  

  

 

 
 Interest expense

  

 (7,983

 )

  

  

 (3,087

 )

  

 

 
 Loss on extinguishment of debt

  

 (974

 )

  

  

 —

  

  

 

 
 Change in fair value of tax receivable liability

  

 (2,547

 )

  

  

 (2,509

 )

  

 

 
 Other income (loss), net

  

 278

  

  

  

 (26

 )

  

 

 
 Total other income (expense)

  

 (10,937

 )

  

  

 (4,425

 )

  

 

 
 Loss before income tax benefit

  

 (14,194

 )

  

  

 (109,329

 )

  

 

 
 Income tax benefit

  

 2,665

  

  

  

 1,297

  

  

 

 
 Net loss

 $

 (11,529

 )

  

 $

 (108,032

 )

  

 

 
 

  

  

  

  

  

  

 

 
 Add:

  

  

  

  

  

  

 

 
 Amortization of acquisition-related intangibles (i)

  

 21,954

  

  

  

 19,506

  

  

 

 
 Non-cash impairment loss (b)

  

 —

  

  

  

 103,781

  

  

 

 
 Loss on extinguishment of debt (c)

  

 974

  

  

  

 —

  

  

 

 
 Non-cash change in fair value of assets and liabilities (d)

  

 2,547

  

  

  

 2,509

  

  

 

 
 Share-based compensation expense (e)

  

 4,736

  

  

  

 3,049

  

  

 

 
 Transaction expenses (f)

  

 2,780

  

  

  

 394

  

  

 

 
 Restructuring and other strategic initiative costs (g)

  

 2,113

  

  

  

 2,724

  

  

 

 
 Other non-recurring charges (h)

  

 2,015

  

  

  

 1,312

  

  

 

 
 Non-cash interest expense (j)

  

 476

  

  

  

 809

  

  

 

 
 Pro forma taxes at effective rate (k)

  

 (8,174

 )

  

  

 (6,969

 )

  

 

 
 Adjusted Net Income

 $

 17,892

  

  

 $

 19,083

  

  

 

 
 

  

  

  

  

  

  

 

 
 Shares of Class A common stock outstanding (on an as-converted basis) (l)

  

 88,571,262

  

  

  

 93,937,366

  

  

 

 
 Adjusted Net Income per share

 $

 0.20

  

  

 $

 0.20

  

  

 

  

  

 
  

  
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income 
For the Six Months Ended June 30, 2026 and 2025
 (Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 

 
  

 Six Months Ended June 30,

  

  

 

 
 ($ in thousands)

 2026

  

  

 2025

  

  

 

 
 Revenue

 $

 181,499

  

  

 $

 152,951

  

  

 

 
 Operating expenses

  

  

  

  

  

  

 

 
 Costs of services (exclusive of depreciation and amortization shown separately below)

 $

 49,386

  

  

 $

 37,068

  

  

 

 
 Selling, general and administrative

  

 82,201

  

  

  

 69,851

  

  

 

 
 Depreciation and amortization

  

 53,176

  

  

  

 50,775

  

  

 

 
 Impairment loss

  

 —

  

  

  

 103,781

  

  

 

 
 Total operating expenses

 $

 184,763

  

  

 $

 261,475

  

  

 

 
 Loss from operations

 $

 (3,264

 )

  

 $

 (108,524

 )

  

 

 
 Other income (expense)

  

  

  

  

  

  

 

 
 Interest income

  

 704

  

  

  

 2,553

  

  

 

 
 Interest expense

  

 (11,827

 )

  

  

 (6,194

 )

  

 

 
 Loss on extinguishment of debt

  

 (974

 )

  

  

 —

  

  

 

 
 Change in fair value of tax receivable liability

  

 (7,110

 )

  

  

 (5,531

 )

  

 

 
 Other income (loss), net

  

 276

  

  

  

 (253

 )

  

 

 
 Total other income (expense)

  

 (18,931

 )

  

  

 (9,425

 )

  

 

 
 Loss before income tax benefit

  

 (22,195

 )

  

  

 (117,949

 )

  

 

 
 Income tax benefit

  

 632

  

  

  

 1,749

  

  

 

 
 Net loss

 $

 (21,563

 )

  

 $

 (116,200

 )

  

 

 
 

  

  

  

  

  

  

 

 
 Add:

  

  

  

  

  

  

 

 
 Amortization of acquisition-related intangibles (i)

  

 41,763

  

  

  

 38,835

  

  

 

 
 Non-cash impairment loss (b)

  

 —

  

  

  

 103,781

  

  

 

 
 Loss on extinguishment of debt (c)

  

 974

  

  

  

 —

  

  

 

 
 Non-cash change in fair value of assets and liabilities (d)

  

 7,110

  

  

  

 5,531

  

  

 

 
 Share-based compensation expense (e)

  

 9,756

  

  

  

 9,094

  

  

 

 
 Transaction expenses (f)

  

 3,038

  

  

  

 1,176

  

  

 

 
 Restructuring and other strategic initiative costs (g)

  

 3,980

  

  

  

 6,235

  

  

 

 
 Other non-recurring charges (h)

  

 3,701

  

  

  

 2,702

  

  

 

 
 Non-cash interest expense (j)

  

 1,035

  

  

  

 1,619

  

  

 

 
 Pro forma taxes at effective rate (k)

  

 (12,500

 )

  

  

 (13,411

 )

  

 

 
 Adjusted Net Income

 $

 37,294

  

  

 $

 39,362

  

  

 

 
 

  

  

  

  

  

  

 

 
 Shares of Class A common stock outstanding (on an as-converted basis) (l)

  

 88,189,615

  

  

  

 94,146,654

  

  

 

 
 Adjusted Net Income per share

 $

 0.42

  

  

 $

 0.42

  

  

 

  

  

 
  

 Reconciliation of Operating Cash Flow to Free Cash Flow
For the Three and Six Months Ended June 30, 2026 and 2025
 (Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Three Months Ended June 30,

  

  

 Six Months Ended June 30,

  

 

 
 ($ in thousands)

  

 2026

  

  

 2025

  

  

 2026

  

  

 2025

  

 

 
 Net cash provided by operating activities

  

 $

 40,239

  

  

 $

 33,065

  

  

 $

 57,062

  

  

 $

 35,568

  

 

 
 Capital expenditures

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Cash paid for property and equipment

  

  

 (2,183

 )

  

  

 69

  

  

  

 (2,305

 )

  

  

 (77

 )

 

 
 Capitalized software development costs

  

  

 (10,685

 )

  

  

 (10,534

 )

  

  

 (22,003

 )

  

  

 (20,925

 )

 

 
 Total capital expenditures

  

  

 (12,868

 )

  

  

 (10,465

 )

  

  

 (24,308

 )

  

  

 (21,002

 )

 

 
 Free cash flow

  

 $

 27,371

  

  

 $

 22,600

  

  

 $

 32,754

  

  

 $

 14,566

  

 

 
 Technology, merger, integration costs

  

  

 1,911

  

  

  

 —

  

  

  

 2,343

  

  

  

 —

  

 

 
 Adjusted free cash flow

  

 $

 29,282

  

  

 $

 22,600

  

  

 $

 35,097

  

  

 $

 14,566

  

 

 
  

  

  

  

  

  

  

  

  

  

  

  

  

 

 
 Free cash flow conversion

  

  

 75

 %

  

  

 71

 %

  

  

 46

 %

  

  

 22

 %

 

 
 Adjusted free cash flow conversion

  

  

 81

 %

  

  

 71

 %

  

  

 50

 %

  

  

 22

 %

 

  
Quarterly Reconciliation of Operating Cash Flow to Free Cash Flow
 (Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 

  

 Three Months Ended

  

 

 
 ($ in thousands)

  

 September 30, 2025

  

  

 December 31, 2025

  

  

 March 31, 2026

  

 

 
 Net cash provided by operating activities

  

 $

 32,227

  

  

 $

 23,317

  

  

 $

 16,823

  

 

 
 Capital expenditures

  

  

  

  

  

  

  

  

  

 

 
 Cash paid for property and equipment

  

  

 (122

 )

  

  

 (286

 )

  

  

 (122

 )

 

 
 Purchases of intangible assets

  

  

 —

  

  

  

 (200

 )

  

  

 —

  

 

 
 Capitalized software development costs

  

  

 (11,321

 )

  

  

 (41,497

 )

  

  

 (11,318

 )

 

 
 Total capital expenditures

  

  

 (11,443

 )

  

  

 (41,983

 )

  

  

 (11,440

 )

 

 
 Free cash flow

  

 $

 20,784

  

  

 $

 (18,666

 )

  

 $

 5,383

  

 

 
 Technology, merger, integration costs

  

  

 —

  

  

  

 —

  

  

  

 433

  

 

 
 Adjusted free cash flow

  

 $

 20,784

  

  

 $

 (18,666

 )

  

 $

 5,816

  

 

 
  

  

  

  

  

  

  

  

  

  

 

 
 Free cash flow conversion

  

  

 67

 %

  

  

 (58

 %)

  

  

 16

 %

 

 
 Adjusted Free cash flow conversion

  

  

 67

 %

  

  

 (58

 %)

  

  

 17

 %

 

  
 
Reconciliation of Revenue Growth to Organic and Normalized Organic Revenue Growth
For the Year-over-Year Change Between the Three Months Ended June 30, 2026 and 2025
(Unaudited)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
  

  

 Consumer Payments

  

  

 Business Payments

  

  

 Total

  

  

 

 
 Total Revenue growth

  

  

 33

 %

  

  

 32

 %

  

  

 33

 %

  

 

 
 Less: Growth from acquisitions and dispositions

  

  

 29

 %

  

  

 0

 %

  

  

 27

 %

  

 

 
 Organic revenue growth (m)

  

  

 4

 %

  

  

 32

 %

  

  

 6

 %

  

 

 
 Less: Growth from contributions related to political media

  

  

 —

  

  

  

 13

 %

  

  

 2

 %

  

 

 
 Normalized Organic revenue growth (n)

  

  

 4

 %

  

  

 19

 %

  

  

 4

 %

  

 

  

  

 
  

  
(a)See footnote (i) for details on amortization and depreciation expenses.

(b)Reflects non-cash goodwill impairment loss primarily related to the Consumer Payments segment.

(c)For the three and six months ended June 30, 2026, reflects a loss on the extinguishment of the revolving credit facility, net of a write-off of debt issuance costs relating to the principal. For the three months ended September 30, 2025, reflects a gain on the repurchase of 2026 Notes principal, net of a write-off of debt issuance costs relating to the repurchased principal.

(d)Reflects the changes in management’s estimates of the fair value of the liability relating to the Tax Receivable Agreement.

(e)Represents compensation expense associated with equity compensation plans.

(f)Primarily consists of (i) during the three and six months ended June 30, 2026, professional service fees and other costs incurred in connection with the acquisition of KUBRA and (ii) during the three and six months ended June 30, 2025, three months ended September 30, 2025, three months ended December 31, 2025 and three months ended March 31, 2026, professional service fees and other costs incurred in connection with prior transactions.

(g)Reflects costs associated with reorganization of operations, consulting fees related to processing services and other operational improvements, including restructuring and integration activities related to acquired businesses, that were not in the ordinary course.

(h)Reflects franchise taxes and other non-income based taxes, non-recurring legal and other litigation expenses and payme